<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended December 31, 1996
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE
TRANSITION PERIOD OF ________ TO ________.
Commission File Number 0-20757
TRAVIS BOATS & MOTORS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 74-2024798
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
13045 RESEARCH BLVD., AUSTIN, TEXAS 78750
(Address of principal executive offices)
Registrant's telephone number, including area code: (512) 250-8103
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.01 PAR VALUE
(Title of class)
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 preceeding 12 months (or for such shorter period that Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [ X ] No [_]
Indicate the number of shares outstanding of each of the issuer's classes of
Common Stock as of the latest practicable date.
Common Stock $.01 par value - 4,136,506 shares as of January 31, 1997.
<PAGE>
Item 1. Financial Statements
Travis Boats & Motors, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share data)
<TABLE>
<CAPTION>
December 31, September 30,
1996 1996
---------- ----------
(unaudited)
<S> <C> <C>
ASSETS:
Current assets:
Cash and cash equivalents $ 3,669 $ 1,533
Accounts receivable 933 1,331
Inventories 32,755 20,554
Prepaid expenses 227 102
Deferred tax asset 0 161
-------- --------
Total current assets 37,584 23,681
Property and equipment:
Land 1,816 1,816
Buildings and improvements 4,939 4,909
Furniture, fixtures and equipment 2,302 1,847
-------- --------
9,057 8,572
Less accumulated depreciation (2,179) (2,025)
-------- --------
6,878 6,547
Intangibles and other assets :
Deferred tax asset 200 39
Goodwill & noncompete agreements, net 1,883 1,063
Other assets 25 20
-------- --------
Total assets $ 46,570 $ 31,350
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 247 $ 240
Accrued liabilities 956 1,389
Federal & state income taxes payable 536 953
Unearned revenue 1,008 1,174
Current portion of notes payable and other
short-term obligations 20,476 4,661
-------- --------
Total current liabilities 23,223 8,417
Notes payable, less current portion 5,493 4,335
Stockholders' equity
Common Stock, $.01 par value, 50,000,000
authorized 4,136,506 issued and outstanding
at September 30,1996 and December 31, 1996 41 41
Paid-in capital 11,527 11,527
Retained earnings 6,286 7,030
-------- --------
Total stockholders' equity 17,854 18,598
-------- --------
Total liabilities and stockholders' equity $ 46,570 $ 31,350
======== ========
</TABLE>
See notes to unaudited condensed consolidated financial statements
<PAGE>
Travis Boats & Motors, Inc.and Subsidiaries
Unaudited Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except share data and stores open)
<TABLE>
<CAPTION>
Three months ended
December 31,
1996 1995
------------ ------------
<S> <C> <C>
Net sales...................................... $ 5,451 $ 3,564
Cost of goods sold............................. 4,110 2,616
---------- ----------
Gross profit................................... 1,341 948
Selling, general and administrative............ 2,140 1,551
Depreciation and amortization.................. 184 126
---------- ----------
2,324 1,677
Operating income............................... (983) (729)
Interest expense............................... (214) (276)
Other income................................... (3) 2
---------- ----------
Loss before income taxes....................... (1,200) (1,003)
Income tax benefit............................. (456) (361)
---------- ----------
Net Loss....................................... (744) (642)
========== ==========
Net Loss per common share...................... $ (0.18) $ (0.24)
Weighted average common shares outstanding..... 4,136,506 2,683,506
========== ==========
Stores open at end of period................... 15 12
========== ==========
</TABLE>
See notes to unaudited condensed consolidated financial statements
<PAGE>
Travis Boats & Motors, Inc.and Subsidiaries
Unaudited Condensed Consolidated Statements of Cash Flow
(in thousands)
<TABLE>
<CAPTION>
Three months ended
December 31,
1996 1995
---------- ----------
<S> <C> <C>
Operating activities:
Net Loss $ (744) $ (642)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization..................... 184 126
Changes in operating assets and liabilities
Decrease in accounts receivable............... 398 557
(Increase) in prepaid expenses................ (125) (37)
(Increase) in inventories..................... (9,938) (12,150)
(Increase) in other assets.................... (5) (39)
Increase in accounts payable.................. 7 235
(Decrease) in accrued liabilities............. (433) (434)
(Decrease) in income tax benefit.............. (417) (698)
(Decrease) in unearned revenue................ (166) 0
--------- ----------
Net Cash used in by operating activities.......... (11,239) (13,082)
Investing Activities:
Purchase of businesses............................ (3,428) (329)
Purchase of property and equipment................ (170) (574)
--------- ---------
Net cash used in investing activities (3,598) (903)
Financing activities:
Net increase in notes payable and other
short term obligations........................ 16,973 13,662
--------- ---------
Net cash provided by financing activities......... 16,973 13,662
Increase in cash and cash equivalents............. 2,136 (323)
Cash and cash equivalents, beginning of period.... 1,533 996
--------- ---------
Cash and cash equivalents, end of period.......... $ 3,669 $ 673
========= =========
</TABLE>
See notes to unaudited condensed consolidated financial statements
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 1996
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared from the records of Travis Boats & Motors, Inc. and subsidiaries
(collectively, the "Company") without audit. In the opinion of management, such
financial statements include all adjustments (consisting of only recurring
accruals) necessary to present fairly the financial position at December 31,
1996; and the interim results of operations and cash flows for the three month
periods ended December 31, 1996 and 1995. The condensed consolidated balance
sheet at September 30, 1996, presented herein, has been prepared from the
audited consolidated financial statements of the Company for the fiscal year
then ended.
Accounting policies followed by the Company are described in Note 1 to the
audited consolidated financial statements for the fiscal year ended September
30, 1996. Certain information and footnote disclosures normally included in
financial statements have been condensed or omitted for purposes of the
condensed consolidated interim financial statements. The condensed consolidated
financial statements should be read in conjunction with the audited consolidated
financial statements, including the notes thereto, for the fiscal year ended
September 30, 1996.
The results of operations for the three month period ended December 31, 1996 are
not necessarily indicative of the results to be expected for the full year.
NOTE 2 - NET INCOME PER COMMON SHARE
Net income per common share is based on the weighted average number of common
shares outstanding during the periods. The effect of the Common Stock
equivalents is not significant.
NOTE 3 - INITIAL PUBLIC OFFERING OF COMMON STOCK
On June 27, 1996, the Company consummated an initial public offering of
1,890,500 shares of Common Stock at the price of $9.00 per share. Of the
1,890,500 shares sold, 1,453,000 shares were sold by the Company (including
140,500 shares sold pursuant to an over-allotment option) and 437,500 shares
were sold by certain shareholders. Net proceeds to the Company were
approximately $10.3 million.
NOTE 4 - STOCKHOLDERS' EQUITY
In November 1995, the Board of Directors of the Company approved a 15 for 1
stock dividend for stockholders of record as of November 8, 1995.
Effective December 14, 1995, the Company changed the stated par value of each
share of common stock from $.10 to $.01. The condensed consolidated financial
statements have been restated to retroactively reflect the change in par value.
In May 1996, the Board of Directors of the Company approved a 1 for 3 stock
dividend for stockholders of record as of May 3, 1996. All share amounts
presented in these condensed consolidated financial statements have been
restated retroactively to reflect the above stock dividends and change in par
value.
<PAGE>
NOTE 5 - ACQUISITIONS
Clay's Boats and Motors, Inc.
Effective December 1, 1995, the Company acquired certain assets of Clay's Boats
and Motors, Inc. (''Clay's'') in New Iberia, Louisiana. The assets acquired
included furniture, fixtures and equipment, all parts and accessories, all
leasehold improvements and certain other assets. The purchase price was
$328,741, of which $262,687 was paid in cash and $66,054 was financed by the
issuance of a note payable to the seller.
The acquisition has been accounted for using the purchase method of accounting
and, accordingly, the operating results of Clay's have been included in the
consolidated financial statements from the date of acquisition. The purchase
price ($328,741) has been allocated to the tangible net assets acquired
($240,669) and the resulting excess purchase price ($88,072) was assigned to
goodwill.
North Alabama Watersports, Inc.
Effective October 3, 1996, the Company acquired certain assets of North Alabama
Watersports, Inc. (''NAWS''). This acquisition included boat, motor and trailer
inventory, parts and accessories inventory, and furniture, fixtures and
equipment. The purchase price was $892,255, of which $79,707 was financed by the
issuance of notes payable to the seller.
The acquisition has been accounted for using the purchase method of accounting
and, accordingly, the operating results of NAWS have been included in the
consolidated financial statements from the date of acquisition. The purchase
price ($892,255) has been allocated to the tangible net assets acquired
($687,255) based on their respective fair values at the date of acquisition. The
resulting excess purchase price ($205,000) was allocated to a noncompete
agreement and goodwill.
Tri-Lakes Marine, Inc.
Effective November 1, 1996, the Company acquired Tri-Lakes Marine, Inc. (''Tri-
Lakes'') with retail store locations in Tennessee and Alabama. The acquisition
included boat, motor and trailer inventory, parts and accessories inventory, and
furniture, fixtures and equipment. The purchase price was $1,242,924, of which
$642,924 was paid in cash and $600,000 was financed by the issuance of a note
payable to the seller.
The acquisition has been accounted for using the purchase method of accounting
and, accordingly, the operating results of Tri-Lakes have been included in the
consolidated financial statements from the date of acquisition. The purchase
price ($1,242,924) and liabilities assumed ($1,937,279) have been allocated to
the tangible net assets acquired ($2,536,092) based on their respective fair
values at the date of acquisition. The resulting excess purchase price
($644,111) was allocated to a noncompete agreement and goodwill.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
General
- -------
Travis Boats & Motors, Inc. (''Travis Boats'' or the ''Company'') is a leading
multi-state superstore retailer of recreational boats, motors, trailers and
related marine accessories in the southern United States. The Company, which
currently operates 15 stores under the name Travis Boating Center in Texas,
Arkansas, Louisiana, Alabama and Tennessee, differentiates itself from
competitors by providing customers a unique superstore shopping experience that
showcases a broad selection of high quality boats, motors, trailers and related
marine accessories at
<PAGE>
firm, clearly posted low prices. Each superstore also offers complete customer
service and support, including in-house financing programs and full-service
repair facilities staffed by factory-trained mechanics.
Since its founding in 1979 as a single retail store in Austin, Texas, the
Company has grown both through acquisitions and the establishment of new store
locations. During the 1980's, the Company expanded into the Texas markets of San
Antonio, Midland, Dallas and Abilene. It was during this initial period of
expansion that the Company began developing the systems necessary to manage a
multi-store operation and leveraging the economies of scale associated with
volume purchasing. The Company's success in these areas led to the proprietary
Travis Edition packaging concept and the Company's pricing philosophy. Since
1991, Travis Boats has opened or acquired (through asset purchases) ten
additional store locations: Texas (3), Arkansas (2), Louisiana (2), Alabama (2)
and Tennessee (1).
The Company sells approximately 40 different models of brand-name fishing,
water-skiing and general recreational boats, along with motors, trailers,
accessories and related equipment. Personal watercraft, off-shore fishing boats
and cabin cruisers are also offered for sale at selected store locations. The
Company custom designs and pre-packages combinations of popular brand-name
boats, such as Aquasport, Cajun and Larson, with Johnson outboard and other
motors, trailers and numerous accessories, under its proprietary Travis Edition
product line. These signature Travis Edition packages, which account for the
vast majority of total new boat sales, have been designed and developed in
coordination with the manufacturers and often include distinguishing features
and accessories that have historically been unavailable to, or listed as
optional by, many competitors. These factors enable the Company to provide the
customer with an exceptional product that is competitively priced and
conveniently packaged for immediate enjoyment.
The Company believes that it offers a selection of boat, motor and trailer
packages that fall within the price range of the majority of all boats, motors
and trailers sold in the United States. The Company's product line generally
consists of boat packages priced from $7,500-$23,000 with approximate even
distribution within this price range. Management believes that by combining
flexible financing arrangements with an even distribution of products through a
broad price range, the Company is able to offer boat packages to customers with
different purchasing budgets and varying income levels.
Results of Operations
- ---------------------
Three Months Ended December 31, 1996 Compared to the Three Months Ended
December 31, 1995
Net sales. Net sales increased by 53.1% to $5.45 million in the first quarter
of fiscal 1997 from $3.56 million in the first quarter of fiscal 1996. Of this
increase, $341,000 was attributable to a 14.4% growth in comparable store sales
(eight stores in base, three of which have not yet been converted to superstore
standards), $669,000 was from stores not yet in the comparable store base and
$890,000 of the increase was related to the three store locations acquired in
October and November of 1996. General growth in overall sales volume was in part
the result of the increased number of stores in operation during the period,
mild weather conditions and volume client sales derived from the newly acquired
Winchester, Tennessee store. The Winchester store location will have two
distinct types of sales - local retail (similar to the traditional Travis
Boating Center superstore) and volume client sales. Volume client sales are
typically non-packaged products (ie not Travis Editions) sold below the
Company's standard profit margins. It is anticipated that this location will be
the only one of our existing stores that will have this component as a material
part of its operations.
Historically, during the quarter ended December 31 the Company, as well as the
industry, experiences a broad seasonal slowdown in sales. In this quarter the
Company finalizes its product line-up and pricing in preparation for the selling
season which begins with boat and recreation shows occuring in January and
February.
<PAGE>
Gross profit. Gross profit increased by 41.4% to $1.34 million in the first
quarter of fiscal 1997 from $948,000 in the first quarter of fiscal 1996. Gross
profit as a percent of sales decreased to 24.6% in the first quarter of fiscal
1997 from 26.6% in the first quarter of fiscal 1996. The decrease in gross
profit as a percent of sales was primarily related to the wholesale business
derived from the Winchester store. While it is anticipated that the vast
majority of sales from Winchester will be retail sales resulting in the
Company's typical gross profit margins, certain sales from the store will
include loose engines and bulk oil on a wholesale basis. During the recently
completed first quarter, the majority of sales from the Winchester store were
wholesale. However, the store is expected to produce less than $5.0 million in
wholesale transactions in fiscal 1997 and this level of wholesale transactions
is not expected to have a material impact on the overall Company gross profit
margin.
Net sales attributable to F&I Products, which have a significant impact on the
gross profit margin, contributed $174,000, or 13.0%, of total gross profit in
the first quarter of fiscal 1997, as compared to $155,000, or 16.4%, of total
gross profit for the first quarter of fiscal 1996. Net sales attributable to F&I
Products are reported on a net basis and therefore all of such sales contribute
directly to the Company's gross profit. The costs associated with the sale of
F&I Products are included in selling, general and administrative expenses.
Selling, general and administrative expenses. Selling, general and
administrative expenses increased by 38% to $2.14 million in first quarter of
fiscal 1997 from $1.55 million for the first quarter of fiscal 1996. Selling,
general and administrative expenses as a percent of net sales decreased to 39.3%
in the first quarter of fiscal 1997 from 43.5% for the first quarter of fiscal
1996. This decrease in selling, general and administrative expenses as a percent
of net sales was the result of the economies of operating a larger store base
with an expanded regional market presence, particularly in the leveraging of
advertising, insurance, rents and depreciation/amortization expenses. The dollar
increase in selling, general and administrative expenses was primarily
attributable to increased expenses associated with the operation of a larger
store network.
Interest expense. Interest expense, in actual dollars, decreased by 22.5% to
$214,000 in first quarter of fiscal 1997 from $276,000 in the first quarter of
fiscal 1996. Interest expense as a percent of net sales decreased to 3.9% in
the first quarter of fiscal 1997 from 7.8% in the same quarter of fiscal 1996.
Effective with the funding of the Company's Initial Public Offering in late June
of 1996, the Company reduced certain revolving indebtedness and certain long
term indebtedness. This reduction of debt provided for a corresponding decrease
in interest expense and its percentage decrease as a percent of net sales. The
Company intends to reborrow under its revolving credit lines as necessary to
fund future acquisitions and to support working capital needs. See ''Liquidity
and Capital Resources.''
Net loss. The Company experienced a net loss of $744,000 for the first
quarter of fiscal 1997. This represents an increase of 15.9% from the net loss
of $642,000 in the first quarter of fiscal 1996. The net loss as a percent of
sales was 13.7% and 18.0% for the first quarter of fiscal 1997 and 1996,
respectively.
Liquidity and Capital Resources
- -------------------------------
The Company's short-term cash needs are primarily for working capital to support
operations, including inventory requirements, off-season liquidity and store
expansion. These short-term cash needs have historically been financed with cash
from operations and borrowings under the Company's credit facilities. At
December 31, 1996, the Company had working capital of $14.36 million, including
$933,000 in accounts receivable (primarily contracts in transit from sales) and
$32.76 million in inventories, offset by approximately $1.20 million of accounts
payable and accrued liabilities, and $22.02 million in other short-term
liabilities including current maturities of long-term debt. As of December 31,
1996, the aggregate maximum borrowing limits under floor plan and working
capital lines of credit were approximately $37.0 million.
Operating activities utilized cash flows of $11.24 million for the first quarter
of fiscal 1997 due primarily to the net loss of $744,000 and a net increase of
$9.94 million in inventories. In addition to inventory from the three store
<PAGE>
locations acquired in October and November, it is during this first fiscal
quarter that the Company builds inventory levels to support the selling season
which begins with the January and February boat shows (see "Seasonality").
Financing activities in the first quarter of fiscal 1997 provided $16.97 million
of cash flows primarily from the net proceeds of advances under the Company's
revolving lines of credit. These advances were used to fund the build-up in
inventories and certain acquisition expenses. Effective December 12, 1996, the
Company entered into a new $15.0 million revolving line of credit agented by
NationsBank of Texas, N.A. This credit facility replaces the previously existing
floor plan lines of credit and revolving credit lines totalling approximately
$13.8 million with Hibernia National Bank and NationsBank. The line provides for
borrowing pursuant to a borrowing formula based upon certain of the Company's
inventory and accounts receivable. Collateral consists of a security interest in
specific inventories (and proceeds thereof), accounts receivable and contracts
in transit. The line is annually renewable with the initial maturity on October
31, 1997. Pricing is at the prime rate minus .375%, with a fee of .125% on the
unfunded portion to be assessed quarterly. A comprehensive loan agreement
governs the line of credit. The agreement contains financial covenants
regulating debt service coverages, tangible net worth, operating leverage and
restrictions on dividends or distributions. As of December 31, 1996, $12,000,000
was drawn on the revolving line and management believes the Company to be in
compliance with the terms and conditions of this loan agreement.
The Company also maintains floor plan lines of credit with various finance
companies providing approximately $25.0 million in credit limits. These floor
plan lines generally have no stated maturity and utilize subsidies from
manufacturers to provide for certain interest free periods each calendar year
(usually August through May). Certain of these floor plan lines of credit with
finance companies are governed by loan agreements containing various financial
covenants concerning, among others, ratios governing tangible net worth and
leverage. As of December 31, 1996, approximately $8,439,000 was outstanding
under these floor plan lines and management believes the Company was in
compliance with the terms and conditions of these loan agreements.
Merchandise inventories were $32.76 million and $20.55 million as of December
31, 1996 and September 30, 1996, respectively. Costs in excess of net assets
acquired increased by approximately $820,000 to $1.88 million in the first
quarter of fiscal 1997 due to the acquisitions of NAWS and Tri-Lakes.
The Company had net capital expenditures of approximately $3.60 million in the
first quarter of fiscal 1997. During the quarter the Company acquired
substantially all of the assets of NAWS and Tri-Lakes whcih accounted for
approximately $3.43 million of the capital expenditures. The Company also
updated certain facilities with its standard superstore trade dress awnings and
neon. The acquisition related capital expenditures were substantially financed
with advances made under the Company's revolving credit lines. Additionally,
certain sellers in the NAWS and Tri-Lakes acquisitions have provided long term
debt at fixed interest rates in connection with those acquisitions.
The Company's revolving credit facility, floor plan lines of credit and
internally generated working capital are expected by the Company's management to
be sufficient to meet the Company's cash requirements at least through fiscal
1997.
Seasonality
- -----------
The Company's business, as well as the sales demand for various types of boats,
tends to be highly seasonal. Strong sales typically begin in January with the
onset of the public boat and recreation shows, and continue through July. During
the fiscal year and the 12 months ended September 30, 1996 and 1995,
respectively, net sales for the quarterly periods ended March 31 and June 30
represented in excess of 29% and 39%, respectively, of the Company's annual net
sales. With regard to net income, the Company historically generates profits in
three of its fiscal quarters and experiences operating losses in the quarter
ended December 31 due to a broad seasonal slowdown in sales. During the quarter
ended September 30, inventory typically reaches its lowest levels and
accumulated cash reserves reach the highest levels. During the quarter ended
December 31, the Company generally
<PAGE>
builds inventory levels in preparation for the selling season which begins with
boat and recreation shows occurring in January and February in certain market
areas in which the Company conducts business. Travis Boats' operating results
would be materially and adversely affected if net sales were to fall
significantly below historical levels during the months of January through June.
Cautionary Statement for purposes of the Safe Harbor Provisions of the Private
- ------------------------------------------------------------------------------
Securities Litigation Reform Act of 1995.
- -----------------------------------------
Other than statements of historical fact, all statements contained in this
quarterly Report on Form 10-Q or in documents incorporated herein may contain
forward-looking statements. Forward-looking statements in this Report generally
are accompanied by words such as ''anticipate,'' ''believe,'' ''estimate,''
''project,'' ''of the opinion that,'' ''expect'' or similar statements. Although
the Company believes that the expectations reflected in such forward-looking
statements are reasonable, no assurance can be given that such expectations are
accurate. Factors that could cause the Company's results to differ materially
from the results discussed in such forward-looking statements include the risks
described under ''Risk Factors'' in the Report on Form 10-K filed by the Company
for the fiscal year ended September 30, 1996 and the Registration Statement
filed on Form S-1 filed in conjunction with the Company's initial public
offering in June of 1996. All forward-looking statements in this 10-Q Report
are expressly qualified in their entirety by the cautionary statements in this
paragraph and the referenced filings.
PART II. OTHER INFORMATION
Item 6. Exhibits and reports on Form 8 - K
(a) Exhibits - 27 Financial Data Schedule
(b) Reports on Form 8 - K
No reports on Form 8 - K have been filed during the quarter for which this
report is filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
thereto duly authorized.
Date: February 13, 1997 Travis Boats & Motors, Inc.
By:/s/ MICHAEL B. PERRINE
-------------------------------
Michael B. Perrine
Chief Financial Officer,
Treasurer and Secretary
(Principal Accounting and
Financial Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM UNAUDITED
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 3,669
<SECURITIES> 0
<RECEIVABLES> 933
<ALLOWANCES> 0
<INVENTORY> 32,755
<CURRENT-ASSETS> 37,584
<PP&E> 6,878
<DEPRECIATION> 184
<TOTAL-ASSETS> 46,570
<CURRENT-LIABILITIES> 23,223
<BONDS> 5,493
0
0
<COMMON> 41
<OTHER-SE> 17,813
<TOTAL-LIABILITY-AND-EQUITY> 46,570
<SALES> 5,451
<TOTAL-REVENUES> 5,451
<CGS> 4,110
<TOTAL-COSTS> 4,110
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 214
<INCOME-PRETAX> (1,200)
<INCOME-TAX> 456
<INCOME-CONTINUING> (744)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (744)
<EPS-PRIMARY> (.18)
<EPS-DILUTED> (.18)
</TABLE>
