UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended July 31, 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 No. 0-22263
DUNN COMPUTER CORPORATION
(Exact name of Registrant as specified in its charter)
VIRGINIA
(State or other jurisdiction of incorporation or organization)
54-1890464
(I.R.S. Employer Identification No.)
1306 Squire Court, Sterling, VA. 20166
(Address of principal executive offices) (zip code)
(Registrant's telephone number, including area code)
(703) 450-0400
NO CHANGE
--------
Former name or former address, 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 ___.
As of September 14, 1998 there were 9,351,493 shares of the registrant's
common stock outstanding.
This quarterly report on Form 10-Q contains 12 pages, of which this is page 1.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DUNN COMPUTER CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
July 31, July 31,
------------------ ----------------------
1997 1998 1997 1998
-------- --------- ---------- ---------
<S><C>
Net revenues $2,489,533 28,821,249 11,981,962 45,603,387
Costs of revenues 1,874,980 23,218,733 9,545,190 36,243,401
---------- ----------- ---------- ----------
Gross profit 614,553 5,602,516 2,436,772 9,359,986
Selling and marketing 248,267 820,496 542,033 1,848,814
General and administrative 266,264 3,007,704 734,744 4,347,938
---------- ----------- ---------- ----------
Income from operations 100,022 1,774,316 1,159,995 3,163,234
Interest income(expense) 44,275 (216,567) 75,229 (249,296)
Other income 592 5,104 3,200 (29,476)
---------- ----------- ---------- ----------
Net income 144,889 1,562,853 1,238,424 2,884,462
Before income taxes
Provision for
Income taxes 45,000 593,550 463,300 1,094,079
---------- ----------- ---------- ----------
Net income $ 99,889 $ 969,303 $ 775,124 $ 1,790,383
========== =========== ========== ===========
Earnings per share $0.02 $0.10 $0.18 $0.29
Earnings per share
Assuming dilution $0.02 $0.10 $0.17 $0.29
Weighted average number of
shares outstanding 5,093,226 9,178,993 4,498,266 6,138,368
</TABLE>
The accompanying notes are an integral part of these consolidated statements.
2
<PAGE>
DUNN COMPUTER CORPORATION
CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
October 31, July 31,
1997 1998
----------- -----------
<S><C>
ASSETS
Current assets
Cash and cash equivalents $ 341,966 $ 1,338,747
Accounts receivable, less allowance for
doubtful accounts of $77,367 and
$115,987, respectively 9,712,010 12,404,032
Inventory, less obsolescence reserve of 4,487,301 10,682,923
$5,575,866
Prepaid expenses and other current assets 87,457 1,841,822
----------- -----------
Total current assets 14,628,734 26,267,524
Property and equipment, net 633,428 4,894,208
Goodwill and other intangible assets, net 2,974,840 27,301,118
Investments 275,000 275,001
Other assets 191,075 342,057
----------- -----------
Total assets $18,703,077 $59,079,908
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 9,296,497 $ 9,238,552
Accrued expenses 490,970 3,872,555
Income tax payable - 475,781
Notes payable-current portion 12,840 2,307,741
Unearned revenue 422,907 457,647
----------- -----------
Total current liabilities 10,289,508 16,352,276
Notes payable-long-term portion 49,952 448,115
Obligations under capital leases-long-term portion 25,462
Deferred tax credit 100,000 131,714
Stockholders' equity
Preferred Stock $.001 par value; 2,000,000 shares
authorized, no shares issued and outstanding
Common Stock, $.001 par value:
20,000,000 shares authorized, 5,150,000 shares
issued and outstanding at October 31, 1997;
9,391,493 issued and 9,341,493 outstanding at
July 31, 1998 5,150 9,391
Additional paid-in capital,less Treasury Stock 5,087,371 37,214,133
Retained earnings 3,145,635 4,924,279
----------- -----------
- ---------
Total stockholders' equity 8,238,155 42,147,803
----------- -----------
Total liabilities and stockholders' equity $18,703,077 $59,079,908
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
3
<PAGE>
DUNN COMPUTER CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Nine Months Ended
July 31,
-------------------------
1997 1998
--------- ---------
<S><C>
OPERATING ACTIVITIES:
Net income $ 775,124 $ 1,790,383
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization of
property & equipment 13,903 279,908
Amortization of goodwill - 162,985
Changes in operating assets and liabilities
Accounts receivable (437,247) 4,843,306
Inventory 84,901 10,613,750
Prepaid expenses and other assets (29,076) (1,580,394)
Prepaid income taxes (139,270) -
Accounts payable (126,204) (12,983,345)
Accrued expenses (26,717) (718,470)
Deferred tax credit (2,386) -
Deferred rent - (194,071)
Income tax payable (519,308) 462,491
Unearned revenue (67,640) (37,013)
---------- ------------
Net cash provided by (used in)
operating activities (473,920) 2,639,538
---------- ------------
INVESTING ACTIVITIES:
Purchase of property and equipment (29,163) (807,746)
Purchase of treasury stock - (533,250)
Acquistion of IDP, net of cash acquired - (20,560,021)
---------- ------------
Net cash used in investing activities (29,163) (21,901,017)
---------- ------------
FINANCING ACTIVITIES:
Payments on notes payable - (12,297,708)
Payments on capital leases - (108,285)
Proceeds from issuance of Common Stock 3,919,121 32,664,253
---------- ------------
Net cash (used in) provided by financing
activities 3,919,121 20,258,260
Net increase in cash and cash equivalents 3,416,038 996,781
Cash and cash equivalents at
beginning of period 897,664 341,966
---------- ------------
Cash and cash equivalents at end of
period $4,313,702 $ 1,338,747
========== ============
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid - $ 319,358
========== ============
Income taxes paid $1,082,000 $ 855,033
========== ============
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE>
DUNN COMPUTER CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The consolidated financial statements for the three month and nine month periods
ended July 31, 1997 and 1998 are unaudited and include all adjustments which, in
the opinion of management, are necessary to present fairly the results of
operations for the periods then ended. All such adjustments are of a normal and
recurring nature. These consolidated financial statements should be read in
conjunction with the Registration Statement on Form S-1 of Dunn Computer
Corporation (the "Company") which includes consolidated
financial statements and notes thereto for the years ended October 31, 1996 and
1997 and for the three months ended January 31, 1997 and 1998.
2. Recent pronouncements
In June 1997, the Financial Accounting Standards Board issued Statement No. 130
("SFAS 130"), "Comprehensive Income", which is required to be adopted in the
year ended October 31, 1998 consolidated finanical statements. SFAS 130 requires
that an enterprise (a) classify items of other comprehensive income by their
nature in the finanical statements and (b) display the accumulated balance of
other comprehensive income separately from retained earnings and additional
paid-in capital in the Statement of Stockholders' Equity. The Company will be
required to restate earlier periods provided for comparitive purposes, but
doesn't believe that the adoption of SFAS 130 will be material to the Company's
finanical statements.
In June 1997, the Financial Accounting Standards Board issued Statement of
Finanical Accounting Standards No. 131 ("SFAS 131"), "Disclosures about Segments
of an Enterprise and Related Information", which is required to be adopted in
the year ended October 31, 1998 consolidated financial statements. SFAS 131
changes the way public companies report segment information in annual financial
statements and also requires those companies to report selected segment
information in interim financial reports to stockholders. The disclosure for
segment information on the consolidated financial statements is not expected to
be material.
In February 1998, the Finanical Accounting Standards Board issued Statement of
Financial Accounting Standards No. 132 ("SFAS 132"), "Employers' Disclosures
about Pensions and Other Postretirement Benefits", which is required to be
adopted in the October 31, 1999 consolidated financial statements. SFAS 132
eliminates certain existing disclosure requirements,
5
<PAGE>
but at the same time adds new disclosures. The Company does not expect any
significant impact on its financial condition and results of its operations as a
result of adoption of SFAS 132.
3.Earnings per share
The following table sets forth the computation of basic and diluted earnings
per share:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
July 31, July 31,
------------------------ --------------------------
1997 1998 1997 1998
---------- ---------- --------- ----------
<S><C>
Numerator:
Net income $ 99,889 $969,303 $ 775,124 $1,790,383
========== ========== ========== ==========
Denominator:
Denominator for basic earnings per
Share-weighted average shares 5,000,000 9,178,993 4,373,626 6,138,368
Effect of dilutive securities:
Employee stock options 93,226 124,640
Warrants -0- -0- -0- -0-
---------- ---------- --------- ----------
Dilutive potential common shares
Denominator for diluted
Earnings per share-adjusted
Weighted-average shares and
Assumed conversions 5,093,226 9,178,993 4,498,266 6,138,368
========== ========== ========== ==========
Basic earnings per share $0.02 $0.10 $0.18 $0.29
========== ========== ========== ==========
Diluted earnings per share $0.02 $0.10 $0.17 $0.29
========== ========== ========== ==========
</TABLE>
6
<PAGE>
4. Corporate Reorganization.
In connection with the IDP Acquisition, Dunn Computer Corporation, a Delaware
corporation ("Dunn-DE") effected a reorganization whereby a new corporate
entity, Dunn Computer Corporation, a Viriginia corporation ("Dunn-VA"), became a
holding company, owning 100% of Dunn-DE's, IDP and a newly formed Puerto Rican
subsidiary ("PAC") which acquired substantially all of the net assets of PRIMO.
In the reorganization, each outstanding share of the Company's Common Stock
became exchangeable on a one-for-one basis for a share of Common Stock of
Dunn-VA. The Company's outstanding options and warrants were also converted into
similar securities of Dunn-VA on substantially identical terms. On April 30,
1998, the shareholders of the Company approved the IDP Acquisition and the
related reorganization.
5. Acquisition of IDP.
On May 1, 1998, the Company acquired International Data Products, Corp. ("IDP
Co.") and substantially all of the net assets of IDP's Puerto Rico affiliate,
Puerto Rico Industrial Manufacturing Operations, Corp. ("PRIMO"); IDP Co and
PRIMO are referred to collectively as "IDP", for a combined purchase price of
$14.9 million in cash and 750,000 shares of commonstock, both of which are
subject to adjustment under certain conditions (the "IDP Acquisition"). IDP,
which had a total combined revenue of approximately $71.9 million for its fiscal
year ended September 30, 1997, is primarily a manufacturer of notebooks,
desktops and high performance network servers.
Upon the closing of the IDP Acquisition, George D. Fuester and D. Oscar Fuester,
who respectively are the President and the Executive Vice President of IDP Co.
and the Vice President and President of PRIMO (now "PAC"), became directors of
Dunn-VA and entered into employment agreements with the Company pursuant to
which they will each receive options to purchase 300,000 shares of the Common
Stock, of Dunn-VA. As a result of the IDP Acquisition, George and Oscar Fuester
own an aggregate of approximately 8% of Dunn-VA's Common Stock.
The purchase of the IDP Acquisition was financed through the offering and sale
of 3,250,000 shares of its Common Stock through a registered public offering,
which also closed on May 1, 1998 and resulted in net proceeds to the Company of
approximately $27,618,094 (before deducting expenses of the offering).
Under the terms of the agreement governing the IDP Acquisition, the purchase
price will be adjusted if the net assets of IDP reflected on an audited closing
balance sheet as at May 1, 1998 are less than $5,108,826. Based upon a
preliminary closing balance sheet and the Company's investigation the Company
believes there will be an adjustment to the purchase price. The preliminary
closing balance sheet is subject to review by the Company's own independent
public accountants and, if necessary, a third independent public accounting firm
will be selected to resolve any open issues. The Company's July 31, 1998,
balance sheet reflects the assets of IDP and PRIMO at their fair market value.
Thus, any reduction in the purchase price will result in an adjustment to
decrease in goodwill recorded as part of the IDP Acquisition and, depending on
the election of the sellers, either an increase in cash or the number of shares
of Common Stock outstanding (valued for this purpose at $8.50 per share).
The following are unaudited pro forma combined statements of operations for the
Company for the fiscal year ended October 31, 1997 and the three and nine months
ended July 31, 1998 which gives effect to the IDP Acquistion as if it had
occurred on November 1, 1997.
7
<PAGE>
FOR YEAR ENDING OCTOBER 31, 1997
<TABLE>
<CAPTION>
PRO FORMA
COMBINED
---------
<S><C>
Net revenues $93,687,204
Net income 1,891,125
Basic earnings
per share $0.35
Diluted earning
per share $0.33
</TABLE>
FOR NINE MONTHS ENDED JULY 31, 1998
<TABLE>
<CAPTION>
FIRST SIX MONTHS OF FISCAL 1998 FIRST NINE MONTHS OF FISCAL 1998
PRO FORMA PRO FORMA
COMBINED COMBINED
--------- ---------
<S><C>
Net revenues $ 62,139,009 $90,960,259
Net income 715,925 1,714,351
Basic earnings
Per share $0.09 $0.28
Diluted earnings
Per share $0.08 $0.28
</TABLE>
(a) Consolidated Statement of Operations for the year 1997
(b) Consolidated Statement of Operations for six and nine months of 1998
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
NET REVENUES:
Net revenues for the quarter ended July 31, 1998 were $28,821,249 as compared to
$2,489,533 for the quarter ended July 31, 1997, an increase of $26,331.716.
$23.8 million of the increase in net revenues was the direct result of the
additional revenue derived from the business of IDP which was acquired in May
1998. Another $13 million of the increase in net revenues is attributable to
additional revenue derived from the business of STMS, Inc. (now "Dunn
Consulting")which was acquired in September 1997. $12 million of the increase in
net revenues resulted from internal growth, which represents a growth rate of
approximately 48.2%.
Net revenues for the nine months ended July 31, 1998 were $45,603,387 compared
to $11,981,962 for the nine months ended July 31, 1997, an increase of
$33,621,425. $23.8 million of the increase net revenues was the direct result of
the additional net revenues derived from the business of IDP which was acquired
in May 1998. $6.1 million of the increase in net revenues is attributable to
additional revenue derived from the business of STMS, Inc. (now "Dunn
Consulting") which was acquired in September 1997. The balance, $3.7 million, of
the increase in net revenue resulted from internal growth, which reflects a
growth rate of approximately 30.9%.
GROSS MARGIN:
Gross margin increased from $614,553 to $5,602,516 for the quarter ended July
31, 1998 as compared to the quarter ended July 31, 1997. The increase can be
attributed to the additional business of IDP and STMS. As a percentage of net
revenues, gross margin declined from 24.7% to 19.4%. 2.7% of the 5.3% decline
resulted from an abnormally high gross margin percentage in the third quarter of
fiscal 1997. The remaining 2.6% of the decline in gross margin resulted from
high production and material costs. In June, the Company closed its production
plant in Gaithersburg, Maryland. The Company believes this action will improve
margins by reducing some of the higher production costs and enabling the Company
to benefit from a greater level of consolidated purchasing.
For the nine months ended July 31, gross margin increased from 20.3% in fiscal
1997 to 20.5% in fiscal 1997. The increase was caused by an abnormally low gross
margin in the second quarter of 1997.
SELLING AND MARKETING:
For the three months ended July 31, selling and marketing expenses increased
from $248,267 in fiscal 1997 to $820,496 in fiscal 1998. $97,463 of the increase
is attributable to the increase in the Company's personnel and an increase in
advertising. The remaining balance of the increase, was attributable the cost of
the sales and marketing organization at IDP. For the nine months ended July 31,
selling and marketing increased from $542,033 in fiscal 1997 to $1,848,814 in
fiscal 1998 for the reasons noted above. As a percentage of revenue, selling and
marketing expense decreased from 4.5% for the nine
9
<PAGE>
months ended July 31, 1997 to 4.1% for the nine months ended July 31, 1998. The
decrease was caused by the increase in revenue.
GENERAL AND ADMINISTRATIVE:
General and administrative expense increased from $266,264 for the quarter ended
July 31, 1997 to $3,007,704 for the quarter ended July 31, 1998. $2.2 million of
the increase can be attributed to the acqusition of IDP. The balance of the
increase results from an increase in personnel, stockholders' relations and
other operating expenses. . For the nine months ended July 31, general and
administrative expense increased from $734,744 (6.1% of revenue)in fiscal 1997
to $4,347,938 (9.5% of revenue) in fiscal 1998. Of the $3.6 million increase,
$2.2 million is attributable to IDP. General and administrative expenses for
Dunn Consulting were $886,000.
INTEREST AND OTHER INCOME:
Interest expense net of interest income and other income derived primarily from
tax free interest income was $211,463 for the quarter ended July 31, 1998 as
compared to an income of $44,867 for the quarter ended July 31, 1997.
Substantially all of the interest expense was from obligations assumed in the
IDP Acquisition. For the nine months ended July 31, 1998 interest expense, net
of other income was$278,772 as compared to income of $78,429 for the nine months
ended July 31, 1997. The increase in income expense was primarily due to the
acqusition of IDP.
PROVISION FOR INCOME TAXES:
For the quarter ended July 31, 1997 the effective tax rate was 31.1% of taxable
income as compared to 38.0% for the quarter ended July 31, 1998. The lower
effective tax rate in fiscal 1997 was the result of the benefit of tax free
interest income. For the nine months ended July 31, 1997, the effective tax rate
was 37.4% of taxable income compared to 38.0% for the nine months ended July 31,
1998. The increase was due to a tax free interest income in fiscal 1997.
NET INCOME AND QUARTERLY RESULTS
Net income increased from $99,889 in the third quarter of 1997 to $969,303 for
the quarter ended July 31, 1998. Net income for the first nine months increased
from $775,124 to $1,790,383 as a result of the above factors.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically net its cash flow needs through cash generated by
operations and its bank credit arrangements. The Company has a bank line of
credit with First Union Bank for $4 million which expires on October 31, 1998.
As of July 31, 1998 the Company had no outstanding balance on the line. The
Company's wholly owned subsidiary, IDP, has a borrowing agreement with Deutsche
Financial Services for an aggregate of $25 million, of which $15 million is
secured by IDP's inventory and $10 million is secured by IDP's accounts
receivable. As of July 31, 1998, there were $1,343,455 outstanding.
The Company has generated positive cash flows in the nine months ended July 31,
1998. Cash from operating activities increased $2,639,538 primarily from the
payment of outstanding accounts
10
<PAGE>
receivable, inventory reduction and the net income for the period offset by the
decrease in accounts payable. In the nine months ended July 31, 1998, the
Company used $21,901,017 of its investing cash flow. The acqusition of IDP
accounted for $20,560,021 os this amount. In the nine months ended July 31,
1998, the Company used $12,297,708 in its financing activities, principally to
reduce the debt of IDP. The Company generated $32.6 million through the issuance
of Common Stock.
Recently, national attention has focused on the potential problems and costs
resulting from computer programs being written using two digits rather than four
to define the applicable year. Any computer programs that have date-sensitive
software may recognize a date using "00" as the year 1900 rather than the year
2000. This could result in a system failure or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions, send invoices, or engage in similar normal business
activities. While the Company believes that its internal software applications
and the software in the systems it sells are year 2000 compliant, there can be
no assurance until the year 2000 that all systems will function adequately.
Further, if the software applications of others on whose services the Company
depends are not Year 2000 compliant, such noncompliance could have a material
adverse effect on the Company. The Year 2000 problem can be corrected either
through software programming or by porting the application to a client/server
network. The Company believes with its technical services and its client/server
hardware product line, it provides Year 2000 solutions.
11
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
In August, 1998, the Company received notice from the U.S. Attorney's Office of
the District of Maryland, Northern Division that it is considering filing a
civil complaint for Damages and penalties under the False Claims Act with
respect to the application by IDP for participation in the 8(a) program of the
Small Business Administration ("SBA") IDP was approved to participate in the
SBA's 8(a) program, which provides certain competitive advantages to eligible
firms based upon certain disadvantaged statuses, in June 1994. IDP voluntarily
withdrew from the 8(a) program on December 4, 1997, by entering into a Voluntary
Withdrawal Agreement with the SBA that, among other things, requireD IDP to
complete all previously awarded 8(a) program contracts and subcontracts,
including modifications. The only presently significant contract that IDP
entered into through the 8(a) program is the Desktop V contract with the U.S.
Airforce, which is a five-year government-wide acquisition contract for high
performance computer products.
On January 21, 1998, SBA's Office of Inspector General ("OIG") issued a final
audit report closing out an audit concerning IDP's 8(a) program elegibility, and
concluding that one of IDP's owners exceeded SBA's individual net worth
thresholds both at the time IDP was admitted to the 8(a) program and during
1996. The final audit report stated, however, that IDP's voluntary withdrawal
from the 8(a) program met the intent of the OIG's recommendation that SBA
initiate action to terminate IDP from the 8(a) program.
Because the Desktop V contract was awarded under the SBA's 8(a) program, it
contained standard clause requiring that the contract be terminated for the
convenience of the govenment in the event that the program eligible owners
relinquished ownership of the company, unless a waiver is requested by the
procuring agency and granted by the SBA. The Air Force had requested such a
waiver in May 1998. In September 1998, the Company was notified that the SBA had
denied the Air Force's request for a waiver. The 8(a) program provides that such
a waiver denial may be appealed and the Company intends to vigrously pursue an
appeal of this decision.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b)Reports on Form 8-K
None
12
<PAGE>
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.
Dunn Computer Corporation
(Registrant)
Date Sept. 14, 1998 By: /s/ John D. Vazzana
- --------------------- -------------------------------------
John D. Vazzana,
Executive Vice-President,
Chief Financial Officer
(Principal Accounting Officer and
Duly Authorized Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET, CONSOLIDATED STATEMENT OF OPERATIONS AND
CONSOLIDATED STATEMENT OF CASH FLOWS INCLUDED IN THE COMPANY'S FORM 10-Q FOR THE
PERIOD ENDING JULY 31, 1998, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Oct-31-1998
<PERIOD-START> Nov-01-1997
<PERIOD-END> Jul-31-1998
<CASH> 1,338,747
<SECURITIES> 275,001
<RECEIVABLES> 12,520,019
<ALLOWANCES> 115,987
<INVENTORY> 16,256,789
<CURRENT-ASSETS> 26,267,524
<PP&E> 7,729,046
<DEPRECIATION> 2,834,838
<TOTAL-ASSETS> 59,079,908
<CURRENT-LIABILITIES> 16,352,276
<BONDS> 0
0
0
<COMMON> 9,391
<OTHER-SE> 37,214,133
<TOTAL-LIABILITY-AND-EQUITY> 59,079,908
<SALES> 45,603,387
<TOTAL-REVENUES> 45,603,387
<CGS> 36,243,401
<TOTAL-COSTS> 36,243,401
<OTHER-EXPENSES> 29,476
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 249,296
<INCOME-PRETAX> 2,884,462
<INCOME-TAX> 1,094,079
<INCOME-CONTINUING> 1,790,383
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,790,383
<EPS-PRIMARY> 0.29
<EPS-DILUTED> 0.29
</TABLE>
