UNITED STATES
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 June 30, 1999
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 0-22963
BIG DOG HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 52-1868665
(State or jurisdiction of (IRS employer
incorporation or organization) identification no.)
121 GRAY AVENUE
SANTA BARBARA, CALIFORNIA 93101
(Address of principal executive offices) (zip code)
(805) 963-8727
(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.
X Yes No
The number of shares outstanding of the registrant's common stock, par
value $.01 per share, at August 13, 1999 was 12,000,350 shares.
<PAGE>
BIG DOG HOLDINGS, INC
INDEX TO FORM 10-Q
PAGE
NO.
PART I. FINANCIAL INFORMATION................................................3
ITEM 1: FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
June 30, 1999 and December 31, 1998..................................3
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months and six months ended June 30, 1999 and 1998.............4
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended June 30, 1999 and 1998..............................5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS...........................6
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS............................................7
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK..........10
PART II. OTHER INFORMATION...................................................10
ITEM 1: LEGAL PROCEEDINGS...................................................10
ITEM 2: CHANGES IN SECURITIES...............................................10
ITEM 3: DEFAULTS UPON SENIOR SECURITIES.....................................10
ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.................10
ITEM 5: OTHER INFORMATION...................................................11
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K....................................11
SIGNATURES...................................................................11
<PAGE>
PART 1 FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
BIG DOG HOLDINGS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
June 30, December 31,
1999 1998
------------- -------------
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents........................ $ 2,622,000 $ 13,458,000
Accounts receivable, net......................... 829,000 906,000
Inventories...................................... 25,879,000 23,345,000
Prepaid expenses and other current assets........ 1,392,000 811,000
Deferred income taxes............................ 1,788,000 872,000
------------ ------------
Total current assets........................... 32,510,000 39,392,000
PROPERTY AND EQUIPMENT, Net......................... 13,978,000 12,983,000
INTANGIBLE ASSETS, Net.............................. 27,000 30,000
OTHER ASSETS........................................ 547,000 589,000
------------ ------------
TOTAL............................................... $ 47,062,000 $ 52,994,000
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable................................. $ 4,071,000 $ 3,494,000
Income taxes payable............................. 144,000 2,621,000
Accrued expenses and other current liabilities... 2,008,000 2,928,000
----------- ------------
Total current liabilities...................... 6,223,000 9,043,000
DEFERRED RENT....................................... 810,000 764,000
----------- ------------
Total liabilities................................ 7,033,000 9,807,000
----------- ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value, 3,000,000
shares authorized, none issued and outstanding
Common stock, $.01 par value, 30,000,000 shares
authorized, 13,183,550 issued at June 30, 1999
and December 31, 1998.......................... 132,000 132,000
Additional paid-in capital....................... 42,296,000 42,296,000
Retained earnings................................ 5,118,000 7,764,000
Treasury stock, 1,183,200 and 1,083,200 shares
at June 30, 1999 and December 31, 1998,
respectively................................... (7,006,000) (6,494,000)
Notes receivable from common stockholders........ (511,000) (511,000)
------------ ------------
Total stockholders' equity..................... 40,029,000 43,187,000
------------ ------------
TOTAL............................................... $ 47,062,000 $ 52,994,000
============ ============
</TABLE>
See accompanying notes.
<PAGE>
<TABLE>
<CAPTION>
BIG DOG HOLDINGS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
------------------------------- -------------------------------
1999 1998 1999 1998
-------------- ------------ ------------- ------------
<S> <C> <C> <C> <C>
NET SALES.................................... $ 24,093,000 $ 22,389,000 $ 40,836,000 $ 36,601,000
COST OF GOODS SOLD........................... 9,533,000 8,816,000 17,389,000 15,378,000
------------ ------------ ------------ ------------
GROSS PROFIT................................. 14,560,000 13,573,000 23,447,000 21,223,000
------------ ------------ ------------ ------------
OPERATING EXPENSES:
Selling, marketing and distribution....... 12,107,000 11,766,000 23,430,000 22,216,000
General and administrative................ 1,249,000 1,332,000 2,464,000 2,482,000
------------ ------------ ------------ ------------
Total operating expenses................ 13,356,000 13,098,000 25,894,000 24,698,000
------------ ------------ ------------ ------------
INCOME (LOSS) FROM OPERATIONS................ 1,204,000 475,000 (2,447,000) (3,475,000)
INTEREST INCOME, Net......................... --- (56,000) (94,000) (307,000)
------------ ------------ ------------ ------------
INCOME (LOSS) BEFORE PROVISION
(BENEFIT) FROM INCOME TAXES............... 1,204,000 531,000 (2,353,000) (3,168,000)
PROVISION (BENEFIT) FROM INCOME TAXES........ 470,000 204,000 (917,000) (1,216,000)
------------ ------------ ------------ ------------
NET INCOME (LOSS)............................ $ 734,000 $ 327,000 $ (1,436,000) $ (1,952,000)
============ ============ ============ ============
NET INCOME (LOSS) PER SHARE
BASIC AND DILUTED......................... $ 0.06 $ 0.03 $ (0.12) $ (0.15)
============ ============ ============ ============
WEIGHTED AVERAGE SHARES OUTSTANDING
BASIC..................................... 12,029,000 12,476,000 12,064,000 12,811,000
DILUTED .................................. 12,160,000 12,532,000 12,064,000 12,811,000
</TABLE>
See accompanying notes.
<PAGE>
<TABLE>
<CAPTION>
BIG DOG HOLDINGS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Six Months Ended
June 30,
--------------------------------
1999 1998
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss..................................................................... $(1,436,000) $(1,952,000)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization.............................................. 2,053,000 1,726,000
Provision for losses on receivables........................................ 27,000 15,000
Loss on disposition of property and equipment.............................. 15,000 81,000
Deferred income taxes...................................................... (916,000) (1,339,000)
Changes in operating assets and liabilities:
Receivables.............................................................. 50,000 (174,000)
Inventories.............................................................. (2,534,000) (9,384,000)
Prepaid expenses and other assets........................................ (581,000) (1,448,000)
Accounts payable......................................................... 577,000 2,119,000
Income taxes payable..................................................... (2,477,000) (1,395,000)
Accrued expenses and other current liabilities........................... (920,000) (447,000)
Deferred rent............................................................ 46,000 147,000
----------- -----------
Net cash used in operating activities.................................. (6,096,000) (12,051,000)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures......................................................... (3,049,000) (4,182,000)
Proceeds from sale of capitalized assets..................................... --- 13,000
Other ....................................................................... 19,000 (158,000)
----------- -----------
Net cash used in investing activities.................................. (3,030,000) (4,327,000)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repurchase of common stock................................................... (512,000) (6,113,000)
Proceeds from exercise of warrants........................................... --- 72,000
Principal repayments of notes receivable..................................... 12,000 12,000
Dividend payment............................................................. (1,210,000) ---
----------- -----------
Net cash used in financing activities.................................. (1,710,000) (6,029,000)
----------- -----------
NET DECREASE IN CASH............................................................ (10,836,000) (22,407,000)
CASH, BEGINNING OF PERIOD....................................................... 13,458,000 23,508,000
----------- -----------
CASH, END OF PERIOD............................................................. $ 2,622,000 $ 1,101,000
=========== ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for:
Interest................................................................... $ 15,000 $ ---
Income taxes............................................................... $ 2,474,000 $ 1,514,000
</TABLE>
See accompanying notes.
<PAGE>
BIG DOG HOLDINGS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 1. Basis of Presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Rule 10-01 of Regulations
S-X. Accordingly, they 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, consisting only of normal
recurring entries necessary for a fair presentation have been included.
Operating results for the six month period ended June 30, 1999 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 1999. For further information, refer to the financial statements
and footnotes thereto for Big Dog Holdings, Inc. and its wholly owned
subsidiary, Big Dog USA, Inc. (the 'Company') included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1998.
NOTE 2. Short-term Borrowings
The Company has a borrowing arrangement with a bank whereby the Company
may, from time to time and upon approval from the bank, borrow up to $8 million.
Such borrowings may be used for cash advances and letters of credit. The
borrowing arrangement provides for interest at the bank's prime rate less 3/8%
or 250 basis points over the LIBOR rate and is collateralized by substantially
all the assets of the Company. As of June 30, 1999, the Company had no advances
and $1.9 million of letters of credit outstanding. The letters of credit expire
through December 31, 1999.
NOTE 3. Stockholders' Equity
In March 1998, the Company announced that its Board authorized the
repurchase of up to $10,000,000 of its common stock. Between April 1, 1999 and
August 11, 1999, the Company repurchased 100,000 shares of common stock.
NOTE 4. Dividend Paid
On March 6, 1999, the Company paid an annual dividend to stockholders of
record at the close of business on February 22, 1999, in the amount of $0.10 per
share, totaling $1,210,000.
NOTE 5. Recently Issued Accounting Standards
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities." SFAS No. 133 establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts (collectively referred to as
derivatives), and for hedging activities. It requires that an entity recognize
all derivatives as either assets or liabilities in the statement of financial
position and measure those instruments at fair value. The Company will adopt
SFAS No. 133 in the year ending December 31, 2000. The Company anticipates that
the adoption of SFAS No. 133 will not have a material impact on the Company's
financial statements.
ITEM 2:
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management's discussion and analysis should be read in conjunction with the
Company's financial statements and notes related thereto. Certain minor
differences in the amounts below result from rounding of the amounts shown in
the consolidated financial statements.
RESULTS OF OPERATIONS
Three Months Ended June 30, 1999 and 1998
NET SALES. Net sales consist of sales from the Company's stores, catalog,
and wholesale accounts, all net of returns and allowances. Net sales increased
to $24.1 million for the three months ended June 30, 1999 from $22.4 million for
the same period in 1998, an increase of $1.7 million or 7.6%. Of the increase,
$1.4 million was attributable to stores not yet qualifying as comparable stores
and $0.3 million to a 1.7% comparable stores sales increase.
GROSS PROFIT. Gross profit increased to $14.6 million for the three months
ended June 30, 1999 from $13.6 million for the same period in 1998, an increase
of $1.0 million or 7.4%. As a percentage of net sales, gross profit decreased to
60.4% in the three months ended June 30, 1999 from 60.6% in the same period in
1998. This 0.2% decrease was due in part to a change in the retail sales product
mix.
SELLING, MARKETING AND DISTRIBUTION EXPENSES. Selling, marketing and
distribution expenses consist of expenses associated with creating, distributing
and selling products through all channels of distribution, including occupancy,
payroll and catalog costs. Selling, marketing and distribution expenses
increased to $12.1 million in the three months ended June 30, 1999 from $11.8
million in the same period for 1998, an increase of $0.3 million, or 2.5%. As a
percentage of net sales, these expenses decreased to 50.3% in the three months
ended June 30, 1999 from 52.6% in the same period in 1998. The 2.3% decrease in
selling, marketing and distribution expenses is primarily attributable to
operating efficiencies achieved with respect to the Company's distribution
center.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
consist of administrative salaries, corporate occupancy costs and other
corporate expenses. General and administrative expenses decreased to $1.2
million for the three months ended June 30, 1999 from $1.3 million for the same
period in 1998, a decrease of $0.1 million or 7.7%. As a percentage of net
sales, these expenses decreased to 5.2% in the three months ended June 30, 1999
from 5.9% in the same period in 1998. The percentage decrease in general and
administrative expenses reflects certain expense reductions and the operating
leverage of spreading these expenses over a larger revenue base.
INTEREST INCOME. The Company had no interest income in the three months
ended June 30, 1999. This is a decrease from $0.1 million of interest income in
the same period in 1998, principally due to lower cash balances in 1999.
Six Months Ended June 30, 1999 and 1998
NET SALES. Net sales increased to $40.8 million for the six months ended
June 30, 1999 from $36.6 million for the same period in 1998, a net increase of
$4.2 million or 11.5%. Of the increase, $3.1 million was attributable to stores
not yet qualifying as comparable stores, $0.6 million to a 2.0% comparable
stores sales increase, and $0.8 million to an increase in the Company's
wholesale business, net of a $0.3 million decrease in the Company's mail order
business.
GROSS PROFIT. Gross profit increased to $23.4 million for the six months
ended June 30, 1999 from $21.2 million for the same period in 1998, an increase
of $2.2 million or 10.4%. As a percentage of net sales, gross profit decreased
to 57.4% in the six months ended June 30, 1999 from 58.0% in the same period in
1998. This 0.6% decrease was due in part to a change in the retail sales product
mix.
SELLING, MARKETING AND DISTRIBUTION EXPENSES. Selling, marketing and
distribution expenses increased to $23.4 million in the six months ended June
30, 1999 from $22.2 million in the same period for 1998, an increase of $1.2
million, or 5.4%. As a percentage of net sales, these expenses decreased to
57.4% in the six months ended June 30, 1999 from 60.7% in the same period in
1998. The 3.3% decrease in selling, marketing and distribution expenses was
primarily attributable to operating efficiencies achieved with respect to the
Company's distribution center.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
remained constant at $2.5 million for the six months ended June 30, 1999 and
1998. As a percentage of net sales, these expenses decreased to 6.0% in the six
months ended June 30, 1999 from 6.8% in the same period in 1998. The percentage
decrease in general and administrative expenses reflects the operating leverage
of spreading these expenses over a larger revenue base.
INTEREST INCOME. Interest income decreased to $0.1 million in the six
months ended June 30, 1999 from $0.3 million in the same period in 1998,
principally due to lower cash balances in 1999.
LIQUIDITY AND CAPITAL RESOURCES
During the six months ended June 30, 1999, the Company's primary uses of
cash were for merchandise inventories, income taxes, capital expenditures and
dividends paid to stockholders. The Company satisfied its cash requirements
primarily from cash flow from operations and excess cash.
Cash used in operating activities was $6.1 million and $12.1 million for
the six months ended June 30, 1999 and 1998, respectively. The $6.0 million
decrease was primarily due to a reduction in inventory purchases during the
period.
Cash used in investment activities for the six months ended June 30, 1999
and 1998 were $3.0 million and $4.3 million, respectively. Cash flows used in
investment activities in the first six months of 1999 related to the build-out
of the second floor mezzanine at the Company's distribution facility, 6 new
store openings and capital additions to the Company's existing stores. Cash
flows used in investment activities in the first six months of 1998 related
primarily to build-out and equipment purchases related to the Company's
distribution facility and 15 new store openings.
Cash used in financing activities in the six months ended June 30, 1999 and
1998 were $1.7 million and $6.0 million, respectively. In the six months ended
June 30, 1999, the Company paid a discretionary dividend of $0.10 per share to
stockholders for a total dividend payment of $1.2 million, and repurchased
100,000 shares of its common stock for a total purchase price of $0.5 million.
In the same period of 1998, the Company repurchased 971,700 shares of its common
stock for a total purchase price of $6.1 million.
The Company has a borrowing arrangement with a bank whereby the Company
may, from time to time and upon approval from the bank, borrow up to $8 million.
Such borrowings may be used for cash advances and letters of credit. The
borrowing arrangement provides for interest at the bank's prime rate less 3/8%
or 250 basis points over the LIBOR rate and is collateralized by substantially
all the assets of the Company. As of June 30, 1999, the Company had no advances
and $1.9 million of letters of credit outstanding. The letters of credit expire
through December 31, 1999.
SEASONALITY
The Company believes its seasonality is somewhat different than many
apparel retailers since a significant number of the Company's stores are located
in tourist areas and outdoor malls that have different visitation patterns than
urban and suburban retail centers. The third and fourth quarters (consisting of
the summer vacation, back-to-school and Christmas seasons) have historically
accounted for the largest percentage of the Company's annual sales and profits.
The Company has historically incurred operating losses in its first quarter and
close to break-even results in the second quarter. As the Company continues to
open new stores, this seasonal pattern in the foreseeable future will become
even greater and will reflect a larger percentage of its sales and profits in
the third and fourth quarters.
YEAR 2000
The Year 2000 issue is the result of computer programs being written to use
two digits to define year dates. Computer programs running date-sensitive
software may recognize a date using "00" as the year 1900 rather than the year
2000. This could result in systems failure or miscalculations causing
disruptions of operations.
In March 1999, the Company completed the upgrading of its major software
systems to a new release which has been certified as Year 2000 compliant. The
Company has substantially completed the internal testing of its information
technology systems and will continue to monitor such systems through the fall of
1999. The Company has also addressed internally its non-information technology
related systems and expects no significant operational problems relating to the
Year 2000 issues. The costs of the Company's Year 2000 compliance project are
not expected to be material to the Company's financial position.
The Company has requested all significant third-party vendors to certify
Year 2000 compliance. While there can be no guaranty that such vendors will be
Year 2000 compliant, the Company does not expect any material adverse impact on
its business operations by the failure of any of its vendors to complete any
required changes related to the Year 2000 date conversion.
STATEMENT REGARDING FORWARD LOOKING DISCLOSURE
Certain sections of this Quarterly Report on Form 10-Q, including the
preceding "Management's Discussion and Analysis of Financial Condition and
Results of Operations," contain various forward looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E
of the Securities Exchange Act of 1934, as amended, which represents the
Company's expectations or beliefs concerning future events. These forward
looking statements involve risk and uncertainties, and the Company cautions that
these statements are further qualified by important factors that could cause
actual results to differ materially from those in the forward looking
statements. Primary factors that could cause actual results to differ include
those listed in the Company's Form 10-K for the year ended December 31, 1998
filed with the Securities and Exchange Commission.
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not applicable
PART II. OTHER INFORMATION
ITEM 1: LEGAL PROCEEDINGS
Not applicable
ITEM 2: CHANGES IN SECURITIES
Not applicable
ITEM 3: DEFAULTS UPON SENIOR SECURITIES
Not applicable
ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Registrant's Annual Meeting of Stockholders was held on May 20, 1999.
Proxies for the Annual Meeting were solicited pursuant to Regulation 14
under the Securities Exchange Act of 1934, as amended. There was no solicitation
in opposition to management's nominees as listed in the Proxy Statement. Such
nominees were elected.
The matters voted upon at the Annual Meeting and the results thereof were
as follows:
1. To elect Class II Directors, each to hold office for a three-year term
and until each of their successors are elected and qualified.
<TABLE>
<CAPTION>
FOR WITHHELD
<S> <C> <C>
Robert H. Schnell 10,060,503 0
David J. Walsh 10,060,503 0
</TABLE>
2. To ratify the election of Deloitte & Touche LLP as independent certified
public accountants for the year ending December 31, 1999.
<TABLE>
<CAPTION>
FOR AGAINST ABSTAINED
<S> <C> <C> <C>
10,060,503 100 475
</TABLE>
ITEM 5: OTHER INFORMATION
Not available
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit No Document Description
27.1 Financial Data Schedule
(b) Reports on Form 8-K
Not applicable
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.
BIG DOG HOLDINGS, INC.
August 13, 1999 /s/ ANDREW D. FESHBACH
Andrew D. Feshbach
President and Chief Executive Officer
(Principal Executive Officer)
August 13, 1999 /s/ ROBERTA J. MORRIS
Roberta J. Morris
Chief Financial Officer and Treasurer
(Principal Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BIG DOG
HOLDINGS, INC.'S FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1999, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 2622
<SECURITIES> 0
<RECEIVABLES> 925
<ALLOWANCES> (96)
<INVENTORY> 25879
<CURRENT-ASSETS> 32510
<PP&E> 24741
<DEPRECIATION> (10763)
<TOTAL-ASSETS> 47062
<CURRENT-LIABILITIES> 6223
<BONDS> 0
0
0
<COMMON> 132
<OTHER-SE> 39897
<TOTAL-LIABILITY-AND-EQUITY> 47062
<SALES> 40836
<TOTAL-REVENUES> 40836
<CGS> 17389
<TOTAL-COSTS> 25894
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (94)
<INCOME-PRETAX> (2353)
<INCOME-TAX> (917)
<INCOME-CONTINUING> (1436)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1436)
<EPS-BASIC> (0.12)
<EPS-DILUTED> (0.12)
</TABLE>