<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 October 2, 1994
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 0-2514
THE WACKENHUT CORPORATION
- - - - -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-0857245
- - - - -------------------------------------------------------------------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
1500 San Remo Avenue, Coral Gables, FL 33146
- - - - -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (305) 666-5656
--------------
- - - - -------------------------------------------------------------------------------
FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST
REPORT.
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 [ ]
At November 7, 1994, 3,858,885 shares of Series A and 3,864,287 shares of
Series B of the registrant's Common Stock were issued and outstanding.
Page 1 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following consolidated financial statements of the Corporation have been
prepared in accordance with the instructions to Form 10-Q and therefore, omit or
condense certain footnotes and other information normally included in financial
statements prepared in accordance with generally accepted accounting principles.
In the opinion of management, all adjustments (consisting only of normal
recurring accruals) necessary for a fair presentation of the financial
information for the interim periods reported have been made. Results of
operations for the thirty-nine weeks ended October 2, 1994 are not necessarily
indicative of the results for the entire fiscal year ending January 1, 1995.
Page 2 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THIRTEEN WEEKS ENDED
OCTOBER 2, 1994 and OCTOBER 3, 1993
(In thousands except per share data)
(UNAUDITED)
<TABLE>
<CAPTION>
1994 1993
------------------------
<S> <C> <C>
REVENUES $ 196,031 $ 165,111
------------------------
OPERATING EXPENSES:
Payroll and related taxes 138,161 122,786
Other operating expenses 54,007 39,656
------------------------
192,168 162,442
------------------------
OPERATING INCOME 3,863 2,669
------------------------
OTHER INCOME (EXPENSE):
Interest expense (1,130) (1,062)
Interest and investment income 487 461
Equity income of foreign affiliates 91 314
------------------------
(552) (287)
------------------------
INCOME BEFORE INCOME TAXES 3,311 2,382
Provision for income taxes 1,066 624
Minority interest, net of income taxes of $135 and $68 263 131
------------------------
INCOME BEFORE EXTRAORDINARY ITEM 1,982 1,627
Extraordinary item - early extinguishment
of debt, net of income taxes of $457 887 --
------------------------
NET INCOME $ 1,095 $ 1,627
------------------------
------------------------
EARNINGS PER SHARE:
Income before extraordinary item $ .21 $ .17
Extraordinary item - early extinguishment
of debt, net of income taxes (.10) --
------------------------
NET INCOME $ .11 $ .17
------------------------
------------------------
</TABLE>
See notes to Consolidated Financial Statements.
Page 3 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THIRTY-NINE WEEKS ENDED
OCTOBER 2, 1994 AND OCTOBER 3, 1993
(In thousands except per share data)
(UNAUDITED)
<TABLE>
<CAPTION>
1994 1993
------------------------
<S> <C> <C>
REVENUES $ 551,030 $ 489,274
------------------------
OPERATING EXPENSES:
Payroll and related taxes 399,544 363,229
Other operating expenses 140,378 118,568
------------------------
539,922 481,797
------------------------
OPERATING INCOME 11,108 7,477
------------------------
OTHER INCOME (EXPENSE):
Interest expense (3,174) (3,171)
Interest and investment income 1,259 1,712
Equity income of foreign affiliates 334 1,360
------------------------
(1,581) (99)
------------------------
INCOME BEFORE INCOME TAXES 9,527 7,378
Provision for income taxes 3,243 2,299
Minority interest, net of income taxes of $273 and $127 529 245
------------------------
INCOME BEFORE EXTRAORDINARY ITEM 5,755 4,834
Extraordinary item - early extinguishment
of debt, net of income taxes of $457 887 --
------------------------
NET INCOME $ 4,868 $ 4,834
------------------------
------------------------
EARNINGS PER SHARE:
Income before extraordinary item $ .60 $ .50
Extraordinary item - early extinguishment
of debt, net of income taxes (.10) --
------------------------
NET INCOME $ .50 $ .50
------------------------
------------------------
</TABLE>
See notes to Consolidated Financial Statements.
Page 4 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
OCTOBER 2, 1994 AND JANUARY 2, 1994
(In thousands except share data)
(UNAUDITED)
<TABLE>
<CAPTION>
1994 1993
------------------------
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 14,711 $ 7,821
Accounts receivable, less allowance for doubtful accounts
of $1,301 in 1994 and $687 in 1993 98,573 94,937
Inventories 7,083 6,243
Other 16,829 14,760
------------------------
137,196 123,761
------------------------
NOTES RECEIVABLE 1,722 2,085
------------------------
MARKETABLE SECURITIES AND CERTIFICATES OF DEPOSIT
of casualty reinsurance subsidiary 14,555 24,843
------------------------
PROPERTY AND EQUIPMENT, at cost 52,953 51,497
Accumulated depreciation (14,395) (13,374)
------------------------
38,558 38,123
------------------------
DEFERRED TAX ASSET, net 6,943 6,374
------------------------
OTHER ASSETS:
Investment in and advances to foreign affiliates, at cost,
including equity in undistributed earnings of $1,921 in 1994
and $2,370 in 1993 5,999 5,742
Other 10,450 10,369
------------------------
16,449 16,111
------------------------
$ 215,423 $ 211,297
------------------------
------------------------
</TABLE>
See notes to Consolidated Financial Statements.
Page 5 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
OCTOBER 2, 1994 AND JANUARY 2, 1994
(In thousands except share data)
(UNAUDITED)
<TABLE>
<CAPTION>
1994 1993
------------------------
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 1,841 $ 10,456
Accounts payable 16,867 16,711
Accrued payroll and related taxes 26,342 22,444
Accrued expenses 30,349 22,124
Deferred tax liability, net 495 --
------------------------
75,894 71,735
------------------------
RESERVES FOR LOSSES of casualty reinsurance subsidiary 35,994 33,500
------------------------
LONG-TERM DEBT 34,773 57,484
------------------------
MINORITY INTEREST 6,686 1,216
------------------------
SHAREHOLDERS' EQUITY:
Preferred stock, 10,000,000 shares authorized -- --
Common stock, $.10 par value, 20,000,000 shares authorized;
Series A common stock, 3,858,885 in 1994 and 1993
issued and outstanding 386 386
Series B common stock, 5,795,080 in 1994 and 3,858,885 in 1993
issued and outstanding 580 386
Additional paid-in capital 38,919 26,234
Retained earnings 25,857 23,268
Cumulative translation adjustment (3,275) (3,058)
Unrealized gain (loss) on marketable securities (391) 146
------------------------
62,076 47,362
------------------------
$ 215,423 $ 211,297
------------------------
------------------------
</TABLE>
See notes to Consolidated Financial Statements.
Page 6 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THIRTY-NINE WEEKS ENDED OCTOBER 2, 1994 AND OCTOBER 3, 1993
(In thousands)
(UNAUDITED)
<TABLE>
<CAPTION>
1994 1993
------------------------
<S> <C> <C>
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES:
Net Income $ 4,868 $ 4,834
Adjustments -
Depreciation expense 3,300 3,420
Amortization expense 3,927 3,820
Provision for bad debts 492 399
Equity income, net of dividends (128) (1,305)
Minority interests in net earnings 529 245
Other (217) (599)
Changes in assets and liabilities, net of effects
of purchase of controlling interest in foreign subsidiaries:
Decrease (increase) in assets:
Accounts receivable (4,047) 1,629
Inventories (4,001) (3,505)
Other current assets (1,778) 153
Marketable securities and certificates of deposit 9,751 (1,441)
Other assets 1,812 869
Deferred tax asset (569) 114
(Decrease) increase in liabilities:
Accounts payable and accrued expenses 6,606 (7,103)
Accrued payroll and related taxes 3,898 5,385
Deferred tax liability - current 495 (42)
Reserve for losses of casualty reinsurance subsidiary 2,494 1,902
------------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 27,432 8,775
------------------------
CASH FLOWS USED IN INVESTING ACTIVITIES:
Net proceeds from sale of Wackenhut Corrections
Corporation stock 17,626 --
Payments on notes receivable 363 844
Payment for acquisitions, net of cash (935) --
Investment in and advances to foreign affiliates (706) (1,868)
Capital expenditures (3,311) (2,674)
Deferred charge expenditures (169) --
------------------------
NET CASH USED IN INVESTING ACTIVITIES 12,868 (3,698)
------------------------
</TABLE>
(Continued)
Page 7 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THIRTY-NINE WEEKS ENDED OCTOBER 2, 1994 AND OCTOBER 3, 1993
(In thousands)
(UNAUDITED)
(Continued)
<TABLE>
<CAPTION>
1994 1993
------------------------
<S> <C> <C>
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES:
Proceeds from issuance of debt 137,209 71,452
Payments on debt (168,535) (72,670)
Dividends paid (2,084) (2,084)
------------------------
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES (33,410) (3,302)
------------------------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS 6,890 1,775
Cash and Cash Equivalents, at beginning of period 7,821 4,899
------------------------
CASH AND CASH EQUIVALENTS, AT END OF PERIOD $ 14,711 $ 6,674
------------------------
------------------------
SUPPLEMENTAL DISCLOSURES
CASH PAID DURING THE PERIOD FOR:
Interest $ 3,095 $ 3,090
Income taxes $ 434 $ 1,479
NON-CASH FINANCING ACTIVITY:
Stock split in the form of a 25% dividend declared during 1994 $ 193 $ --
</TABLE>
See notes to Consolidated Financial Statements.
Page 8 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. SIGNIFICANT ACCOUNTING POLICIES
The accounting policies followed for the quarterly financial reporting are the
same as those disclosed in Note 1 of the Notes to Consolidated Financial
Statements included in the Corporation's Annual Report on Form 10-K for the
fiscal year ended January 2, 1994. Certain prior year amounts have been
reclassified to conform with current year financial statement presentation.
2. LONG-TERM DEBT
Long-term debt consisted of the following (in thousands):
<TABLE>
<CAPTION>
October 2, January 2,
1994 1994
------------------------
<S> <C> <C>
Senior note payable - 10.2% $ -- $ 25,000
Revolving loan - 5.7% in 1994 and 4.2% in 1993 19,000 26,150
First mortgage note on headquarters building -
5.9% in 1994 and 4.3% in 1993 16,243 16,790
Revolving line of credit -
Wackenhut Corrections Corporation Australia Pty., Ltd.
5.8% in 1994 1,371 --
------------------------
36,614 67,940
Less - Current portion of long-term debt (1,841) (10,456)
------------------------
$ 34,773 $ 57,484
------------------------
------------------------
</TABLE>
3. WACKENHUT CORRECTIONS CORPORATION INITIAL PUBLIC OFFERING
In August 1994, Wackenhut Corrections Corporation ("WCC"), a formerly wholly
owned subsidiary of the Corporation, completed an initial public offering (the
"IPO"). WCC received net proceeds of approximately $17,626,000 from the IPO.
The Corporation has reflected amounts received in excess of its investment in
WCC, less the approximate 27% minority interest, as an increase in
additional-paid-in capital.
4. STOCK SPLIT EFFECTED IN THE FORM OF A STOCK DIVIDEND
On October 29, 1994, the Corporation's Board of Directors, at its regular
quarterly meeting, declared a stock split to be effected in the form of a
twenty-five percent (25%) stock dividend, payable on January 9, 1995 to
stockholders of record at the close of business on December 22, 1994. The stock
split to be effected in the form of a 25% stock dividend, is payable in Series B
common stock to holders of the Corporation's Series A and B shares. The
accompanying financial statements have been retroactively restated to reflect
the stock split.
Page 9 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
FINANCIAL CONDITION
On August 2, 1994, Wackenhut Corrections Corporation, a subsidiary of the
Corporation ("WCC"), sold 1,900,000 shares of common stock at an offering price
of $9.00 per share in connection with its initial public offering ("IPO"). On
September 1, 1994, an additional 285,000 shares related to the overallotment
option were sold. Net proceeds of $17,626,000 from the IPO were used to repay
bank debt and indebtedness to the Corporation which the Corporation used on
August 2, 1994 to prepay the $12,500,000 Senior Note due September 30, 2000 at a
premium of $1,344,000 before income taxes.
Reference is made to Item 7, Part II of the Corporation's Annual Report on Form
10-K for the fiscal year ended January 2, 1994 for discussion and analysis of
information pertaining to the Corporation's financial condition.
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the
Corporation's consolidated financial statements and the notes thereto.
CONSOLIDATED STATEMENTS OF INCOME FOR THE THIRTEEN WEEKS :
Consolidated revenues increased $30,920,000 (18.7%) in the third quarter of 1994
compared to the same quarter last year. The increase was principally
attributable to the Government Services Group which contributed $14,993,000 to
the increase. Australasian Correctional Management Pty., Ltd (ACM), which has
been consolidated for the first time this year, contributed $6,400,000 in
revenues during the third quarter of 1994 and WCC recorded an increase in
construction and design revenues of $5,502,000. The Security Services Division
reported increased revenues of $11,417,000 during the third quarter of 1994
principally due to new contracts with Allied Signal and the Department of
Transportation of the State of Hawaii and an overall increase in billable guard
hours and billing rates.
Payroll and related taxes increased $15,375,000 (12.5%) and other operating
expenses increased $14,351,000 (36.2%) in the third quarter of 1994 versus the
third quarter last year. The increase can be attributed to the increase in
revenues mentioned above and to the consolidation of ACM. Revenues derived from
ACM and the construction contracts have a larger portion of non-labor costs than
other services provided by the Corporation.
Operating income was $1,194,000 (44.7%) higher in the third quarter of 1994 than
in the same quarter in 1993. An increase in operating income of $924,000
resulted from the consolidation of ACM and the increase in construction and
design activities. In addition, the Government Services Group benefited from the
sale and discontinuation of Wackenhut Monitoring Inc. and Wackenhut Applied
Technologies Center Incorporated, which had combined operating losses of
$340,000 in the third quarter of 1993.
Page 10 of 14
<PAGE>
Equity income of foreign affiliates decreased $223,000 in the third quarter of
1994 versus 1993 as a result of the consolidation of ACM. Minority interest
expense increased $132,000, net of income taxes, due to the decrease in
ownership by the Corporation in WCC as a result of its IPO during the third
quarter of 1994.
Income before provision for income taxes was $929,000 (39.0%) higher in the
third quarter of 1994 versus 1993. The effective income tax rate was lower than
the combined Federal and state corporate tax rates for both quarters of 1994 and
1993 due to targeted job tax credits, tax exempt interest income and capital
loss carryforwards.
Income before extraordinary item was $1,982,000 and $1,627,000 at the end of the
third quarter of 1994 and 1993, respectively, or an increase of $355,000
(21.8%). In August 1994, the Corporation prepaid the remaining $12,500,000
senior note to an insurance company. This prepayment resulted in an
extraordinary charge for early extinguishment of debt in the amount of $887,000
(net of applicable income taxes). Net income decreased to $1,095,000 from
$1,627,000 in the third quarter of 1994 compared to the third quarter of 1993
due to the factors described above.
CONSOLIDATED STATEMENTS OF INCOME FOR THE THIRTY-NINE WEEKS:
Consolidated revenues were $551,030,000 during the first nine months of 1994 as
compared to $489,274,000 during the equivalent period in 1993, or an increase of
$61,756,000 (12.6%). The Security Services Division of the Domestic Operations
Group contributed $33,270,000 to the increase in revenues for the nine months
ended October 2, 1994. This increase was attributable to several new national
contracts obtained in the second and third quarters of 1993 and an overall
increase in billable guard hours and billing rates. Revenues of the Government
Services Group were $21,477,000 higher in the first nine months of 1994
compared to the same period in 1993. The consolidation of ACM in 1994
contributed $16,500,000 to the increase in revenues during the nine months ended
October 2, 1994, and construction and design services contributed $12,900,000
to the increase in revenues during the same period in 1993. These increases
were partially offset by a $7,818,000 decrease in revenues related to Department
of Energy business.
Payroll and related taxes increased $36,315,000 (10.0%) and other operating
expenses increased $21,810,000 (18.4%) during the first nine months of 1994
compared to the same period in 1993. These increases in costs resulted from the
growth of business from new security contracts, the consolidation of ACM and
increases in construction and design expenses incurred during 1994 as a result
of the increase in related revenues. The revenues derived from ACM and
construction contracts have a larger portion of non-labor costs than other
services provided by the Corporation.
Operating income increased to $11,108,000 from $7,477,000 for the first nine
months of 1994 compared to the same period last year, or an increase of
$3,631,000 (48.6%). The Security Services Division was able to capitalize on
higher revenues associated with new contracts acquired during the second and
third quarters of 1993. The Government Services Group benefited from the sale
and discontinuation of non-core businesses which incurred operating losses of
$1,404,000 in the first nine months of 1993. Operating income increased
$2,100,000 in 1994 over the first nine months of 1993 due to the consolidation
of ACM along with the increase in construction and design activities.
Page 11 of 14
<PAGE>
Other expenses (net) amounted to $1,581,000 and $99,000 during the first nine
months ended October 2, 1994 and October 3, 1993, respectively. The increase
during 1994 was principally due to a reduction of $1,026,000 in equity income
of foreign affiliates, which included equity income of ACM during 1993. In
addition, interest and investment income declined $453,000 in the first nine
months of 1994 due to a decrease in gains on sale of investments of the casualty
reinsurance subsidiary.
Income before provision for income taxes was $2,149,000 (29.1%) higher for the
first nine months of 1994 versus the same period in 1993. The provision for
income taxes was lower than the combined Federal and state corporate tax rates
for both periods in 1994 and 1993 due to targeted jobs tax credits, tax exempt
interest income and capital loss carryforwards. The effective Federal income
tax rate for 1993 was further reduced by a favorable IRS audit adjustment.
Minority interest expense, net of income taxes, increased $284,000 during the
first nine months of 1994 when compared to the same period in 1993 due to the
IPO of WCC which resulted in a decrease in ownership in the subsidiary by the
Corporation.
Net income before extraordinary item was $5,755,000 and $4,834,000 during the
first nine months of 1994 and 1993, respectively, or an increase of $921,000
(19.1%). In August 1994, the Corporation prepaid the remaining $12,500,000
Senior Note to an insurance company. This prepayment resulted in an
extraordinary charge for early extinguishment of debt in the amount of $887,000
(net of applicable income taxes). Net income decreased $34,000 during the first
nine months of 1994 compared to the same period in 1993 due to the factors
described above.
Page 12 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The nature of the Corporation's business results in claims or litigation
alleging that the Corporation is liable for damages arising from the conduct of
its employees or others.
Reference is made to Item 1, Part II of the Corporation's Quarterly Report on
Form 10-Q for the quarterly period ended April 3, 1994 for legal proceedings.
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
Not applicable.
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a). Exhibits - Exhibit 27 - Financial Data Schedule
(b). Reports on Form 8-K -
On August 12, 1994, the Corporation filed a Form 8-K to report the initial
public offering of Wackenhut Corrections Corporation, a subsidiary of the
Corporation. After the completion of the sale, the Corporation owns 73.3% of the
issued and outstanding shares of common stock of the subsidiary. Financial
statements and pro forma financial information were not required since the
transaction did not meet materiality requirements.
Page 13 of 14
<PAGE>
THE WACKENHUT CORPORATION AND SUBSIDIARIES
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.
THE WACKENHUT CORPORATION
DATE: November 11, 1994 /s/ RICHARD C. DECOOK
------------------------------------------
Richard C. DeCook, Senior Vice President -
Finance and Chief Financial Officer
DATE:November 11, 1994 /s/ JUAN D. MIYAR
------------------------------------------
Juan D. Miyar, Vice President - Accounting
Services and Corporate Controller
Page 14 of 14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-01-1995
<PERIOD-START> JAN-03-1994
<PERIOD-END> OCT-02-1994
<CASH> 14,711
<SECURITIES> 0
<RECEIVABLES> 99,874
<ALLOWANCES> (1,301)
<INVENTORY> 7,083
<CURRENT-ASSETS> 137,196
<PP&E> 52,953
<DEPRECIATION> (14,395)
<TOTAL-ASSETS> 215,423
<CURRENT-LIABILITIES> 75,894
<BONDS> 34,773
<COMMON> 966
0
0
<OTHER-SE> 61,110
<TOTAL-LIABILITY-AND-EQUITY> 215,423
<SALES> 551,030
<TOTAL-REVENUES> 551,030
<CGS> 0
<TOTAL-COSTS> 539,922
<OTHER-EXPENSES> 1,581
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 9,527
<INCOME-TAX> 3,243
<INCOME-CONTINUING> 5,755
<DISCONTINUED> 0
<EXTRAORDINARY> 887
<CHANGES> 0
<NET-INCOME> 4,868
<EPS-PRIMARY> .50
<EPS-DILUTED> 0
</TABLE>
