UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

þ		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Commission File Number: 000-51003

 

CALAMOS ASSET MANAGEMENT, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or Other Jurisdiction of Incorporation or Organization)		32-0122554 (I.R.S. Employer Identification No.)
2020 Calamos Court, Naperville, Illinois (Address of Principal Executive Offices)		60563 (Zip Code)

(630) 245-7200
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. þ Yes o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). o Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o		Accelerated filer þ		Non-accelerated filer o (Do not check if a smaller reporting company)		Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). o Yes þ No

At July 29, 2009, the company had 19,621,037 shares of Class A common stock and 100 shares of Class B common stock outstanding.

 

 

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands, except share data)

		June 30,				December 31,
		2009				2008
		(unaudited)
ASSETS
Current assets
Cash and cash equivalents		$	120,119			$	59,425
Receivables:
Affiliates and affiliated funds			15,175				13,187
Customers			7,843				6,862
Investment securities			191,701				173,155
Derivative assets			3,750				14,288
Partnership investments			32,570				28,471
Prepaid expenses			3,563				2,607
Deferred tax assets, net			12,319				11,837
Other assets			4,324				21,766
Total current assets			391,364				331,598
Non-current assets
Deferred tax assets, net			81,109				83,769
Deferred sales commissions			14,566				18,414
Property and equipment, net of accumulated depreciation ($37,026 at 6/30/09 and $31,719 at 12/31/08)			35,876				41,058
Other non-current assets			873				1,034
Total non-current assets			132,424				144,275
Total assets			523,788				475,873
LIABILITIES
Current liabilities
Accounts payable:
Brokers			10,866				10,239
Affiliates and affiliated funds			122				283
Accrued compensation and benefits			10,058				10,419
Interest payable			3,026				3,025
Derivative liabilities			5,882				—
Accrued expenses and other current liabilities			5,378				5,889
Total current liabilities			35,332				29,855
Long-term liabilities
Long-term debt			125,000				125,000
Other long-term liabilities			10,024				9,971
Total long-term liabilities			135,024				134,971
Total liabilities			170,356				164,826
STOCKHOLDERS’ EQUITY
Class A Common Stock, $0.01 par value; authorized 600,000,000 shares; 23,621,037 shares issued and 19,621,037 shares outstanding at June 30, 2009; 23,497,687 shares issued and 19,497,687 shares outstanding at December 31, 2008			236				235
Class B Common Stock, $0.01 par value; authorized 1,000 shares; issued and outstanding 100 shares			0				0
Additional paid-in capital			208,799				207,844
Retained earnings			40,951				38,010
Accumulated other comprehensive income (loss)			4,008				(101	)
Treasury stock at cost; 4,000,000 shares at June 30, 2009 and December 31, 2008			(95,215	)			(95,215	)
Calamos Asset Management, Inc. stockholders’ equity			158,779				150,773
Non-controlling interest in partnerships			1,478				1,289
Non-controlling interest in Calamos Holdings LLC			193,175				158,985
Total non-controlling interest			194,653				160,274
Total stockholders’ equity			353,432				311,047
Total liabilities and stockholders’ equity		$	523,788			$	475,873

See accompanying notes to consolidated financial statements.

CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three and Six Months Ended June 30, 2009 and 2008
(in thousands, except share data)
(unaudited)

		Three Months Ended June 30,								Six Months Ended June 30,
		2009				2008				2009				2008
Revenues
Investment management fees		$	47,493			$	78,449			$	89,494			$	155,723
Distribution and underwriting fees			18,988				32,818				36,016				65,288
Other			598				971				1,138				1,920
Total revenues			67,079				112,238				126,648				222,931
Expenses
Employee compensation and benefits			17,378				19,994				35,469				43,454
Distribution and underwriting expense			14,282				24,875				26,760				49,033
Amortization of deferred sales commissions			2,562				5,966				7,216				12,086
Marketing and sales promotion			2,940				3,035				5,462				6,071
General and administrative			8,533				9,257				17,167				18,747
Total operating expenses			45,695				63,127				92,074				129,391
Operating income			21,384				49,111				34,574				93,540
Non-operating income (loss)
Net interest expense			(1,734	)			(7,668	)			(3,520	)			(14,922	)
Investment and other income (loss)			(6,193	)			23,955				7,877				(22,819	)
Total non-operating income (loss)			(7,927	)			16,287				4,357				(37,741	)
Income before income taxes			13,457				65,398				38,931				55,799
Income taxes			1,010				11,835				3,426				12,138
Net income			12,447				53,563				35,505				43,661
Net (income) loss attributable to non-controlling interest in partnerships			(158	)			810				(189	)			13,269
Net income attributable to non-controlling interest in Calamos Holdings LLC			(10,502	)			(52,477	)			(30,177	)			(54,585	)
Net income attributable to Calamos Asset Management, Inc.		$	1,787			$	1,896			$	5,139			$	2,345
Earnings per share
Basic		$	0.09			$	0.10			$	0.26			$	0.12
Diluted		$	0.09			$	0.09			$	0.26			$	0.11
Weighted average shares outstanding
Basic			19,621,137				19,742,736				19,614,075				20,039,887
Diluted (1)			19,990,070				97,051,708				19,873,806				97,331,973
Cash dividends per share		$	0.055			$	0.11			$	0.11			$	0.22

See accompanying notes to consolidated financial statements.

CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
Six Months Ended June 30, 2009
(in thousands)
(unaudited)

																										Non-
		Calamos Asset Management, Inc. Stockholders																				Non-				controlling
														Accumulated								controlling				interest in
						Additional								Other								interest in				Calamos
		Common				Paid-in				Retained				Comprehensive				Treasury				partnership				Holdings
		Stock				Capital				Earnings				Income (Loss)				Stock				investments				LLC				Total
Balance at Dec. 31, 2008		$	235			$	207,844			$	38,010			$	(101	)		$	(95,215	)		$	1,289			$	158,985			$	311,047
Net income			—				—				5,139				—				—				189				30,177				35,505
Changes in unrealized gains on available-for-sale securities, net of income taxes			—				—				—				4,109				—				—				10,991				15,100
Total comprehensive income																															50,605
Issuance of common stock (123,350 Class A common shares)			1				(1	)			—				—				—				—				—				—
Cumulative impact of changes in ownership of Calamos Holdings LLC			—				86				(1	)			—				—				—				(396	)			(311	)
Compensation expense recognized under stock incentive plans			—				870				—				—				—				—				3,190				4,060
Dividend equivalent accrued under stock incentive plans			—				—				(40	)			—				—				—				(149	)			(189	)
Dividends declared			—				—				(2,157	)			—				—				—				(9,623	)			(11,780	)
Balance at June 30, 2009		$	236			$	208,799			$	40,951			$	4,008			$	(95,215	)		$	1,478			$	193,175			$	353,432

See accompanying notes to consolidated financial statements.

CALAMOS ASSET MANAGEMENT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2009 and 2008
(in thousands)
(unaudited)

		2009				2008
Cash and cash equivalents at beginning of year		$	59,425			$	108,441
Cash flows from operating activities:
Net income			35,505				43,661
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of deferred sales commissions			7,216				12,086
Other depreciation and amortization			5,376				5,300
Unrealized depreciation (appreciation) on CFS securities, derivative assets, derivative liabilities and partnership investments			(683	)			49,123
Net realized gain on sale of investment securities, derivative assets and derivative liabilities			(5,105	)			(20,663	)
Deferred taxes			3,151				8,414
Stock-based compensation			4,060				3,561
Employee taxes paid on vesting under stock incentive plans			(175	)			(1,715	)
(Increase) decrease in assets:
Accounts receivable:
Affiliates and affiliated mutual funds			(1,988	)			3,419
Customers			(981	)			1,781
Deferred sales commissions			(3,368	)			(5,170	)
Other assets			16,350				(2,088	)
Increase (decrease) in liabilities:
Accounts payable			466				(2,166	)
Accrued compensation and benefits			(361	)			(17,347	)
Other liabilities and accrued expenses			(547	)			(1,880	)
Net cash provided by operating activities			58,916				76,316
Cash flows provided by investing activities:
Net additions to property and equipment			(132	)			(3,504	)
Net sales of investment securities			13,730				85,886
Net changes in partnership investments and offshore funds			(176	)			28,123
Net cash provided by investing activities			13,422				110,505
Cash flows used in financing activities:
Deferred tax benefit on vesting under stock incentive plans			136				192
Repurchase of common stock			—				(34,612	)
Cash dividends paid to non-controlling stockholders			(9,623	)			(50,799	)
Cash dividends paid to common stockholders			(2,157	)			(4,379	)
Net cash used in financing activities			(11,644	)			(89,598	)
Net increase in cash			60,694				97,223
Cash and cash equivalents at end of period		$	120,119			$	205,664

See accompanying notes to consolidated financial statements.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(1) Organization and Description of Business

Calamos Asset Management, Inc. (CAM), together with its subsidiaries (the Company), primarily provides investment advisory services to individuals and institutional investors through open-end funds, closed-end funds, separate accounts, offshore funds and partnerships. CAM operates and controls all of the business and affairs of Calamos Holdings LLC (Holdings) and, as a result of this control, consolidates the financial results of Holdings with its own financial results.

(2) Basis of Presentation

The consolidated financial statements as of June 30, 2009 and for the six months ended June 30, 2009 and 2008 have not been audited by the Company’s independent registered public accounting firm. In the opinion of management, these statements contain all adjustments, including those of a normal recurring nature, necessary for fair presentation of the financial condition and results of operations. The results for the interim periods ended June 30 are not necessarily indicative of the results to be obtained for a full fiscal year. The Company evaluated subsequent events through August 7, 2009, which represents the date that these financial statements were issued. Certain amounts for the prior year have been reclassified to conform to the current year’s presentation.

Calamos Family Partners, Inc.’s (CFP) and John P. Calamos, Sr.’s (collectively, the Calamos Interests) combined 78.6% and 79.8% interest in Holdings at June 30, 2009 and 2008, respectively, is represented as non-controlling interest in Calamos Holdings LLC in the Company’s financial statements. Non-controlling interest in Calamos Holdings LLC is derived by multiplying the historical equity of Holdings by the Calamos Interests’ aggregate ownership percentage for the periods presented. Issuances and repurchases of CAM’s common stock may result in changes to CAM’s ownership percentage and to the non-controlling interests’ ownership percentage of Holdings. The Company’s corresponding changes to stockholders’ equity are reflected in the consolidated statements of changes in stockholders’ equity. Income is allocated to non-controlling interests based on the average ownership interest during the period in which the income is earned.

CAM wholly owns assets for which the non-controlling interests have no rights. CAM’s wholly-owned net assets include cash and cash equivalents of $8.5 million, net deferred tax assets of $93.4 million and current income taxes receivable of $4.1 million and are reported together with the Holdings consolidated assets in the statements of financial condition.

Calamos Partners LLC, a subsidiary of Holdings, is the general partner of Calamos Market Neutral Opportunities Fund LP (the Partnership) a private investment partnership that is primarily comprised of highly liquid marketable securities. Substantially all the activities of the Partnership are conducted on behalf of the Company and its related parties; therefore, the Company consolidates the financial results of the Partnership into its results.

In the fourth quarter of 2007, the Company established Calamos Global Funds PLC (Offshore Funds), which is comprised of four Ireland-based offshore mutual funds. Until December 2008 the Offshore Funds were majority-owned by the Company and, as a result, the Company consolidated the results of the Offshore Funds with its own results. During December 2008, the Offshore Funds were no longer majority-owned by the Company; therefore, the Company no longer consolidates the financial results of the Offshore Funds with its own results.

The assets and liabilities of the Partnership and of the Offshore Funds, when consolidated, are presented on a net basis as partnership investments in the consolidated statements of financial condition, and the total income (loss) is included in investment and other income (loss) in the consolidated statements of operations. Partnerships are presented on a net basis in order to provide more clarity to the financial position and results of the core operations of the Company. The underlying assets and liabilities that are being consolidated are described in note 5. The non-controlling interests of the Partnerships and of the Offshore Funds, when consolidated, are presented as non-controlling interests in partnership investments in the respective financial statements.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Beginning in December 2008, the Company’s investment in the Offshore Funds is classified as an available-for-sale security and reported as investment securities in the consolidated statement of financial condition. Unrealized gains and losses from the Offshore Funds are excluded from earnings and are reported, net of income tax, as a separate component of stockholders’ equity.

Management of the Company has made a number of estimates and assumptions relating to the reporting of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities to prepare these consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. Actual results could differ from these estimates.

During the second quarter, the Company changed the estimated remaining useful lives of its Class B share deferred sales commission assets. This change in estimate reduced the amortization of deferred sales commissions by $1.7 million, or $0.01 per diluted share, for the second quarter of 2009.

(3) Investment Securities

The following table provides a summary of investment securities owned as of June 30, 2009 and December 31, 2008. Other investment securities consist primarily of common stock. As a registered broker-dealer, Calamos Financial Services LLC is required to mark to market all investment securities it owns (CFS Securities) and record all changes in fair value through current earnings. As such, unrealized gains and losses on CFS securities are included in investment and other income (loss) together with realized gains and losses on all investment securities in the consolidated statements of operations.

		June 30, 2009
		Available-for-				CFS				Total
(in thousands)		Sale				Securities				Securities
Mutual Funds
Equity		$	78,207			$	35,763			$	113,970
Balanced			536				—				536
Fixed income			76,404				—				76,404
High yield			490				—				490
Other			188				—				188
Total mutual funds			155,825				35,763				191,588
Other investment securities			—				113				113
		$	155,825			$	35,876			$	191,701

		December 31, 2008
(in thousands)		Available-for- Sale				CFS Securities				Total Securities
Mutual Funds
Equity		$	66,947			$	32,671			$	99,618
Balanced			436				—				436
Fixed income			72,418				—				72,418
High yield			380				—				380
Other			172				—				172
Total mutual funds			140,353				32,671				173,024
Other investment securities			—				131				131
		$	140,353			$	32,802			$	173,155

The Company held $156.8 million and $140.9 million in affiliated mutual funds at June 30, 2009 and December 31, 2008, respectively.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The table below summarizes the proceeds from sale, gross realized gains (losses) and unrealized gains (losses) on available-for-sale securities as well as unrealized gains (losses) on CFS securities for the three and six months ended June 30, 2009 and 2008. No losses were realized on available-for-sale securities for the periods presented below and, as a result, gross realized gains on sales of available-for-sales securities represent the amount reclassified out of accumulated other comprehensive income into earnings.

		Three Months Ended June 30,								Six Months Ended June 30,
(in thousands)		2009				2008				2009				2008
Available-for-sale securities:
Proceeds from sale		$	—			$	113,329			$	—			$	113,329
Gross realized gains on sales			—				20,663				—				20,234
Unrealized gains (losses)			16,099				(4,957	)			13,990				(44,603	)
CFS securities:
Unrealized gains (losses)			4,714				(380	)			3,074				(953	)

The cumulative net unrealized gains (losses) on available-for-sale securities consisted of the following as of June 30, 2009 and December 31, 2008:

		June 30,				December 31,
(in thousands)		2009				2008
Total cumulative unrealized gains on available-for-sale securities with net gains:
Mutual Funds
Equity		$	11,471			$	160
Fixed income			4,161				1,681
Total gains			15,632				1,841
Total cumulative unrealized losses on available-for-sale securities with net losses:
Mutual Funds
Equity			(57	)			(75	)
Balanced			(266	)			(346	)
High yield			(184	)			(272	)
Other			(32	)			(46	)
Total losses			(539	)			(739	)
Total cumulative net unrealized gains on available-for-sale securities		$	15,093			$	1,102

The aggregate fair value of available-for-sale investment securities that were in an unrealized loss position at June 30, 2009 and December 31, 2008 was $1.3 million and $1.1 million, respectively. The cumulative losses on securities that had been in a continuous loss position for 12 months or longer were immaterial as of the end of each reporting period.

The Company periodically evaluates its available-for-sale investments for other-than-temporary declines in value. Other-than- temporary declines in value may exist when the fair value of an investment security has been below the carrying value for an extended period of time. If an other-than-temporary decline in value is determined to exist, the unrealized investment loss, net of tax is recognized as a charge to net income in the period in which the other-than-temporary decline in value occurs, as well as an accompanying permanent adjustment to accumulated other comprehensive income. At June 30, 2009, the Company believes all unrealized losses to be only temporary and has the ability and intent to hold these securities for a period of time sufficient to allow for recovery in market value.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(4) Derivative Assets and Liabilities

In order to reduce the volatility in fair value of the Calamos corporate investment portfolio, the Company uses exchange traded equity option contracts as an economic hedge of price changes in its investment securities portfolio. The Company’s investment portfolio, totaling $191.7 million at June 30, 2009, consists primarily of positions in several Calamos equity, convertible and fixed income mutual funds. The equity price risk in the investment portfolio is hedged using exchange-traded put and call option contracts on several major equity market indices that correlate most closely with the change in value of the portfolio being hedged. The use of both purchased put and sold call options is part of a single strategy to minimize downside risk in the hedged portfolio, while participating in a portion of the upside of a market rally. The Company may adjust its hedge position in response to movement and volatility in prices and changes in the composition of the hedged portfolio, but generally is not actively buying and selling contracts.

The fair value of purchased puts and sold call contracts are reported in derivative assets and derivative liabilities, respectively, in the consolidated statements of financial condition. Net gains and losses on these contracts are reported in investment and other income (loss) in the consolidated statements of operations with net losses of $15.7 million and $1.1 million for the three and six months ended June 30, 2009, respectively. The Company is using these derivatives for risk management purposes but has not designated the contracts as hedges for accounting purposes.

(5) Partnership Investments

Presented below are the underlying assets and liabilities of the Partnerships that the Company reports on a net basis and the investments accounted for under the equity method. These investments are presented as partnership investments in its consolidated statements of financial condition as of June 30, 2009 and December 31, 2008.

		June 30,				December 31,
(in thousands)		2009				2008
Calamos Market Neutral Opportunities Fund LP:
Securities owned		$	23,784			$	27,038
Securities sold but not yet purchased			(9,136	)			(5,697	)
Accrued expenses and other current liabilities			(377	)			(7,525	)
Other current assets			2,950				886
Calamos Market Neutral Opportunities Fund LP securities, net			17,221				14,702
Investment in other partnerships			15,349				13,769
Partnership investments		$	32,570			$	28,471

As of June 30, 2009 and December 31, 2008, the Company held a controlling net interest of $15.7 million (91.4%) and $13.4 million (91.2%), respectively, in Calamos Market Neutral Opportunities Fund LP. The non-controlling interests totaled 8.6% and 8.8% of Calamos Market Neutral Opportunities Fund LP at June 30, 2009 and December 31, 2008, respectively, and are presented in the consolidated statements of financial condition as non-controlling interest in partnerships.

As of June 30, 2009 and December 31, 2008, the Company held a non-controlling interest in certain other partnerships and accounted for these investments using the equity method. These investments are presented collectively as investments in other partnerships in the table above.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(6) Fair Value Measurements

The Financial Accounting Standards Board’s (FASB) Statement of Financial Accounting Standards (SFAS) No. 157, Fair Value Measurements, establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 — observable inputs such as quoted prices in active markets; Level 2 — inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3 — unobservable inputs in which there is little or no market data, and require the reporting entity to develop its own assumptions. At June 30, 2009, the Company did not have any positions in Level 3 securities. For assets recorded at fair value, the Company uses a market approach.

The following provides the hierarchy of inputs used to derive the fair value of the Company’s investment securities, securities owned by the Partnership Investments and securities sold but not yet purchased as of June 30, 2009. Foreign currency contracts are presented on a net basis where the right of offset exists, and no impact of these positions exists at June 30, 2009.

						Fair Value Measurements at Reporting Date Using
						Quoted Prices				Significant
						in Active				Other				Significant
						Markets for				Observable				Unobservable
(in thousands)		June 30,				Identical Assets				Inputs				Inputs
Description		2009				(Level 1)				(Level 2)				(Level 3)
Investment securities (note 3)
Mutual funds		$	191,588			$	191,588			$	—			$	—
Common stocks			113				113				—				—
			191,701				191,701				—				—
Derivative assets (note 4)
Exchange-traded put option contracts			3,750				3,750				—				—
Derivative liabilities (note 4)
Exchange-traded call option contracts			(5,882	)			(5,882	)			—				—
Securities owned by Partnership
Investments (note 5)															—
Common stocks			310				2				308				—
Convertible preferred stocks			1,878				1,878				—				—
Purchased options			10				10				—				—
Convertible bonds			17,951				—				17,951				—
Corporate bonds			2,661				—				2,661				—
Convertible preferred stocks			974				—				974				—
			23,784				1,890				21,894				—
Securities sold but not yet purchased (note 5)
Common stocks			(9,062	)			(9,062	)			—				—
Exchange-traded call option contracts			(74	)			(74	)			—				—
			(9,136	)			(9,136	)			—				—
Total		$	204,217			$	182,323			$	21,894			$	—

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(7) Fair Value of Financial Instruments

The carrying value of cash and cash equivalents and receivables approximate fair value due to the short maturities of these financial instruments.

The fair value of long-term debt, which has a carrying value of $125 million, was approximately $133.0 million at June 30, 2009. Fair value estimates are calculated using discounted cash flows based on the Company’s incremental borrowing rates for the debt and market prices for similar bonds at the measurement date. This method of assessing fair value may differ from the actual amount realized.

(8) Earnings Per Share

The following table reflects the calculation of basic and diluted earnings per share:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in thousands, except per share data)		2009				2008				2009				2008
Earnings per share — basic
Earnings available to common shareholders		$	1,787			$	1,896			$	5,139			$	2,345
Weighted average shares outstanding			19,621				19,743				19,614				20,040
Earnings per share — basic		$	0.09			$	0.10			$	0.26			$	0.12
Earnings per share — diluted
Income before income taxes						$	65,398							$	55,799
Non-controlling interest in partnerships							810								13,269
Less: Impact of revaluation of net deferred tax assets							33,287								32,888
Less: Impact of income taxes							24,319								25,592
Earnings available to common shareholders		$	1,787			$	8,602			$	5,139			$	10,588
Weighted average shares outstanding			19,621				19,743				19,614				20,040
Exchange of Calamos Interests ownership for common stock			—				77,000				—				77,000
Dilutive impact of restricted stock units			369				309				260				292
Dilutive impact of stock options			—				—				—				—
Weighted average diluted shares outstanding			19,990				97,052				19,874				97,332
Earnings per share — diluted		$	0.09			$	0.09			$	0.26			$	0.11

Diluted earnings per share is calculated (a) assuming the Calamos Interests exchanged all of their ownership interest in Holdings and their CAM Class B common stock for shares of CAM’s Class A common stock (collectively, the Exchange) and (b) including the effect of outstanding dilutive equity incentive compensation awards.

Effective March 1, 2009, the company amended its certificate of incorporation requiring that the Exchange be based on a fair value approach (details of the amendment are set forth in the Company’s Schedule 14C filed with the Securities and Exchange Commission on January 12, 2009). The amendment results in the same or fewer shares of Class A common stock being issued at the time of the Exchange. The effects of the Exchange are anti-dilutive and are therefore excluded from the calculation of diluted earnings per share for the three and six months ended June 30, 2009.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

In calculating diluted earnings per share for the 2008 periods, the Company assumes that the net deferred tax assets will increase at a rate commensurate with the Company’s increased ownership of Holdings at the time of Calamos Interests’ exchange. As a result of the reduction of the Company’s statutory income tax rate in the second quarter of 2008 (see note 10), the net deferred tax assets would decrease by $33.3 million and $32.9 million for the three and six months ended June 30, 2008. Additionally, in calculating diluted earnings per share for the second quarter and first half of 2008, effective tax rates of 36.9% and 37.1%, respectively, were applied to the sum of income before income taxes and net income attributable to non-controlling interest in partnership investments.

The Company uses the treasury stock method to reflect the dilutive effect of unvested restricted stock units (RSUs) and unexercised stock options on diluted earnings per share. Under the treasury stock method, if the average market price of common stock increases above the option’s exercise price, the proceeds that would be assumed to be realized from the exercise of the option would be used to acquire outstanding shares of common stock. However, pursuant to SFAS No. 123(R), Share-Based Payment, the awards may be anti-dilutive even when the market price of the underlying stock exceeds the option’s exercise price. This result is possible because compensation cost attributed to future services and not yet recognized is included as a component of the assumed proceeds upon exercise. The dilutive effect of such options and RSUs would increase the weighted average number of shares used in the calculation of diluted earnings per share.

The following table shows the number of shares which were excluded from the computation of diluted earnings per share as they were anti-dilutive:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
		2009				2008				2009				2008
Exchange of Calamos Interests’ ownership interest in Holdings for shares of Class A common stock			54,546,666				—				54,546,666				—
Restricted stock units			811,669				486,694				811,669				212,618
Stock options			2,572,621				2,586,892				2,572,621				2,586,892
Total			57,930,956				3,073,586				57,930,956				2,799,510

Assuming an Exchange at June 30, 2009, 54.5 million shares would be issued to the Calamos Interests. The formula for exchanging ownership interest in Holdings for shares of CAM’s Class A common stock is set forth in the Company’s Second Amended and Restated Certificate of Incorporation (filed as Exhibit 3(i) to the 2008 Annual Report on Form 10-K). For illustrative purposes the Exchange is based in part on the NASDAQ Global Select Market closing price of CAM’s Class A common stock on June 30, 2009 and on a fair market valuation by management of CAM’s net assets other than its ownership interest in Holdings. In the event of an actual Exchange, the majority of the Company’s independent directors may determine the fair market value of a share of CAM’s Class A common stock to be other than the closing price and will determine the fair market value of CAM’s net assets other than its ownership in Holdings.

(9) Stock Based Compensation

Under the Company’s incentive compensation plan, certain employees of the Company receive stock based compensation comprised of stock options and RSUs. Historically, RSUs have been settled with newly issued shares so that no cash was used by the Company to settle awards; however, the Company may also use treasury shares or issue new shares upon the exercise of stock options and upon conversion of RSUs. The Company’s Annual Report on Form 10-K for the year ended December 31, 2008 provides details of this plan and its provisions.

During the first half of 2009, the Company granted 705,224 RSUs. There were forfeitures of 15,705 stock options and 5,235 RSUs during the six months ended June 30, 2009.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

During the first half of 2009, 147,038 RSUs vested with 23,688 units withheld for taxes and 123,350 RSUs converted into an equal number of shares of CAM’s Class A common stock. The total intrinsic value and the fair value of the converted shares was $852,000. The total tax benefit realized in connection with the vesting of the RSUs during the six months ended June 30, 2009 was $99,000, as the Company receives tax benefits based upon the portion of Holdings’ income that it recognizes.

During the six months ended June 30, 2009, expense recorded in connection with the RSUs and stock options was $4.1 million of which $870,000, after giving effect to the non-controlling interests, was credited as additional paid-in capital. During the six months ended June 30, 2008, expense recorded in connection with the RSUs and stock options was $3.6 million of which $732,000, after giving effect to the non-controlling interests, was credited as additional paid-in capital. The amount of deferred tax asset created was $322,000 and $271,000 during the six months ended June 30, 2009 and 2008, respectively. At June 30, 2009, approximately $24.2 million of total unrecognized compensation expense related to nonvested stock option and RSU awards is expected to be recognized over a weighted-average period of 3.7 years.

(10) Income Taxes

Holdings is subject to certain income-based state taxes; therefore, income taxes reflect not only the portion attributed to CAM stockholders but also the portion of income taxes attributable to non-controlling interests. CAM’s effective income tax rate for the second quarter and first half was approximately 37.4% and 38.1%, respectively.

In 2008, developments in the Illinois tax statutes resulted in modifications to the Company’s state tax apportionment methodology that lowered the Company’s statutory income tax rate from 40 percent to 37 percent. In the second quarter of 2008, the Company recorded a one-time, non-cash income tax expense of $6.8 million to revalue its net deferred tax assets to reflect the new statutory income tax rate.

(11) Non-Operating Income (Loss), Net of Non-Controlling Interest in Partnerships

Non-operating income (loss), net of non-controlling interest in partnerships was comprised of the following components for the three and six months ended June 30, 2009 and 2008:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(in thousands)		2009				2008				2009				2008
Interest income		$	216			$	494			$	380			$	1,341
Interest expense			(1,950	)			(8,162	)			(3,900	)			(16,263	)
Net interest expense			(1,734	)			(7,668	)			(3,520	)			(14,922	)
Investment income (loss)			(6,367	)			23,717				7,512				(23,308	)
Miscellaneous other income			174				238				365				489
Investment and other income (loss)			(6,193	)			23,955				7,877				(22,819	)
Non-operating income (loss)			(7,927	)			16,287				4,357				(37,741	)
Net (income) loss attributable to non-controlling interest in partnerships			(158	)			810				(189	)			13,269
Non-operating income (loss), net of non- controlling interest in partnerships		$	(8,085	)		$	17,097			$	4,168			$	(24,472	)

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(12) Recently Issued Accounting Pronouncements

In December 2007, the FASB issued SFAS 141(R), Business Combinations, which establishes requirements for how the acquirer in a business combination recognizes, measures and discloses identified assets and goodwill acquired, liabilities assumed, and any non-controlling interests. SFAS 141(R) became effective in the first quarter of 2009 and did not have a material impact on the Company’s financial statements.

In December 2007, the FASB issued SFAS 160, Non-controlling Interests in Consolidated Financial Statements — an amendment of ARB No. 51, which establishes accounting and reporting requirements for non-controlling interest, which the Company previously referred to as minority interest. SFAS 160 requires non-controlling interest to be reported as a component of equity on the consolidated statements of financial position and the amount of net income attributable to non-controlling interest to be identified on the consolidated statements of income. SFAS 160 became effective in the first quarter of 2009 and the Company applied the presentation as prescribed by SFAS 160 to its consolidated financial statements for all periods presented.

In March 2008, the FASB issued SFAS 161, Disclosures about Derivative Instruments and Hedging Activities — an amendment of FASB Statement No. 133, which requires additional disclosures for derivative instruments and hedging activities. SFAS 161 became effective beginning January 1, 2009 and did not have a material impact on the Company’s financial statements.

In April 2009, the FASB issued FSP FAS 107-1 and APB 28-1, Interim Disclosures about Fair Value of Financial Instruments (FSP 107-1), which requires that annual disclosures required by SFAS 107, Disclosures about Fair Value of Financial Instruments, be provided in interim financial statements. FSP 107-1 became effective in the second quarter of 2009 and the Company’s financial statements reflect the required disclosures.

In April 2009, the FASB issued FSP FAS 115-2 and 124-2, Recognition and Presentation of Other-Than-Temporary Impairments (FSP 115-2), which amends the guidance for determining whether an other-than-temporary impairment exists on debt securities. FSP 115-2 became effective in the second quarter of 2009 and did not have an impact on the Company’s financial statements as it is not currently a direct holder of debt securities.

In April 2009, the FASB issued FSP 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly, which provides guidance for estimating the fair value of assets and liabilities when the volume and level of activity for the asset or liability have significantly decreased and emphasizes that fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. FSP 157-4 became effective in the second quarter of 2009 and did not have an impact on the Company’s financial statements.

In May 2009, the FASB issued SFAS 165, Subsequent Events, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued. In accordance with SFAS 165, the rules concerning recognition and disclosure of subsequent events will remain substantially unchanged from current generally accepted auditing standards. Additionally, SFAS 165 requires the disclosure of the date through which an entity has evaluated subsequent events and the basis for that date. SFAS 165 is effective for interim or annual financial periods ending after June 15, 2009. Accordingly, in the second quarter of 2009 the Company adopted this standard, which had no impact on the Company’s financial statements.

In June 2009, the FASB issued SFAS 167, Amendments to FASB Interpretation No. 46(R), which modifies the analysis required to determine whether a company’s variable interest(s) give it a controlling financial interest in a variable interest entity. SFAS 167 is effective January 1, 2010. The Company is evaluating the impact that this standard will have on its financial statements and expects it to be immaterial.

CALAMOS ASSET MANAGEMENT, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

In June 2009, the FASB issued SFAS 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, a replacement of FASB Statement No. 162, which identifies the sources of accounting principles and the framework for selecting the principles used in the preparation of financial statements of non-governmental entities that are presented in conformity with generally accepted accounting principles in the United States (GAAP). Upon adoption, the FASB Accounting Standards Codification (the Codification) will become the sole source of authoritative GAAP and will supersede all then-existing non-SEC accounting and reporting standards. All other non-grandfathered non-SEC accounting literature not included in the Codification will become non-authoritative. SFAS 168 is effective for financial statements issued for interim and annual periods ending after September 15, 2009. The adoption of SFAS 168 is not expected to have a material impact on the Company’s financial statements.

(13) Subsequent Events

In May 2009, the stockholders of the Company approved an amendment to the Corporation’s Incentive Compensation Plan (“Plan”) to allow for a stock option exchange program (“Program”). The proposed Program and amendment to the Plan were summarized in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 17, 2009 in connection with the Corporation’s Annual Stockholders Meeting (“Proxy Statement”). Details regarding the specific Program offered to option holders are available in the Company’s Tender Offer Statement on Schedule TO, as amended, filed with the Securities and Exchange Commission in June 2009.

The Program expired on July 23, 2009 and 264,547 eligible stock options were tendered, representing 95% of the total stock options eligible for exchange in the Program with exchange ratios greater than 1.0 to 1. On July 23, 2009, the Company granted an aggregate of 197,712 new stock options in exchange for the eligible stock options surrendered in the Program, thus reducing the potentially dilutive shares by 66,835. The exercise price of the new stock options is $17.80, which is 120% of the closing price of the Company’s Class A common stock on July 23, 2009, as reported by the NASDAQ Global Select Market. The effects of the Program will be immaterial to the Company’s financial statements.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

We are a firm of 314 full-time employees that provides investment advisory services to institutions and individuals, managing $27.0 billion in assets at June 30, 2009. Our operating results fluctuate primarily due to changes in the total value and composition of our assets under management. The value and composition of our assets under management are, and will continue to be, influenced by a variety of factors, including purchases and redemptions of shares of mutual funds and separate accounts that we manage, fluctuations in the financial markets around the world that result in appreciation or depreciation of assets under management and the number and types of our investment strategies and products.

We market our investment strategies to our clients through a variety of products designed to suit their investment needs. We currently manage four types of mutual fund and separate account investment products. The following table details our assets under management at June 30, 2009 and 2008.

		June 30,
(in millions)		2009				2008
Mutual Funds
Open-end funds		$	15,702			$	24,005
Closed-end funds			4,301				6,688
Total mutual funds			20,003				30,693
Separate Accounts
Institutional accounts			3,898				5,285
Managed accounts			3,131				5,232
Total separate accounts			7,029				10,517
Total assets under management		$	27,032			$	41,210

Our revenues are substantially comprised of investment management fees earned under contracts with the mutual funds and separate accounts that we manage. Our revenues are also comprised of distribution and underwriting fees, including asset-based distributions and/or service fees received pursuant to Rule 12b-1 plans. Investment management fees and distribution and underwriting fees may fluctuate based on a number of factors, including the total value and composition of our assets under management, market appreciation or depreciation and the level of net purchases and redemptions, which represent the sum of new client investments, additional funding from existing clients, withdrawals of assets from and termination of client accounts and purchases and redemptions of mutual fund shares. The mix of assets under management among our investment products also has an impact on our revenues as our fee schedules vary by product.

Our largest operating expenses are typically related to the distribution of mutual funds, including Rule 12b-1 payments and the amortization of deferred sales commissions for open-end mutual funds, as well as to employee compensation and benefits expense, which includes salaries, incentive compensation and related benefits costs. Operating expenses may fluctuate due to a number of factors, including changes in distribution expense as a result of fluctuations in mutual fund sales and market appreciation or depreciation, variations in staffing and compensation, marketing-related expenses that include supplemental distribution payments, and depreciation and amortization relating to capital expenditures incurred to maintain and enhance our administrative and operating services infrastructure.

Overall, we have seen positive results from our cost containment efforts and remain committed to further leveraging our operating structure, including identifying opportunities to institute a more variable expense structure such as outsourcing our middle and back office operations. Additionally, we continue our efforts to further develop our distribution platform, including building our international, retirement plan and institutional businesses. In connection with these initiatives, we continue to seek opportunities to grow our investment strategies and product lines more profitably.

Operating Results

Second Quarter and Six Months Ended June 30, 2009 Compared to Second Quarter and Six Months Ended June 30, 2008

Assets Under Management

Assets under management decreased by $14.2 billion, or 34%, to $27.0 billion at June 30, 2009 from $41.2 billion at June 30, 2008. Our assets under management consisted of 74% mutual funds and 26% separate accounts at June 30, 2008 and 2009.

		Three Months Ended June 30,																Six Months Ended June 30,
										Change																Change
($ in millions)		2009				2008				Amount				Percent				2009				2008				Amount				Percent
Mutual Funds
Beginning assets under management		$	17,089			$	30,658			$	(13,569	)			(44	)%		$	17,498			$	34,835			$	(17,337	)			(50	)%
Net purchases (redemptions)			264				(282	)			546				*				74				(732	)			806				*
Market appreciation (depreciation)			2,650				317				2,333				736				2,431				(3,410	)			5,841				*
Ending assets under management			20,003				30,693				(10,690	)			(35	)			20,003				30,693				(10,690	)			(35	)
Average assets under management			19,034				32,114				(13,080	)			(41	)			17,928				31,758				(13,830	)			(44	)
Separate Accounts
Beginning assets under management			6,380				10,248				(3,868	)			(38	)			6,542				11,373				(4,831	)			(42	)
Net purchases (redemptions)			(167	)			83				(250	)			*				(408	)			189				(597	)			*
Market appreciation (depreciation)			816				186				630				339				895				(1,045	)			1,940				*
Ending assets under management			7,029				10,517				(3,488	)			(33	)			7,029				10,517				(3,488	)			(33	)
Average assets under management			6,866				10,834				(3,968	)			(37	)			6,609				10,728				(4,119	)			(38	)
Total Assets Under Management
Beginning assets under management			23,469				40,906				(17,437	)			(43	)			24,040				46,208				(22,168	)			(48	)
Net purchases (redemptions)			97				(199	)			296				*				(334	)			(543	)			209				(38	)
Market appreciation (depreciation)			3,466				503				2,963				589				3,326				(4,455	)			7,781				*
Ending assets under management			27,032				41,210				(14,178	)			(34	)			27,032				41,210				(14,178	)			(34	)
Average assets under management		$	25,900			$	42,948			$	(17,048	)			(40	)			24,537			$	42,486			$	(17,949	)			(42	)

During the second quarter of 2009, net purchases in our mutual funds of $264 million represent a favorable change of $546 million from net redemptions of $282 million in the second quarter of 2008. This improvement in net flows was primarily due to an increase of $537 million in net purchases of our Convertible Fund, which was reopened to new investors in October of 2008 and to increases in net purchases within our balanced and fixed income products. Mutual funds were positively impacted by market appreciation of $2.7 billion during the three months ended June 30, 2009 compared to market appreciation of $0.3 billion during the three months ended June 30, 2008.

During the first half of 2009, net purchases in our mutual funds of $74 million represent a favorable change of $806 million from net redemptions of $732 million in the first half of 2008. The improvement in net redemptions, compared to the first half of 2008 was primarily due to an increase of $1.2 billion in net sales of our Convertible Fund, as well as continued net purchases into our High Yield Fund and Total Return Bond Fund. Mutual funds were positively impacted by market appreciation of $2.4 billion during the six months ended June 30, 2009 compared to market depreciation of $3.4 billion during the six months ended June 30, 2008.

Separate accounts had net redemptions of $167 million and $408 million during the second quarter and year-to-date period ended June 30, 2009, respectively, compared to net purchases of $83 million and $189 million during the prior-year periods due to outflows within our managed accounts where the convertible strategy remains closed to new investments and to the timing of sales in our institutional accounts. Separate accounts were positively impacted by market appreciation of $816 million and $895 million during the three and six months ended June 30, 2009, respectively, compared to market appreciation of $186 million and market depreciation of $1.0 billion in the three and six months ended June 30, 2008, respectively.

Impact of One-Time Items

Results of operations for the three and six months ended June 30, 2008 were significantly impacted by certain one-time expenses. In 2008, developments in the Illinois tax statutes resulted in modifications to the Company’s state tax apportionment methodology that lowered the Company’s statutory income tax rate from 40 percent to 37 percent. While we view this to be beneficial for the long term by reducing income taxes, we recorded a one-time, non-cash income tax expense of $6.8 million, or $0.34 per diluted share, in the second quarter of 2008 to revalue our net deferred tax assets to reflect the new statutory income tax rate.

Management considers results adjusted for this one-time expense, as presented below, to provide a better indication of the company’s operations. These adjusted items are considered “non-GAAP financial measures” as defined by Regulation S-K of the Securities and Exchange Commission. In evaluating operating performance, management considers net income attributable to Calamos Asset Management, Inc. and diluted earnings per share, each calculated in accordance with accounting principles generally accepted in the United States (GAAP), and each item on an as-adjusted basis, which constitute non-GAAP financial measures. Items presented on an as-adjusted basis exclude the impact of the revaluation of the net deferred tax assets in the second quarter of 2008. As this one-time item is not expected to recur, management believes that excluding this item better enables it to evaluate the company’s operating performance relative to the prior periods. Management considers these non-GAAP financial measures when evaluating the performance of the company and believes the presentation of these amounts provides the reader with information necessary to analyze the company’s operations for the periods compared. Reconciliations of these measurements from their most directly comparable GAAP financial measures for the three and six months ended June 30, 2009 and 2008 are provided in the table below and should be carefully evaluated by the reader:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
($ in thousands)		2009				2008				2009				2008
Net income attributable to Calamos Asset Management, Inc.		$	1,787			$	1,896			$	5,139			$	2,345
Net deferred tax assets revaluation			—				6,771				—				6,771
Net income attributable to Calamos Asset Management, Inc. as adjusted		$	1,787			$	8,667			$	5,139			$	9,116
Diluted earnings per share		$	0.09			$	0.09			$	0.26			$	0.11
Net deferred tax assets revaluation			—				0.34				—				0.34
Diluted earnings per share, as adjusted		$	0.09			$	0.43			$	0.26			$	0.45

Financial Overview

Operating income was $21.4 million for the second quarter of 2009, compared with $49.1 million for the same period a year ago. Operating margin was 31.9% for the second quarter of 2009 and 43.8% for the year-earlier period. Operating income was $34.6 million for the first half of 2009, compared with $93.5 million for the same period a year ago. Operating margin was 27.3% for the first half of 2009 and 42.0% for the year-earlier period.

In order to gather assets under management, we engage in distribution and underwriting activities, principally with respect to our family of open-end mutual funds. Generally accepted accounting principles require that we present distribution fees earned by us as revenues and distribution fees paid to selling firms and the amortization of our deferred sales commissions as expenses in the consolidated statements of operations. However, when analyzing our business, we consider the result of these distribution activities as a net amount of revenue as they are typically a result of a single open-end mutual fund share purchase. Hence, the result of presenting this information in accordance with generally accepted accounting principles is a reduction to our overall operating margin, as the margin on distribution activities is generally lower than the margins on the remainder of our business. The following table summarizes the net distribution fee margin for the three and six months ended June 30, 2009 and 2008:

		Three Months Ended								Six Months Ended
		June 30,								June 30,
($ in thousands)		2009				2008				2009				2008
Distribution and underwriting fees		$	18,988			$	32,818			$	36,016			$	65,288
Distribution and underwriting expense			14,282				24,875				26,760				49,033
Amortization of deferred sales commissions			2,562				5,966				7,216				12,086
Net distribution fees		$	2,144			$	1,977			$	2,040			$	4,169
Net distribution fee margin			11	%			6	%			6	%			6	%

Net distribution fee margin varies by share class because each share class has different distribution and underwriting activities, which are described in our 2008 Annual Report on Form 10-K. Distribution fee revenues and expenses vary with our average assets under management and deferred sales commissions are typically amortized on a straight-line basis with adjustments made upon redemption of existing assets. As a result, in periods of declining assets under management, our distribution margin will be more severely impacted by amortization expense.

Revenues

Total revenues decreased by $45.2 million, or 40%, to $67.1 million for the three months ended June 30, 2009 from $112.2 million for the prior year. For the six months ended June 30, 2009, total revenues decreased by $96.3 million, or 43%, to $126.6 million from $222.9 million for the prior year. The decrease was primarily due to lower investment management fees and distribution and underwriting fees.

		Three Months Ended June 30,																Six Months Ended June 30,
										Change																Change
($ in thousands)		2009				2008				Amount				Percent				2009				2008				Amount				Percent
Investment management fees		$	47,493			$	78,449			$	(30,956	)			(39	)%		$	89,494			$	155,723			$	(66,229	)			(43	)%
Distribution and underwriting fees			18,988				32,818				(13,830	)			(42	)			36,016				65,288				(29,272	)			(45	)
Other			598				971				(373	)			(38	)			1,138				1,920				(782	)			(41	)
Total revenues		$	67,079			$	112,238			$	(45,159	)			(40	)%		$	126,648			$	222,931			$	(96,283	)			(43	)%