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 quarter ended June 30, 1998.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
Commission file number 333-07429
Remington Products Company, L.L.C.
(Exact name of registrant as specified in its charter)
Delaware 06-1451076
- --------------------------------- ------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
60 Main Street, Bridgeport, Connecticut 06604
- --------------------------------------- ------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 367-4400
--------------
Securities registered pursuant to Section 12(b) of the Act:
Title of Each class Name of each exchange on which registered
---------------------- -----------------------------------------
None None
Securities registered pursuant to Section 12(g) of the Act:
11% Series B Senior Subordinated Notes due 2006
-----------------------------------------------
(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 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 _____
<PAGE>
REMINGTON PRODUCTS COMPANY, L.L.C.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 1998
INDEX
<TABLE>
<CAPTION>
<S> <C> <C>
PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited):
Consolidated Balance Sheets -
June 30, 1998 and December 31, 1997 3
Consolidated Statements of Operations -
For the three and six months ended June 30, 1998 and
June 28, 1997 4
Consolidated Statements of Cash Flows -
For the six months ended June 30, 1998 and
June 28, 1997 5
Notes to Unaudited Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 12
Signature 13
</TABLE>
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<PAGE>
Remington Products Company, L.L.C.
Consolidated Balance Sheets
(unaudited in thousands)
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
----------- -------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 2,039 $ 5,408
Accounts receivable, less allowance for doubtful accounts
of $667 in 1998 and $734 in 1997 30,828 53,052
Inventories 60,186 60,507
Prepaid and other current assets 3,067 1,525
-------- ---------
Total current assets 96,120 120,492
Property, plant and equipment, net 12,776 16,033
Intangibles, net 59,579 60,538
Other assets 8,314 8,182
-------- ---------
Total assets $176,789 $ 205,245
======== =========
LIABILITIES AND MEMBERS' DEFICIT
Current Liabilities:
Accounts payable $ 11,833 $ 13,359
Short-term borrowings 1,300
1,214
Current portion of long-term debt 1,662 1,417
Accrued liabilities 17,641 28,055
-------- ---------
Total current liabilities 32,350 44,131
Long-term debt 178,150 178,114
Other liabilities 2,046 1,278
Members' deficit:
Members' deficit (33,093) (15,894)
Cumulative translation adjustment (2,664) (2,384)
-------- ---------
Total members' deficit (35,757) (18,278)
-------- ---------
Total liabilities and members' deficit $176,789 $ 205,245
======== =========
</TABLE>
See notes to unaudited consolidated financial statements.
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<PAGE>
Remington Products Company, L.L.C.
Consolidated Statements of Operations
(unaudited in thousands)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
------------------------------- ----------------------------------
June 30, June 28, June 30, June 28,
1998 1997 1998 1997
--------- -------- --------- ----------
<S> <C> <C> <C> <C>
Net sales $ 52,981 $ 44,862 $ 91,885 $ 81,299
Cost of sales 32,383 25,797 54,309 47,077
--------- -------- --------- ----------
Gross profit 20,598 19,065 37,576 34,222
Selling, general and administrative 20,527 17,486 37,687 32,448
Amortization of intangibles 479 483 963 967
Restructuring and reorganization charge 6,531 - 6,531 -
--------- -------- -------- ---------
Operating income (loss) (6,939) 1,096 (7,605) 807
Interest expense 4,997 4,528 9,879 9,193
Other expense (income) (112) 379 123 (276)
--------- -------- --------- ---------
Loss before income taxes (11,824) (3,811) (17,607) (8,110)
Income tax benefit (207) (58) (650) (347)
--------- -------- --------- ----------
Net loss $(11,617) $(3,753) $(16,957) $ (7,763)
========= ======== ========= ==========
Net loss applicable to common units $(13,932) $(5,810) $(21,520) $(11,818)
========= ======== ========= =========
</TABLE>
See notes to unaudited consolidated financial statements.
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<PAGE>
Remington Products Company, L.L.C.
Consolidated Statements of Cash Flows
(unaudited in thousands)
<TABLE>
<CAPTION>
Six Months Ended
June 30, June 28,
1998 1997
--------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net loss $(16,957) $ (7,763)
Adjustment to reconcile net loss to net cash provided by operating activities:
Depreciation 1,573 989
Amortization of intangibles 963 967
Amortization of deferred financing fees 532 536
Restructuring and reorganization charge 6,531 -
Inventory markdown 1,456 -
Deferred income taxes 145 (413)
Foreign currency forward (gain) loss 275 (705)
Changes in assets and liabilities:
Accounts receivable 22,224 27,107
Inventories (1,135) (4,172)
Accounts payable (1,526) (7,225)
Accrued liabilities (12,952) (11,907)
Other, net (2,276) (969)
--------- ---------
Cash used in operating activities (1,147) (3,555)
--------- ---------
Cash flows from investing activities:
Capital expenditures (1,942) (2,562)
Proceeds from working capital adjustment - 2,500
---------- ---------
Cash used in investing activities (1,942) (62)
--------- ---------
Cash flows from financing activities:
Repayments under term loan facilities (882) (314)
Borrowings (repayments) under credit facilities 818 (149)
Equity repurchases (242) (620)
Other, net (43) (251)
--------- ---------
Cash used in financing activities (349) (1,334)
Effect of exchange rate changes on cash 69 239
Decrease in cash and cash equivalents (3,369) (4,712)
Cash and cash equivalents, beginning of period 5,408 7,199
--------- ---------
Cash and cash equivalents, end of period $ 2,039 $ 2,487
========= =========
Supplemental cash flow information:
Interest paid $ 9,365 $ 8,650
Income taxes paid $ 588 $ 682
</TABLE>
See notes to unaudited consolidated financial Statements.
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<PAGE>
Remington Products Company, L.L.C.
Notes to Unaudited Consolidated Financial Statements
1. Basis of Presentation
Remington Products Company, L.L.C., a Delaware limited liability company,
(the "Company") was formed to acquire the operations of Remington Products
Company and its subsidiaries. The acquisition, which was effective on May 23,
1996, was accounted for as a purchase transaction in accordance with Accounting
Principles Board Opinion No. 16, Business Combinations, and EITF Issue No.
88-16, Basis in Leveraged Buyout Transactions.
The statements have been prepared by the Company without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission and
according to generally accepted accounting principles, and reflect all
adjustments consisting of normal recurring accruals which, in the opinion of
management, are necessary for a fair statement of the results of the interim
periods presented. These financial statements do not include all disclosures
associated with annual financial statements and, accordingly, should be read in
conjunction with the notes contained in the Company's audited consolidated
financial statements for the year ended December 31, 1997.
2. Inventories
Inventories were comprised of the following (in thousands):
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
-------- ---------
<S> <C> <C>
Finished goods $ 55,400 $ 55,099
Work in process 4,744 5,392
Raw materials 42 16
-------- ---------
$ 60,186 $ 60,507
======== =========
</TABLE>
3. Income Taxes
Federal income taxes on net earnings of the Company are payable directly
by the members pursuant to the Internal Revenue Code. Accordingly, no provision
has been made for Federal income taxes for the Company. However, certain state
and local jurisdictions do not recognize L.L.C. status for taxing purposes and
require taxes to be paid on net earnings. Furthermore, earnings of certain
foreign operations are taxable under local statutes. In jurisdictions where
L.L.C. status is not recognized or foreign corporate subsidiaries exist,
deferred taxes on income are provided for as temporary differences between the
financial and tax basis of assets and liabilities.
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<PAGE>
4. Commitments and Contingencies
The Company is involved in legal and administrative proceedings and claims
of various types. While any litigation contains an element of uncertainty,
management believes that the outcome of each such proceeding or claim which is
pending or known to be threatened, or all of them combined, will not have a
material adverse effect on the Company's consolidated financial position or
results of operations.
5. Adoption of SFAS 130
The Company adopted Statement of Financial Accounting Standards No. 130,
(SFAS 130), "Reporting Comprehensive Income" during the first quarter of 1998,
as required. Comprehensive income is defined as the change in equity of a
business enterprise during a period from transactions and other events and
circumstances from non-owner sources. Presently, the only component of other
comprehensive income for the Company is the change in accumulated foreign
currency translation adjustments.
Comprehensive income consists of the following (in thousands):
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
------------------------------ ---------------------------------
June 30, June 28, June 30, June 28,
1998 1997 1998 1997
---------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
Net loss per financial statements $ (11,617) $ (3,753) $ (16,957) $ (7,763)
Other comprehensive income (loss) (747) (97) (280) (565)
---------- --------- ---------- ---------
Comprehensive income (loss) $ (12,364) $ (3,850) $ (17,237) $ (8,328)
========== ========= ========== =========
</TABLE>
6. Restructuring and Reorganization Charge
In June 1998 the Company announced its plan for restructuring its
Connecticut operations which will result in the shutdown of the assembly
operations at its Bridgeport, Connecticut facility by the end of 1998. The
assembly operations will be moved to an existing Remington partner-vendor
located in Asia. The Company will continue other manufacturing operations at the
Bridgeport facility. In addition, the Company will close its existing warehouse
facility located in Milford, Connecticut by year end and move the function to a
third party provider in Southern California.
In connection with the restructuring and reorganization, the Company
recorded a total non-recurring charge to earnings of $8.0 million in the second
quarter of 1998, of which $6.5 million was recorded as a restructuring and
reorganization charge and includes cash items such as severance and other
employee costs and lease obligations as well as non-cash items such as the
write-down of certain equipment and tooling. An additional $1.5 million was
recorded to cost of sales related to inventory markdowns associated with the
restructuring.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
General
The Company manufactures and markets men's and women's electrical personal
care appliances. The Company distributes on a worldwide basis men's and women's
electric shavers and accessories, women's personal care appliances including
hairsetters, curling irons and hair dryers, men's electric grooming products,
travel products and other small electric consumer appliances. In addition to its
U.S. merchandising and manufacturing operations, the Company has merchandising
subsidiaries in the United Kingdom, Canada, Germany, Australia, New Zealand,
France and South Africa. The Company markets products throughout Europe, the
Middle East, Africa, Asia and a portion of South America through its subsidiary
in the United Kingdom and distributes products to Japan, Central America and the
remainder of South America from its U.S. headquarters.
Sales of the Company's products are highly seasonal, with a large percentage
of net sales occurring during the Christmas selling season. The Company
typically derives more than 40% of its annual net sales in the fourth quarter of
each year while incurring losses in the first quarter of each year. As a result
of this seasonality, the Company's inventory and working capital needs fluctuate
substantially during the year.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
----------------------------------------------- ----------------------------------------------
June 30, 1998 June 28, 1997 June 30, 1998 June 28, 1997
-------------------- -------------------- ------------------------ ----------------
$ % $ % $ % $ %
------ ------ ------- ------- ------- ------- ------ -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Sales:
U.S. $ 25.2 47.5 $ 18.9 42.0 $ 41.9 45.6 $ 34.9 42.9
U.S. Service Stores 8.7 16.4 7.7 17.3 15.9 17.3 14.1 17.4
International 19.1 36.1 18.3 40.7 34.1 37.1 32.3 39.7
------ ------- ------- ------- ------- ------- ------- -----
53.0 100.0 44.9 100.0 91.9 100.0 81.3 100.0
Cost of sales 32.4 61.1 25.8 57.5 54.3 59.1 47.1 57.9
------ ------- ------- ------ ------- -------- ------- ------
Gross profit 20.6 38.9 19.1 42.5 37.6 40.9 34.2 42.1
Selling, general and
administrative 20.5 38.7 17.5 39.0 37.7 41.0 32.4 39.9
Amortization of
intangibles 0.5 0.9 0.5 1.1 1.0 1.1 1.0 1.2
Restructuring and
reorganization charge 6.5 12.3 - - 6.5 7.1 - -
------- ------- ------- ------ ------- -------- ------- ------
Operating income (loss) (6.9) (13.0) 1.1 2.4 (7.6) (8.3) 0.8 1.0
Interest expense 5.0 9.4 4.5 10.1 9.9 10.8 9.2 11.3
Other expense (income) (0.1) (0.2) 0.4 0.8 0.1 0.1 (0.3) (0.3)
------- ------- ------- ------ ------- ------- ------- ------
Loss before income
taxes (11.8) (22.2) (3.8) (8.5) (17.6) (19.2) (8.1) (10.0)
Income tax benefit (0.2) (0.4) (0.1) (0.1) (0.7) (0.8) (0.3) (0.4)
------- ------- ------- ------ ------- ------- ------- ------
Net loss $(11.6) (21.8) $ (3.7) (8.4) $(16.9) (18.4) $ (7.8) (9.6)
======= ======= ======= ====== ======= ======= ======= ======
</TABLE>
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<PAGE>
Results of Operations
Second Quarter Ended June 1998 Versus June 1997
Net Sales. Net sales for the quarter ended June 30, 1998 increased 18.0% to
$53.0 million, compared to $44.9 million for the quarter ended June 28, 1997.
The increase in sales is attributable to all of the Company's businesses,
particularly in the United States.
Net sales in the United States were $25.2 million in the second quarter of
1998 compared to $18.9 million in the second quarter of 1997. This increase was
due primarily to demand for the updated lines of MicroScreen(R) shavers and the
new Intercept(TM) shaver line. This increase was partially offset by decreases
in sales of personal care products, due primarily to competitive actions which
took place during the second and third quarters of 1997.
Net sales through the Company's U.S. service stores increased to $8.7
million in the second quarter of 1998 from $7.7 million in the second quarter of
1997. The increase is due to incremental sales from the opening of 10 additional
stores since second quarter 1997, as well as a 4.5% increase in same store sales
over the second quarter of the prior year.
International net sales increased to $19.1 million in the second quarter of
1998 from $18.3 million in the second quarter of 1997. U.K. sales increased
15.7% for the quarter compared to the prior year quarter as a result of strong
domestic personal care product sales despite a decrease in sales in the U.K.
export markets resulting primarily from currency valuations and slower
economies. Net sales in Australia increased by 4.3% in local currency including
the impact of incremental sales from the opening of additional service stores
during 1997. When converted to U.S. dollars, Australia's net sales decreased by
17.4% for the quarter due to the continued weakness of the Australian dollar
compared to the U.S. dollar in 1998.
Gross Profit. Gross profit was $20.6 million, or 38.9% of net sales in the
second quarter of 1998, compared to $19.1 million, or 42.5% of net sales in the
second quarter of 1997. The decrease in the gross profit percentage is primarily
attributable to a $1.5 million charge in 1998 for inventory markdowns in
connection with the restructuring and reorganization. Excluding this charge, the
gross margin percentage would have been 41.7% and was reduced by an erosion of
the gross margin in Australia due to the negative currency impact to cost of
sales as inventory purchases are made in U.S. dollars.
Selling, General and Administrative. Selling, general and administrative
expenses increased to $20.5 million, or 38.7% of net sales in the second quarter
of 1998, as compared to $17.5 million or 39.0% of net sales in 1997 as a result
of significant increases in advertising at Father's Day in 1998 and investments
made in new product development and sales, primarily in the U.S. business.
Restructuring and Reorganization Charge. The Company recorded an $8.0
million charge in the second quarter of 1998 in connection with restructuring
its Connecticut operations of which $1.5 million was charged to cost of sales
and $6.5 million was charged to restructure and reorganization. The
restructuring will result in the shutdown of the assembly operations at its
Bridgeport, Connecticut facility. Additionally, the Company will close its
Milford, Connecticut warehouse and relocate this function to Southern
California. Included in the restructuring charge are items such as severance and
other employee costs, lease obligations and write-offs of certain equipment and
tooling.
Operating Loss. The operating loss in the second quarter of 1998 of $(6.9)
million includes a total of $8.0 million of non-recurring charges for the
restructuring and reorganization of the Company's Connecticut operations and
inventory markdowns. Excluding these non-recurring charges, operating income for
the quarter was $1.1 million, which is consistent with the second quarter of
1997 as higher gross profit from the increased sales were offset by higher
operating expenses.
-9-
<PAGE>
Interest Expense. Interest expense increased to $5.0 million for the second
quarter of 1998 compared to $4.5 million in the second quarter of 1997 due to
higher average outstanding borrowings on the Company's Senior Credit Agreement
in the second quarter of 1998, particularly in the U.K.
Income Tax Benefit. The benefit for income taxes was $0.2 million for the
second quarter of 1998 compared to a benefit of $0.1 million for the second
quarter of 1997, and is generated primarily by the Company's U.K. operations.
Six Months Ended June 1998 Versus June 1997
Net Sales. Net sales for the six months ended June 30, 1998 were $91.9
million, an increase of 13.0% over the six months ended June 28, 1997. The
increase is largely due to strong sales in the United States, although all major
businesses experienced increases over the prior year.
Net sales in the United States were $41.9 million for the six months ended
June 1998, an increase of 20.1% over the six months ended June 1997. The sales
increase resulted primarily from new shavers which were introduced in the fourth
quarter of 1997 and the first quarter of 1998 and are the result of investments
made in sales and new product development over the past year.
Net sales through the Company's U.S. Service Stores increased 12.8% to $15.9
million in the first six months of 1997. The increase is due to incremental
sales as a result of the opening of 10 additional stores throughout the U.S.
since June of 1997. Additionally, same store sales increased 5.2% in 1998 over
1997.
International net sales increased to $34.1 million in the first six months
of 1998 compared to $32.3 million in the first six months of 1997. This increase
is primarily attributable to the U.K. operations which experienced an increase
of 14.0% over the prior year due to growth of the business through increased
distribution and sales promotion, particularly the personal care product line,
as well as the effects of conforming their interim period recognition of sales
returns to the U.S. methodology. Australia's net sales in local currency have
increased 15.3% in the first six months of 1998 compared to the same period in
1997 as a result of additional retail service stores opened since second quarter
1997. In U.S. dollars, Australia's net sales have decreased over the prior year
due to the continued weakness of the Australian dollar compared to the U.S.
dollar. Germany's net sales have decreased from the prior year as a result of
decreased demand for personal care products. Canadian sales have increased
slightly over the prior year as a result of sales growth and increased demand in
all product categories, particularly new products.
Gross Profit. Gross Profit was $37.6 million, or 40.9% of net sales in the
first six months of 1998 compared to $34.2 million or 42.1% of net sales in the
first six months of 1997. The increase in gross profit dollars is attributable
to the increased sales year over year. The decrease in gross margin percentage
is attributable to a $1.5 million charge to cost of sales for inventory
markdowns in connection with the restructuring of the Connecticut operations.
Additionally, Australia's gross profit percentages continue to decline due to
the negative currency impact previously discussed in the second quarter
analysis.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses increased to $37.7 million or 41.0% of net sales
compared to $32.4 million or 39.9% of net sales. The increase is the result of
increased advertising, primarily for Father's Day as well as continued
investment in sales and product development.
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<PAGE>
Operating Income (Loss). For the six months ended June 1998, the Company
recorded operating income of $1.1 million before restructuring charges of $8.0
million, which is consistent with operating income recorded in the prior year as
incremental gross profit from the increased sales were offset by higher
operating expenses. Including these restructuring charges, the operating loss
was $6.9 million.
Interest Expense. Interest expense for the first six months of 1998 was
$9.9 million compared to $9.2 million in the first six months of 1997 as a
result of higher outstanding borrowings in 1998.
Income Tax Benefit. For the six months ended June 1998, the benefit for
income taxes was $0.7 million compared to $0.3 million in the six months ended
June 1997.
Liquidity and Capital Resources
Net cash used in operating activities for the first six months of 1998 was
$1.1 million versus $3.6 million during the first six months of 1997. The
decrease was attributable to lower cash losses for the period and lower
disbursements for accounts payable and inventories, somewhat offset by lower
receivable collections.
The Company's operations are not capital intensive. During the first six
months of 1998 and 1997, the Company's capital expenditures totaled $1.9 million
and $2.6 million, respectively. Capital expenditures for 1998 are anticipated to
be approximately $4.0 million.
The Company made scheduled principal payments of $0.9 million on term loans
and borrowed an additional $0.8 million on various revolving credit agreements
during the first six months of 1998. The Company repurchased $0.2 million in
Common Units from the remaining Management Investors of the Company in January
1998.
The Company's primary sources of liquidity are funds generated from
operations and borrowings available pursuant to the Senior Credit Agreement. The
Senior Credit Agreement provides for $70 million in Revolving Credit Facilities
and $10 million in Term Loans and expire on June 30, 2002. The Revolving Credit
Facilities are subject to a borrowing base of 85% of eligible accounts
receivable and 60% of eligible inventory. In March 1998, the Company amended the
Senior Credit Agreement. As a result of this amendment, the Revolving Credit
Facilities' borrowing base can be increased as needed by $10 million over the
applicable percentage of eligible receivables and inventories (still limited to
the $70 million total facilities), and financial covenants were amended through
December 31, 1998. In addition, the interest rate on borrowings under the
Revolving Credit Facilities will be increased by one quarter percent during any
period that any of the additional $10 million in borrowing base is utilized. As
of June 30, 1998, availability under the Revolving Credit Facilities, including
the additional $10 million, was approximately $13.4 million. The Company
believes that cash generated from operations and borrowing resources will be
adequate to permit the Company to meet both its debt service requirements and
capital requirements for the next twelve months, although no assurance can be
given in this regard.
-11-
<PAGE>
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
During the quarter ended June 30, 1998, the Registrant did not file any
reports on Form 8-K.
-12-
<PAGE>
SIGNATURE
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.
REMINGTON PRODUCTS COMPANY, L.L.C.
By: /s/ Kris J. Kelley
-----------------------------------
Kris J. Kelley, Vice President and Controller
Date: August 17, 1998
-13-
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 2,039
<SECURITIES> 0
<RECEIVABLES> 30,828
<ALLOWANCES> 667
<INVENTORY> 60,186
<CURRENT-ASSETS> 96,120
<PP&E> 12,776
<DEPRECIATION> (6,353)
<TOTAL-ASSETS> 176,789
<CURRENT-LIABILITIES> 32,350
<BONDS> 178,150
0
0
<COMMON> 0
<OTHER-SE> (35,757)
<TOTAL-LIABILITY-AND-EQUITY> 176,789
<SALES> 91,885
<TOTAL-REVENUES> 91,885
<CGS> 54,309
<TOTAL-COSTS> 54,309
<OTHER-EXPENSES> 45,181
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,879
<INCOME-PRETAX> (17,607)
<INCOME-TAX> 650
<INCOME-CONTINUING> (16,957)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (16,957)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
