<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998
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 000-23899
BOLLE INC.
------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 13-3934135
- ------------------------ ------------------------------------
(STATE OF INCORPORATION) (I.R.S. EMPLOYER IDENTIFICATION NO.)
Suite B-302
555 Theodore Fremd Avenue
Rye, New York 10580
- --------------------------------------- ----------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
Registrant's telephone number, including area code: (914) 967-9475
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 [ ]
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE REGISTRANT'S CLASSES OF
COMMON STOCK AS OF THE LATEST PRACTICABLE DATE.
Common Shares, par value $.01 - 6,891,826 Shares as of August 12, 1998
Page 1 of 12.
Exhibit Index Appears at page 11.
<PAGE> 2
PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
BOLLE INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents $ 2,060 $ 1,204
Trade receivables from related parties 1,120
Trade receivables, net 12,191 11,332
Inventories 15,099 11,734
Other current assets 2,964 1,617
----------- -----------
Total current assets 32,314 27,007
Property and equipment, net 4,469 4,687
Trademarks, net 38,081 39,029
Goodwill and other intangible assets, net 27,002 23,447
Equity in and notes receivable from affiliated companies 5,728
Other assets 5,991 527
----------- -----------
Total assets $ 113,585 $ 94,697
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Short term debt and current portion of long term debt $ 9,036 $
Accounts payable 4,957 6,247
Indebtedness to related parties 35,782
Accrued compensation 890 1,111
Other accrued expenses 7,695 4,803
----------- -----------
Total current liabilities 22,578 47,943
Long-term debt, net of current portion 6,677
Zero coupon convertible subordinated notes 7,000
Deferred tax liability 14,000 14,000
Other long-term liabilities 3,235 2,856
----------- -----------
Total liabilities 53,490 64,799
----------- -----------
Minority interest 10
Mandatorily redeemable preferred stock - redemption value $11,055;
par value $.01; 64 shares authorized, issued and outstanding 11,055 11,055
Mandatorily redeemable cumulative preferred stock - redemption value
$9,625; par value $0.01; 10 shares authorized, issued and outstanding 9,795
Stockholders' equity:
Common stock - par value $.01; 25,000 shares authorized,
6,885 shares issued and outstanding 69
Additional paid-in capital 44,827 23,960
Cumulative translation adjustment (1,425) (462)
Accumulated deficit (4,236) (4,655)
----------- -----------
Total stockholders' equity 39,235 18,843
----------- -----------
Total liabilities, mandatorily redeemable preferred stock,
minority interest and stockholders' equity $ 113,585 $ 94,697
=========== ===========
</TABLE>
2
See accompanying notes to condensed financial statements.
<PAGE> 3
BOLLE INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30,
1998 1997 1998 1997
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUES:
Net sales $ 13,748 $ 5,420 $ 24,476 $ 10,478
COSTS AND EXPENSES
Cost of sales 5,931 2,160 11,218 4,938
Selling, general and administrative expense 6,986 2,905 12,416 5,938
Interest expense 311 47 794 68
Other (income) expense (405) (298) (919) (586)
----------- ----------- ----------- -----------
Total costs and expenses 12,823 4,814 23,509 10,358
----------- ----------- ----------- -----------
Income before income taxes 925 606 967 120
Provision for income taxes 351 194 368 38
Minority interests 10 10
----------- ----------- ----------- -----------
Net income 564 412 589 82
Preferred dividend 141 170
----------- ----------- ----------- -----------
Net income attributable to common stock $ 423 $ 412 $ 419 $ 82
=========== =========== =========== ===========
Comprehensive income $ 1,134 $ 412 $ 11 $ 82
=========== =========== =========== ===========
Weighted average shares outstanding:
Basic 6,746,069 100 4,111,210 100
Diluted 7,234,068 100 4,407,503 100
Earnings per share:
Basic $ 0.06 $ 4,121.40 $ 0.10 $ 813.70
Diluted $ 0.06 $ 4,121.40 $ 0.10 $ 813.70
</TABLE>
3
See accompanying notes to condensed financial statements.
<PAGE> 4
BOLLE INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
For the six months ended June 30,
1998 1997
<S> <C> <C>
Net cash provided by operating activities $ 1,760 $ 662
-------- --------
Cash flows from investing activities:
Non compete agreement and intangible assets (350) (50)
Capital expenditures (372) (29)
Proceeds from sale of assets 5,567 6
Cash paid for acquisitions, net of cash acquired (3,620) (1,000)
-------- --------
Net cash used (provided) by investing activities 1,225 (1,073)
-------- --------
Cash flows from financing activities:
Proceeds from (payment on) revolving credit line 121 233
Proceeds from (payment on) long term obligations and debt (6,781)
Proceeds from issuance of zero coupon convertible subordinated notes 7,000
Payments of short term obligations (2,446)
-------- --------
Net cash provided (used) by financing activities (2,106) 233
-------- --------
Effect of change in exchange rate on cash (23)
-------- --------
Net increase (decrease ) in cash 856 (178)
Cash and cash equivalents at beginning of period 1,204 311
-------- --------
Cash and cash equivalents at end of period $ 2,060 $ 133
======== ========
</TABLE>
SUPPLEMENTAL CASH FLOW INFORMATION:
Non-cash investing and financing activities:
In June 1998 the Company completed the acquisition of Bolle Australia for an
aggregate purchase price of $5.2 million, comprised of cash and common stock.
See Note 2.
4
See accompanying notes to condensed financial statements.
<PAGE> 5
BOLLE INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 1 - SPINOFF AND BASIS OF PRESENTATION
At December 31, 1997 Bolle Inc. (the "Company") was a subsidiary of Lumen
Technologies, Inc. (formerly known as BEC Group, Inc.) ("Lumen"). On March 11,
1998, Lumen distributed all of its shares of stock in Bolle Inc. to Lumen's
stockholders (the "Spinoff") and the Company began trading on the NASDAQ
National Market under the symbol "BEYE" on March 12, 1998.
In connection with the Spinoff, pursuant to a Bill of Sale and Assignment
Agreement entered into between Lumen and the Company immediately prior to the
consummation of the Spinoff (the "Contribution Agreement"), (i) Lumen assigned
to the Company all of Lumen's assets other than assets related to the ORC
Business (as defined in the Contribution Agreement) and certain other specified
assets retained by Lumen, and (ii) the Company assumed all of Lumen's
liabilities prior to the Spinoff other than those related to the ORC Business.
Pursuant to this agreement, approximately $17 million of the Company's
indebtedness to related parties was contributed to the capital of the Company
and the remaining balance was refinanced via a bank credit facility.
In connection with the Spinoff, the Company assumed all obligations and
liabilities of Lumen to each of Maurice Bolle, Robert Bolle, Franck Bolle,
Patricia Bolle Passaquay, Brigitte Bolle and Christelle Roche (collectively, the
"Sellers," and each a "Seller") incurred by Lumen in connection with the
purchase of Bolle France, and Lumen was released from all such obligations or
liabilities. In addition, each Seller conveyed to the Company all shares of
Series A Preferred Stock of Lumen (the "Lumen Preferred Stock") held by such
Seller and the Company issued in exchange to each Seller, shares of its Series B
Preferred Stock (the "Bolle Series B Preferred Stock") in proportion to the
number of shares of Lumen Preferred Stock conveyed by such Seller to the
Company. No shares of Bolle Common Stock were issued to the holders of
outstanding shares of Bolle Series B Preferred Stock pursuant to the Spinoff.
Lumen canceled all warrants (the "Lumen Warrants") and the Company issued in
exchange to each holder of canceled Lumen Warrants, warrants to purchase Bolle
Common Stock (the "Bolle Warrants") in proportion to the number of Lumen
Warrants held by such holder prior to the cancellation. No shares of Bolle
Common Stock were issued to holders of outstanding Bolle Warrants pursuant to
the Spinoff.
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles, Regulation S-X and the
instructions for Form 10-Q and Regulation S-X. These statements contain all
adjustments, consisting of only normal recurring adjustments, other than those
related to the Spinoff and Contribution Agreement, which in the opinion of
management are necessary to fairly present the consolidated financial position
of the Company as of June 30, 1998 and its results of operations for the three
and six month periods ended June 30, 1998 and 1997 and its cash flows for the
six months ended June 30, 1998 and 1997. The results of operations for the
interim periods presented are not necessarily indicative of the results to be
expected for the full fiscal year. These condensed financial statements should
be read in conjunction with the financial statements and notes thereto included
in the Company's Annual Report on Form 10-K/A for the year ended December 31,
1997.
Due to the acquisition of Bolle France on July 10, 1997, the results of
operations of Bolle France are included only in the results of operations for
the three and six month periods ended June 30, 1998.
The Financial Accounting Standards Board issued Statement of Financial
Accounting Standards (SFAS) No. 133, Accounting for Derivative Instruments and
Hedging Activities, in July 1998. The Statement establishes accounting and
reporting standards for derivative instruments and hedging activities. It
requires that all derivatives be recognized as either assets or liabilities and
that these instruments be measured at fair value. This standard, which is
effective for fiscal quarters of fiscal years beginning after June 15, 1999, is
not expected to have a material impact on the Company.
5
<PAGE> 6
NOTE 2 - ACQUISITIONS
Effective April 1, 1998, the Company completed the acquisition of 75% of Bill
Bass Optical Pty Ltd., 100% of Bolle Asia Ltd. and the 49% of Bolle Sunglasses
Ltd., (collectively "Bolle Australia") not already owned by the Company for an
aggregate purchase price of $5.2 million, including 248,388 shares of Common
Stock issued upon execution of the Share Sale Agreement and $3.9 million in
cash. Pursuant to the terms of the Share Sale Agreement up to 191,312 additional
shares may be issued no later than twelve months after the closing.
A summary of the preliminary allocation of the purchase price is as follows:
<TABLE>
<S> <C>
(in thousands)
Current assets $ 4,363
Property and equipment 281
Goodwill 3,019
Other assets 22
Current liabilities (2,530)
Long term liabilities 0
-------
$ 5,155
-------
</TABLE>
The Company determined that net book value approximated fair value for current
assets, property, plant and equipment, other assets and current liabilities.
The excess of purchase price over book value of $3.7 million was allocated to
goodwill which is being amortized over 40 years.
NOTE 3 - INDEBTEDNESS TO RELATED PARTIES
In connection with the Contribution Agreement between Lumen and the Company,
approximately $17 million of indebtedness to related parties incurred to finance
the acquisition of Bolle France was capitalized and the remaining debt was
refinanced with bank debt.
NOTE 4 - MANDATORILY REDEEMABLE CUMULATIVE PREFERRED STOCK
In connection with the Spinoff described in Note 1, the Company issued 10,000
shares of Bolle Series B Preferred Stock (the "Series B Stock") with a
redemption value of $9.6 million. Shares of the Series B Stock are redeemable on
the third anniversary of their issuance, subject to the provisions of the
Company's senior indebtedness. The Series B Stock bears dividends at 6% through
June 30, 1998; 7% through December 31, 1998; and increases by 1% every six
months thereafter through January 1, 2000 at which time the dividend is 10%
until redemption. Dividends accumulate and bear interest at the applicable
dividend rate. The Series B Stock does not participate in any other dividends
declared by the Company.
NOTE 5 - ZERO COUPON CONVERTIBLE SUBORDINATED NOTES
On May 29, 1998 the Company issued $7,000,000 in zero coupon convertible
subordinated notes (the "Convertible Notes") to Oz Master Fund, Ltd., under an
exemption from registration under the Securities and Exchange Act of 1934.
Pursuant to the terms of the Convertible Subordinated Note Purchase Agreement,
the Convertible Notes are convertible at any time at the option of the holders
and under certain circumstances of the Company into a maximum of 1,333,333
shares of Common Stock. Under certain circumstances, including if the Company
fails to convert or redeem Convertible Notes when due, the Company becomes
obligated to repay the principal amount (up to a maximum of $7,000,000) in cash
and issue up to a maximum of 360,000 shares to the holder(s) of such Convertible
Notes.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
GENERAL
Bolle Inc. is a vertically integrated designer, manufacturer and marketer of
Bolle(R) branded eyewear, including Bolle(R) premium sunglasses, goggles and
tactical and safety eyewear. The Company became a publicly listed corporation
upon the spinoff ("Spinoff") on March 11, 1998, by Lumen Technologies, Inc.
("Lumen") of the interest held by Lumen in the Company. In conjunction with the
Spinoff, the Company executed certain agreements with Lumen, including the
Contribution Agreement and the Indemnification Agreement (the "Agreements")
which (i) transferred to the Company all of the business, assets and liabilities
of Lumen other than those relating to the conduct of Lumen's retained
operations, (ii) capitalized $17 million of the Company's indebtedness to Lumen
and (iii) obligated the Company to assume and to pay when and as due all
liabilities and taxes in respect of the assets and liabilities conveyed to it by
Lumen, as well as in respect of certain assets and liabilities retained by
Lumen.
RESULTS OF OPERATIONS
QUARTER ENDED JUNE 30, 1998 COMPARED TO QUARTER ENDED JUNE 30, 1997
Net sales of $13.7 million for the quarter ended June 30, 1998 increased from
$5.4 million for the comparable period in 1997 as a result of the acquisition of
Bolle France on July 10, 1997, and the 1998 acquisition of Bolle Australia.
Gross profit of $7.8 million or 56.9% for the quarter ended June 30, 1998
increased from $3.3 million or 60.1% for the quarter ended June 30, 1997. The
decrease in gross margin percentage reflects the change in the product mix of
the Company resulting from the acquisitions of Bolle France and Bolle Australia.
Selling, general and administrative expenses for the quarters ended June 30,
1998 and 1997 were $7.0 million and $2.9 million, or 50.8% and 53.6% of net
sales, respectively. The reduction in selling, general and administrative
expense as a percentage of net sales reflects the change in the Company's mix of
business following the acquisitions of Bolle France and Bolle Australia.
Interest expense of $0.3 million for the quarter ended June 30, 1998 reflects
the cost of debt incurred to fund the Bolle France acquisition and reduced debt
levels following the Spinoff after March 11, 1998. Interest expense for the
quarter ended June 30, 1997 was immaterial.
Other income consists primarily of allocated equity income from Eyecare Products
of $0.6 million, offset by foreign exchange transaction losses of $0.2 million
for the quarter ended June 30, 1998. Other income for the comparable period in
1997 primarily includes allocated equity income from Eyecare Products of $0.25
million.
Income taxes represent 38% of pretax profit for the quarter ending June 30, 1998
compared to 32% against the pretax profit for the quarter ending June 30, 1997.
The increase in the effective tax rate reflects the acquisition of Bolle France.
7
<PAGE> 8
SIX MONTHS ENDED JUNE 30, 1998 COMPARED TO SIX MONTHS ENDED JUNE 30, 1997
Net sales of $24.5 million for the six months ended June 30, 1998 increased from
$10.5 million for the comparable period in 1997 as a result of the acquisition
of Bolle France on July 10, 1997 and the 1998 acquisition of Bolle Australia.
Gross profit of $13.3 million or 54.2% for the six months ended June 30, 1998
increased from $5.5 million or 52.9% for the six months ended June 30, 1997. The
increase in gross margin percentage reflects higher gross margins associated
with the change in the product mix of the Company's integrated manufacturing and
distribution operation from the acquisitions of Bolle France and Bolle
Australia.
Selling, general and administrative expenses for the quarters ended June 30,
1998 and 1997 were $12.4 million and $5.9 million, or 50.7% and 56.7% of net
sales, respectively. The reduction in selling, general and administrative
expense as a percentage of net sales reflects the change in the Company's mix of
business following the acquisition of Bolle France and Bolle Australia.
Interest expense of $0.8 million for the six months ended June 30, 1998 reflects
the cost of debt incurred to fund the Bolle France acquisition and reduced debt
levels due to the Spinoff after March 11, 1998. Interest expense for the six
months ended June 30, 1997 was immaterial.
Other income consists primarily of allocated equity income from Eyecare Products
of $0.6 million and foreign exchange transaction gains of $0.2 million for the
six months ended June 30, 1998. Other income for the comparable period in 1997
primarily includes allocated equity income from Eyecare Products of $0.5
million.
Income taxes represent 38% of pretax profit for the quarter ending June 30, 1998
compared to 32% against the pretax profit for the quarter ending June 30, 1997.
The increase in the effective tax rate reflects the acquisition of Bolle France.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operations of $1.2 million represents net income, as well
as increases in accounts receivable and inventory and increases in accounts
payable. Depreciation and amortization for the six months ended June 30, 1998
was $1.5 million compared to $0.18 million for the same period in 1997,
reflecting the acquisitions of Bolle France and Bolle Australia. Cash paid for
acquisitions was $4.0 million. Proceeds from the sale of assets of $5.6 million
consisted primarily of the proceeds from the sale of the Texas property. Such
proceeds were used to repay the $3.5 mortgage on the property and to pay down a
portion of the outstanding balance of the Credit Agreement. The operating and
investing activities were financed through the Credit Agreement, proceeds from
issuance of $7 million zero coupon convertible subordinated notes and proceeds
from indebtedness to related parties through March 10, 1998.
On March 11, 1998 the Company executed a Credit Agreement with a banking
syndicate. Proceeds from the Credit Agreement were used to repay a portion of
indebtedness to related parties. The remaining indebtedness to related parties
was capitalized in connection with the execution of the Contribution Agreement.
There are currently no intercompany credit arrangements between Lumen and the
Company. Management believes that availability under the Credit Agreement, along
with cash provided from operations, will be sufficient to fund the Company's
cash, operating, investing and debt servicing requirements for the foreseeable
future. It is not expected that repatriation of foreign currency cash flows, if
any, will have a significant impact on liquidity.
8
<PAGE> 9
OTHER MATTERS
The Company utilizes software and related technologies throughout its businesses
that will be affected by the Year 2000 problem, which is common to most
corporations. The Company is addressing the effect of the potential Year 2000
problem on all of its critical systems and with all of its critical vendors and
customers. Management believes it will be able to modify or replace its affected
systems in time to minimize any detrimental effects on its operations. Based on
current plans, the Company expects that any costs related to Year 2000
compliance will not have a material adverse impact on the liquidity or financial
position of the Company.
SEASONALITY AND CYCLICAL RESULTS
The Company's sunglass business is seasonal in nature with the second quarter
typically having the highest sales due to the increased demand for sunglasses
during that period. The Company's goggle business is seasonal in nature with the
third quarter having the highest sales due to pre-season orders of goggles for
the ski season. This seasonality is partially offset by safety eyewear sales
worldwide.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Approximately $7.0 million and $13.5 million of the Company's revenues for the
quarter and six months ended June 30, 1998, respectively and $90.3 million of
its total assets including intangible assets of $63.5 million as of June 30,
1998 were denominated in foreign currencies. Approximately $9.6 million of
indebtedness at June 30, 1998 was denominated in French Francs bearing interest
at variable rates based upon the French Franc LIBOR rate. The Company may from
time to time enter into forward or option contracts to hedge the related foreign
exchange risks. The Company does not enter into market risk sensitive
transactions for trading or speculative purposes.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS, FINANCIAL STATEMENTS AND REPORTS ON FORM 8-K
(A) EXHIBITS:
The following exhibits are filed herewith or are incorporated by
reference.
27 Financial Data Schedule (for electronic filing only).
(B) REPORTS ON FORM 8-K:
<TABLE>
<CAPTION>
REPORT ITEMS REPORTED DATE OF REPORT
------ -------------- --------------
<S> <C> <C>
8-K Reported under Item 5, the closing of the June 1, 1998
Company's private placement of $7,000,000
of subordinated debt. Also reported under
Item 5, the execution of a definitive agreement
to acquire certain shares of common stock of
Bill Bass Optical Pty. Ltd. and its affiliated
entities (collectively, "Bolle Australia").
</TABLE>
9
<PAGE> 10
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
BOLLE INC.
Date: August 12, 1998 By: /s/ Martin E. Franklin
--------------------------------
Martin E. Franklin
Chairman
Date: August 12, 1998 By: /s/ Ian G.H. Ashken
--------------------------------
Ian G.H. Ashken
Chief Financial Officer
10
<PAGE> 11
EXHIBIT INDEX
The following Exhibits are filed herewith or incorporated by reference:
<TABLE>
<CAPTION>
NUMBER EXHIBIT PAGE NO.
------ ------- --------
<S> <C> <C>
27 Financial Data Schedule (for electronic Filed electronically herewith, at page 12.
filing only).
</TABLE>
<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> JAN-01-1999
<CASH> 1,204
<SECURITIES> 0
<RECEIVABLES> 12,191
<ALLOWANCES> (965)
<INVENTORY> 15,099
<CURRENT-ASSETS> 32,314
<PP&E> 4,469
<DEPRECIATION> (1,581)
<TOTAL-ASSETS> 113,585
<CURRENT-LIABILITIES> 22,578
<BONDS> 7,000
20,850
0
<COMMON> 69
<OTHER-SE> 39,166
<TOTAL-LIABILITY-AND-EQUITY> 113,585
<SALES> 24,476
<TOTAL-REVENUES> 24,476
<CGS> 11,218
<TOTAL-COSTS> 11,218
<OTHER-EXPENSES> 12,416
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 794
<INCOME-PRETAX> 967
<INCOME-TAX> 368
<INCOME-CONTINUING> 589
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 419
<EPS-PRIMARY> 0.10
<EPS-DILUTED> 0.10
</TABLE>
