-------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
-----------------
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 0-27460
PERFORMANCE TECHNOLOGIES, INCORPORATED
(Exact name of registrant as specified in its charter)
-------------------
Delaware 16-1158413
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation of organization)
14620
315 Science Parkway, Rochester New York (Zip Code)
(Address of principal executive
offices)
Registrant's telephone number, including area code: (716) 256-0200
-----------------------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No .
The number of shares outstanding of the registrant's common stock was
4,798,226 as of November 12, 1996.
- --------------------------------------------------------------------------------
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Index
Page
Part I. Financial Information
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of September 30, 1996
(unaudited) and December 31, 1995 3
Consolidated Statements of Income For The Three and Nine
Months Ended September 30, 1996 (unaudited), Three Months
Ended September 30, 1995 (unaudited) and Nine Months Ended
September 30, 1995 4
Consolidated Statements of Cash Flows For The Nine Months
Ended September 30, 1996 (unaudited) and 1995 5
Notes to Consolidated Financial Statements For The Nine
Months Ended September 30, 1996 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 12
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Consolidated Balance Sheets
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- -------------
(unaudited)
ASSETS
<S> <C> <C>
Current Assets
Cash and cash equivalents $15,612,000 $2,466,000
Accounts receivable, net 3,376,000 2,210,000
Inventories - Note C 4,043,000 3,412,000
Prepaid income taxes 334,000
Prepaid expenses and other 211,000 294,000
Deferred taxes 213,000 238,000
------------ -------------
Total current assets 23,455,000 8,954,000
Equipment and improvements, net 1,018,000 1,078,000
Software development, net 456,000 418,000
Other assets 194,000 73,000
------------ -------------
Total assets $25,123,000 $10,523,000
============ =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current portion of long term debt $73,000 $73,000
Accounts payable 1,070,000 1,427,000
Accrued expenses 1,999,000 1,239,000
------------ -------------
Total current liabilities 3,142,000 2,739,000
Long term debt 164,000 57,000
Deferred taxes 157,000 157,000
------------ -------------
Total liabilities 3,463,000 2,953,000
------------ -------------
MINORITY INTEREST 83,000
-------------
STOCKHOLDERS' EQUITY
Preferred stock
Common stock - Note B 49,000 33,000
Additional paid in capital 12,852,000 1,414,000
Retained earnings 8,916,000 6,196,000
Treasury stock (157,000) (156,000)
------------ -------------
Total stockholders' equity 21,660,000 7,487,000
------------ -------------
Total Liabilities and stockholders' equity $25,123,000 $10,523,000
============ =============
</TABLE>
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Consolidated Statements of Income
For the Three and Nine Months Ended September 30, 1996 and 1995
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
------------- ------------- --------------- --------------
(unaudited) (unaudited) (unaudited)
<S> <C> <C> <C> <C>
Sales $6,412,000 $4,997,000 $18,412,000 $13,072,000
Cost of goods sold 2,906,000 2,353,000 8,011,000 5,981,000
------------- ------------- --------------- --------------
Gross profit 3,506,000 2,644,000 10,401,000 7,091,000
------------- ------------- --------------- --------------
Operating expenses:
Selling and marketing 732,000 552,000 2,300,000 1,505,000
Research and development 801,000 496,000 2,124,000 1,239,000
General and administrative 719,000 591,000 2,112,000 1,911,000
------------- ------------- --------------- --------------
Total operating expenses 2,252,000 1,639,000 6,536,000 4,655,000
------------- ------------- --------------- --------------
Income from operations 1,254,000 1,005,000 3,865,000 2,436,000
Other income (expense) 202,000 (29,000) 509,000 57,000
------------- ------------- --------------- --------------
Income before taxes and
minority interest 1,456,000 976,000 4,374,000 2,493,000
Provision for income taxes 544,000 306,000 1,631,000 791,000
------------- ------------- --------------- --------------
Income before minority interest 912,000 670,000 2,743,000 1,702,000
Minority interest 7,000 (24,000) (49,000)
------------- ------------- --------------- --------------
Income from continuing operations 912,000 677,000 2,719,000 1,653,000
Loss from discontinued operations (19,000)
------------- ------------- --------------- --------------
Net income $912,000 $677,000 $2,719,000 $1,634,000
============= ============= =============== ==============
Earnings per share:
Income from continuing operations $0.18 $0.20 $0.55 $0.50
------------- ------------- --------------- --------------
Loss from discontinued operations (0.01)
------------- ------------- --------------- --------------
Net income $0.18 $0.20 $0.55 $0.49
------------- ------------- --------------- --------------
Weighted average common and
common equivalent shares 4,944,000 3,285,000 4,916,000 3,280,000
============= ============= =============== ==============
</TABLE>
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Consolidated Statements of Cash Flows
For the Nine Months Ended September 30, 1996 and 1995
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1996 1995
-------------- ---------------
(unaudited)
<S> <C> <C>
Cash flows from operating activities
Net Income $2,719,000 $1,634,000
Non-cash adjustments:
Depreciation and amortization 589,000 491,000
Provision for bad debts (134,000) 216,000
Reserve for inventory obsolescence 559,000 257,000
Gain on sale of equipment (8,000)
Minority Interest 24,000 49,000
Deferred income taxes 25,000 (131,000)
Issuance of warrants 62,000
Changes in operating assets and liabilities:
Accounts receivable (1,032,000) (1,297,000)
Inventories (1,190,000) (320,000)
Prepaid expenses and other 92,000 (58,000)
Accounts payable 23,000 281,000
Accrued expenses 682,000 669,000
Income taxes payable 412,000 (306,000)
Discontinued operations - non-cash charges
and working capital changes 495,000
-------------- ---------------
Net cash provided by operating activities 2,761,000 2,042,000
-------------- ---------------
Cash flows from investing activities
Cash purchases of equipment and improvements (682,000) (209,000)
Proceeds from sale of equipment 8,000
Capitalized software development (232,000) (246,000)
Purchase of remaining shares in subsidiary (93,000)
Investing activities of discontinued operations (129,000)
-------------- ---------------
Net cash used by investing activities (999,000) (584,000)
-------------- ---------------
Cash flows from financing activities
Payments on capital lease obligations (46,000) (48,000)
Borrowings from line of credit 535,000
Repayment of line of credit and notes payable (23,000) (1,443,000)
Net proceeds from issuance of common stock 11,453,000 118,000
-------------- ---------------
Net cash provided (used) by financing activities 11,384,000 (838,000)
-------------- ---------------
Net increase in cash 13,146,000 620,000
Cash and cash equivalents at beginning of period 2,466,000 620,000
-------------- ---------------
Cash and cash equivalents at end of period $15,612,000 $1,240,000
============== ===============
</TABLE>
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements
For The Nine Months Ended September 30, 1996
(Unaudited)
Note - A The unaudited consolidated financial statements of Performance
Technologies, Incorporated and subsidiaries (the "Company") have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10 - Q and Article 10 of
Regulation S-X of the Securities and Exchange Commission. Accordingly, the
consolidated financial statements do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included. The results for the
interim periods are not necessarily indicative of the results to be expected for
the year. The accompanying consolidated financial statements should be read in
conjunction with the consolidated financial statements presented in the
Company's Special Report on Form 10 - K.
Note - B There were 4,798,106 and 3,166,000 shares issued and outstanding at
September 30, 1996 and December 31, 1995, respectively, of the Company's $.01
par value Common Stock. During the nine months ended September 30, 1996, 32,625
common shares were issued upon the exercise of stock options.
Note - C Inventories consisted of the following at September 30, 1996 and
December 31, 1995:
September 30, December 31,
1996 1995
Purchased parts and components $ 1,491,000 $ 1,467,000
Work in process 2,763,000 1,691,000
Finished goods 241,000 383,000
----------- -----------
4,495,000 3,541,000
Less: reserve for inventory obsolescence (452,000) (129,000)
----------- -----------
Net $ 4,043,000 $ 3,412,000
=========== ===========
Note - D In October 1995, the Financial Accounting Standards Board ("FASB")
issued FAS No. 123 Accounting for Stock-Based Compensation, effective for fiscal
years beginning after December 15, 1995. FAS 123 indicates a preference for a
fair value based method of accounting for employee stock options, but allows for
continuation of the intrinsic value based method under U.S. Accounting
Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees". The
Company has chosen to continue its use of the intrinsic value based method of
accounting, but will present required financial statement disclosures in its
Annual Report on Form 10-K for the year ended December 31, 1996 to be filed with
the U.S. Securities and Exchange Commission.
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The following discussion and analysis of the Company's financial
condition and results of operations during the periods included in the
accompanying financial statements focuses on the Company's continuing operations
and does not include any discussion or analysis with respect to the Company's
discontinued operations. In March 1995, the Telecommunications, Vision Systems
and Data Base Management Software businesses were consolidated into one
corporation and spun off to our stockholders ("Spin-Off").
Overview
The Company's operating performance each quarter is subject to various
risks and uncertainties as discussed in the Company's Registration Statement on
Form S-1 declared effective on January 24, 1996. This report on Form 10-Q should
be read in conjunction with the "Risk Factors" contained in Form S-1. Certain
trend analysis and other information contained in Management's Discussion and
Analysis of Financial Condition and Results of Operations consist of forward
looking statements within the meaning of Section 27A of the Securities Act of
1933, as amended and Section 21E of the Securities Act of 1934, as amended, and
are subject to the safe harbor provisions of those Sections. The Company's
actual results could differ materially from those discussed in the forward
looking statements due to a number of factors including; general business and
economic conditions, cancellation or delay of customer orders, changes in the
product or customer mix of sales, delays in new product development, customer
acceptance of new products and customer delays in qualification of products.
The Company's revenues are generated from products designed to enhance
the performance of network systems based on varied computer architectures
including VMEbus, SBus and PCIbus. The Company has a proven record of adapting
its products to a continually changing marketplace.
The Company has increased sales primarily by developing new products and
by increasing the unit sales volumes of existing products. Domestic sales
represented 92% of total sales for the third quarter ending September 30, 1996,
compared to 86% for 1995. The Company opened a direct sales office in Munich,
Germany in April 1996 to sell its WAN, LAN and data storage interface systems
products. During the third quarter of 1996 the Company's PCI and SBus
communications, networking and data storage interface products received the CE
Mark and are approved for sale throughout the European Community. The CE Mark
can be placed only on products that meet rigorous electromagnetic compatibility
testing standards and is required for many electronic products sold in Europe.
In October 1996, the Company participated in major computer shows, InterOp
Paris, UNIX EXPO and InterOp London to promote its networking and communications
products.
Historically, approximately 65% of the Company's sales have been to
OEMs. Greater effort is being expended to develop a larger worldwide
distribution network of VARs, distributors and systems integrators for the
Company's SBus, PCI and network switching products. During the third quarter of
1996, the Company entered into a strategic partnering agreement with Pacific
Advantage Limited, an international marketing organization based in Hong Kong,
whereby Pacific Advantage will aggressively develop and establish a variety of
distribution channels for the Company in the Pacific Rim region. Pacific
Advantage will provide product and technical training and ongoing sales and
marketing support for the corporate partners established as a result of this
program. At the present time, PTI has approximately 35 distributors throughout
the world for its products.
Earlier this year, the Company entered into a partnering arrangement
with SysKonnect, Inc. to design, develop and market high performance networking
products. This relationship combines SysKonnect's PCI FDDI technology with
Performance Technologies' expertise in developing network software for Solaris
x.86 and other UNIX environments. As a result of this new relationship, in
October, the Company introduced its first PCI based, FDDI adapter for use in
FDDI networks. This is the Company's first Local Area Network communications
product introduced for the PCIbus market and complements its two Wide Area
Network communications adapter (PCI) products already being shipped to
customers.
<PAGE>
While the desktop PCIbus market has already taken off, it now appears
that the workstation server market is poised to accelerate as major workstation
manufacturers prepare to announce PCI based workstations and servers. Management
believes that as a result of the growth in the PCI marketplace there will be
significant market opportunities for the Company in the PCIbus server market
utilizing both Sun Solaris and Windows NT platforms. The Company expects in the
near term to introduce more new communications and mass storage interface
products into this expanding market.
Performance Technologies (PTIX) was ranked 40th on Forbes' list of
America's 200 Best Small Companies in the November 4, 1996 issue of Forbes
Magazine.
Quarter and Nine Months Ended September 30, 1996, compared with
the Quarter and Nine Months Ended September 30, 1995
SALES. Sales for the third quarter of 1996 increased by $1,415,000
(28.3%) to $6,412,000, from $4,997,000 for the third quarter of 1995. Sales for
the nine months ended September 30, 1996 increased by $5,340,000 (40.9%) to
$18,412,000, from $13,072,000 for the nine months ended September 30, 1995. The
Company's products are grouped into five categories: WAN Interface Adapter
products, LAN Interface Adapter products, Network Systems products, Mass Storage
Interface products and Intersystem Connectivity products. The increase in sales
is primarily attributable to the increasing demand for the Company's WAN and LAN
interface products. WAN and LAN adapter sales represented 43% and 22% of total
sales for the nine months ended September 30, 1996, compared to 36% and 16%,
respectively, for 1995. Network Systems products increased to 11% of total sales
for the nine months ended September 30, 1996, compared to 8% for 1995. Revenues
from Mass Storage product sales increased slightly but decreased from 18% of
sales in 1995, to 15% in the nine months ended September 30, 1996, and
Intersystem Connectivity products decreased from 22% of sales in 1995, to 9%
thus far in 1996. The decline in the percentage of Intersystem Connectivity
product sales to total sales was expected in 1996.
Despite a slow order rate early in the summer, orders have since
accelerated increasing confidence in the Company's ability to meet or exceed the
revenue growth target for the remainder of the year and to continue the growth
into 1997.
GROSS PROFIT. Gross profit consists of sales, less cost of goods sold
including materials costs, manufacturing expenses and amortization of software
development costs. Gross profit for the third quarter, 1996 increased to
$3,506,000, from $2,644,000 for the third quarter 1995. Gross margin improved to
54.7% of sales for the quarter, from 52.9% in the third quarter 1995. Gross
profit for the nine months ended September 30, 1996 increased to $10,401,000,
from $7,091,000 for the first nine months of 1995. Gross margin improved to
56.5% of sales for the first nine months of 1996, from 54.2% for the first nine
months of 1995. The improved margin is attributable to favorable product mix
along with manufacturing efficiencies associated with higher volumes of
business.
OPERATING EXPENSES. Total operating expenses increased to $2,252,000, or
35.1 % of sales for the third quarter 1996, from $1,639,000, or 32.8% of sales
for the comparable 1995 quarter. Over the past year, the Company has accelerated
its investment in new product development. This was the primary reason for the
increase in operating expenses as a percentage of total sales for the quarter.
Although engineering staffing levels have grown during this period, management
expects to hire eight to ten additional engineers over the next twelve months in
an effort to keep pace with changing market dynamics and requirements. Total
operating expenses increased to $6,536,000, or 35.5 % of sales for the first
nine months of 1996, from $4,655,000, or 35.6% of sales for the nine months
ended September 30, 1995.
Selling and marketing expenses increased to $732,000, or 11.4% of sales
for the third quarter 1996, from $552,000, or 11.0% of sales for the same
quarter in 1995. Selling and marketing expenses increased to $2,300,000, or
12.5% of sales for the nine months ended September 30, 1996, from $1,505,000, or
11.5% of sales for the first nine months of 1995. Growth of the sales and
marketing staffs and higher advertising and marketing expenses associated with
the introduction of new products during the year were the primary reasons for
this increase.
<PAGE>
Research and development expenses were $801,000, or 12.5% of sales for
the third quarter 1996, compared to $496,000, or 9.9% of sales for the
comparable 1995 quarter. Research and development expenses were $2,124,000, or
11.5% of sales for the nine months ended September 30, 1996, compared to
$1,239,000, or 9.5% of sales for the nine months ended September 30, 1995.
Research and development expenses consist primarily of employee salary and
benefit costs, cost of materials consumed in developing and designing new
products and, to a lesser extent, contract product development and equipment
rental. Certain engineering expenses associated with the development of software
are capitalized and amortized to cost of goods sold.
General and administrative expenses were $719,000, or 11.2% of sales for
the third quarter 1996, compared to $591,000, or 11.8% of sales for the third
quarter 1995. General and administrative expenses were $2,112,000, or 11.5% of
sales for the nine months ended September 30, 1996, compared to $1,911,000, or
14.6% of sales for the first nine months of 1995. As a percentage of sales,
general and administrative expenses for 1996 are consistent with management's
expectations.
Other Income. Other income consists primarily of interest income. During
the third quarter and nine months ended September 30, 1996, the Company earned
interest income on the proceeds from its initial public offering of Common Stock
(January, 1996). The funds are primarily invested in money market funds and high
quality, short term commercial paper.
INCOME TAXES. The provision for income taxes was $544,000 in the third
quarter 1996, compared to $306,000 for the same quarter in 1995. The effective
corporate income tax rate for the third quarter of 1996 was 37.4%, compared to
31.4% for the third quarter of 1995. For the nine months ended September 30,
1996, the provision for income taxes amounted to $1,631,000, compared to
$791,000 for the first nine months of 1995. The effective corporate income tax
rate was 37.3%, compared to 31.7% for the first nine months of 1995. The
increase in the effective corporate income tax rate during 1996 is due to the
utilization of research and development tax credits in 1995.
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 1996, the Company's primary source of liquidity
included cash and cash equivalents of $15,612,000 and available borrowings of
$2,000,000 under a demand loan agreement with a bank. On October 31, 1996, the
Company signed a new, two year loan agreement with the bank increasing the
available borrowing to $3,000,000. The Company had working capital of
$20,313,000 at September 30, 1996, compared to $6,215,000 at December 31, 1995.
Cash provided by operating activities for the nine months ended
September 30, 1996 was $2,761,000, compared to $2,042,000 for the same period in
1995. The Company had a zero balance on its bank credit line at September 30,
1996.
Cash used in investing activities for the nine months ended September
30, 1996 included the purchases of equipment amounting to $682,000, the
capitalization of certain software development costs of $232,000 and the cash
payments associated with the purchase of additional interest in its subsidiary
of $93,000.
Cash provided by financing activities for the nine months ended
September 30, 1996 was $11,384,000, primarily the result of the Company's
initial public offering of its Common Stock in January 1996.
Assuming there is no significant change in the Company's business,
management believes that its current cash together with cash generated from
operations and available borrowings under the Company's loan agreement, will
provide adequate funds for the Company's anticipated needs, including working
capital, for at least the next twelve months.
<PAGE>
Performance Technologies, Incorporated and Subsidiaries
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
Exhibit 10.1 - Credit Agreement dated as of October 31,
1996 between Performance Technologies, Inc. and
The Chase Manhattan Bank.
Exhibit 10.2 - Guaranty Agreement dated as of October 31,
1996 between UconX Corporation and The Chase Manhattan
Bank.
Exhibits 10.1 and 10.2 will be filed by amendment to this
Form 10-Q within five calendar days of this filing. See
Form 12b-25 which accompanies this filing.
Exhibit 11 - Computation of earnings per share.
B. Reports on Form 8-K
There were no reports on Form 8-K filed during the
three month period ended September 30, 1996.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PERFORMANCE TECHNOLOGIES, INCORPORATED
November 12, 1996 By: s/Charles E. Maginness
-----------------------------
Charles E. Maginness
Chairman of the Board of Directors and
Chief Executive Officer
November 12, 1996 By: s/Dorrance W. Lamb
-----------------------------
Dorrance W. Lamb
Chief Financial Officer and
Vice President, Finance
Performance Technologies, Incorporated and Subsidiaries
Exhibit 11 - Computation of Earnings Per Share
For the Three and Nine Months Ending September 30, 1996 and 1995
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
----------- ----------- ---------- -----------
<S> <C> <C> <C> <C>
Weighted average common and common share equivalents:
Weighted average common shares
outstanding during the period 4,788,000 3,058,000 4,752,000 3,053,000
Weighted average common
share equivalents 156,000 227,000 164,000 227,000
----------- ----------- ----------- ------------
4,944,000 3,285,000 4,916,000 3,280,000
=========== =========== =========== ============
Net Income $912,000 $677,000 $2,719,000 $1,634,000
=========== =========== =========== ============
Earnings per share:
Income from continuing operations $0.18 $0.20 $0.55 $0.50
----------- ----------- --------------- --------------
Loss from discontinued operations (0.01)
----------- ----------- --------------- --------------
Net income $0.18 $0.20 $0.55 $0.49
----------- ----------- --------------- --------------
</TABLE>
<PAGE>
<TABLE> <S> <C>
<S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE SEPTEMBER 30, 1996 FINANCIAL STATEMENTS OF PERFORMANCE
TECHNOLOGIES, INC. AND SUBSIDIARIES AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0001003950
<NAME> PERFORMANCE TECHNOLOGIES, INC.
<MULTIPLIER> 1,000
<CURRENCY> US
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jul-01-1996
<PERIOD-END> Sep-30-1996
<EXCHANGE-RATE> 1
<CASH> 15,612
<SECURITIES> 0
<RECEIVABLES> 3,376
<ALLOWANCES> 0
<INVENTORY> 4,043
<CURRENT-ASSETS> 23,455
<PP&E> 2,943
<DEPRECIATION> 1,925
<TOTAL-ASSETS> 25,123
<CURRENT-LIABILITIES> 3,142
<BONDS> 164
0
0
<COMMON> 49
<OTHER-SE> 21,611
<TOTAL-LIABILITY-AND-EQUITY> 25,123
<SALES> 6,412
<TOTAL-REVENUES> 6,412
<CGS> 2,906
<TOTAL-COSTS> 2,252
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,456
<INCOME-TAX> 544
<INCOME-CONTINUING> 912
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 912
<EPS-PRIMARY> 0.18
<EPS-DILUTED> 0.18
</TABLE>
