UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________________________________________________
FORM 10-Q
/X/ QUARTERLY REPORT Under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarter ended September 24, 1994
Commission File No. 1-6485
________________________________________________________________
or
/ / TRANSITION REPORT Under Section 13 or 15(d) of the Securities
Exchange Act of 1934
________________________________________________________________
ACTION INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
________________________________________________________________
Pennsylvania
(State or other jurisdiction of incorporation or organization)
________________________________________________________________
25-0918682
(I.R.S. Employer Identification No.)
________________________________________________________________
Allegheny Industrial Park, Cheswick, Pennsylvania 15024-1098
(Address of principal executive offices) (Zip Code)
________________________________________________________________
Registrant's telephone number, including area code: (412) 782-4800
_________________________________________________________________
The number of shares of the Registrant's common stock outstanding
at November 7, 1994 was 5,539,458.
_________________________________________________________________
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the Registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes X No
----- -----
<PAGE>
INDEX
ACTION INDUSTRIES, INC. AND SUBSIDIARIES
Part I. Financial Information
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets -
September 24, 1994, September 25, 1993,
and June 25, 1994
Consolidated Statements of Operations -
Thirteen Weeks Ended September 24, 1994 and
September 25, 1993
Consolidated Statements of Shareholders'
Equity - Thirteen Weeks Ended September
24, 1994 and September 25, 1993
Consolidated Statements of Cash Flows -
Thirteen Weeks Ended September 24, 1994
and September 25, 1993
Notes to Consolidated Financial Statements
Review by Independent Accountants
Independent Accountants' Review Report
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signatures
<PAGE>
PART I. FINANCIAL INFORMATION
ACTION INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
UNAUDITED
(In thousands)
<TABLE>
<CAPTION>
September September June
24, 1994 25, 1993 25, 1994
--------- --------- ---------
ASSETS
<S> <C> <C> <C>
Current Assets
Cash and cash equivalents $313 $728 $800
Trade accounts receivable, less allowances
of $868, $1,517, and $1,134 9,529 17,315 8,862
Inventories 20,223 24,587 20,629
Other current assets 835 1,911 799
------- ------- -------
Total Current Assets 30,900 44,541 31,090
Investment in Affiliate -- Held for Sale 1,239 1,130 1,224
Property, Plant and Equipment 8,276 9,533 8,456
Other Assets 46 34 46
------- ------- -------
$40,461 $55,238 $40,816
======= ======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Notes and acceptances payable $5,112 $16,107 $5,439
Accounts payable 6,603 7,506 5,766
Restructuring and discontinued operations 470 1,423 699
Other accrued liabilities 1,321 1,824 1,570
------- ------- -------
Total Current Liabilities 13,506 26,860 13,474
Long-Term Liabilities
Financing obligation - sale/leaseback 8,223 8,782 8,372
Long-term debt 115 115 115
Deferred compensation 2,126 2,607 2,012
------- ------- -------
Total Long-Term Liabilities 10,464 11,504 10,499
Shareholders' Equity
Common stock, $0.10 par value;
authorized 20,000,000 shares;
issued 7,187,428 shares 719 719 719
Capital in excess of par 25,498 25,498 25,498
Retained earnings 1,848 2,231 2,200
------- ------- -------
28,065 28,448 28,417
Less treasury shares, at cost 11,574 11,574 11,574
------- ------- -------
Total Shareholders' Equity 16,491 16,874 16,843
------- ------- -------
$40,461 $55,238 $40,816
======= ======= =======
</TABLE>
See notes to consolidated financial statements.
<PAGE>
ACTION INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
(In thousands except per share data)
<TABLE>
<CAPTION>
Thirteen Weeks Ended
September September
24, 1994 25, 1993
-------- --------
<S> <C> <C>
Net Sales $13,175 $19,800
Costs and Expenses
Cost of products sold 9,915 14,770
Operating expenses 3,153 4,133
Interest expense 463 702
------- -------
13,531 19,605
Other Income (Expense), Net 4 (39)
------- -------
Earnings (Loss) Before Income Taxes (352) 156
Provision For Income Taxes - -
------- -------
Net Earnings (Loss) ($352) $156
======= =======
Earnings (Loss) Per Share ($0.06) $0.03
======= =======
Weighted Average Shares Outstanding 5,566 5,545
</TABLE>
See notes to consolidated financial statements.
<PAGE>
ACTION INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
UNAUDITED
(In thousands except share amounts)
<TABLE>
<CAPTION>
Thirteen Weeks Ended September 24, 1994 and September 25, 1993
------------------------------------------------------------------------------
Capital
Common Stock In Excess Retained Treasury Stock
Shares Amount of Par Earnings Shares Amount Total
------ ------ --------- -------- ------ ------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCE - JUNE 26, 1993 7,187,428 $719 $25,498 $2,075 1,647,970 ($11,574) $16,718
Net Earnings - - - 156 - - 156
------------------------------------------------------------------------------
BALANCE - SEPTEMBER 25, 1993 7,187,428 $719 $25,498 $2,231 1,647,970 ($11,574) $16,874
==============================================================================
BALANCE - JUNE 25, 1994 7,187,428 $719 $25,498 $2,200 1,647,970 ($11,574) $16,843
Net Loss - - - (352) - - (352)
------------------------------------------------------------------------------
BALANCE - SEPTEMBER 24, 1994 7,187,428 $719 $25,498 $1,848 1,647,970 ($11,574) $16,491
==============================================================================
</TABLE>
See notes to consolidated financial statements.
<PAGE>
ACTION INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
(In thousands)
<TABLE>
<CAPTION>
Thirteen Weeks Ended
September 24, 1994 September 25, 1993
------------------ ------------------
OPERATING ACTIVITIES:
<S> <C> <C>
Net earnings (loss) ($352) $156
Adjustments to reconcile net earnings (loss) to net cash
provided by (used in) operating activities:
Depreciation and amortization 320 346
Provision for doubtful accounts (266) (60)
Cash used in discontinued operation (Mt. Clemens) (17) (90)
Changes in operating assets and liabilities:
Trade accounts receivable (401) (342)
Inventories 406 3,332
Other current assets (36) 836
Accounts payable and accrued expenses 376 (3,612)
------ ------
NET CASH PROVIDED BY OPERATING ACTIVITIES 30 566
====== ======
INVESTING ACTIVITIES:
Acquisition of property, plant and equipment (140) (20)
------ ------
NET CASH USED IN INVESTMENT ACTIVITIES (140) (20)
====== ======
FINANCING ACTIVITIES:
Notes and acceptances payable (327) (333)
Principal payments on long-term obligations (149) (125)
Other, net 99 (90)
------ ------
NET CASH USED IN FINANCING ACTIVITIES (377) (548)
====== ======
DECREASE IN CASH AND CASH EQUIVALENTS (487) (2)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 800 730
------ ------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $313 $728
====== ======
</TABLE>
See notes to consolidated financial statements.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
ACTION INDUSTRIES, INC. AND SUBSIDIARIES
A. The consolidated financial statements included herein have been
prepared by the Company, pursuant to the rules and regulations
of the Securities and Exchange Commission. With the exception
of the consolidated balance sheet as of June 25, 1994, such
statements have not been audited. Certain information and
footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such
rules and regulations. The Company believes that the
disclosures are adequate to make the information presented not
misleading. It is suggested that these consolidated financial
statements be read in conjunction with the financial statements
and the notes thereto included in the Company's latest Annual
Report on Form 10-K.
B. The accompanying financial statements reflect all adjustments
(consisting of normal recurring accruals) which are, in the
opinion of management, necessary for a fair presentation.
C. The results of operations for the thirteen week period ended
September 24, 1994 are not necessarily indicative of the
results to be expected for the full year.
D. Inventories consist primarily of merchandise held for resale.
Inventories are valued at the lower of first-in, first-out
(FIFO) cost or market.
E. In January 1994 the Company entered into a credit agreement
which provides for up to $17 million in committed credit lines
through January of 1996. Availability under the line is
further limited by the level of eligible accounts receivable
and inventories. At September 24, 1994 outstanding borrowings
under the credit agreement were $5.1 million and outstanding
letters of credit were $1.9 million. The unused borrowing
capacity was $3.0 million.
F. Effective June 27, 1993 (the first day of its fiscal year
ending June 25, 1994) the Company adopted Statement of
Financial Accounting Standards ("SFAS") No. 109. The Company
previously accounted for income taxes under the provisions of
SFAS No. 96. The adoption of SFAS No. 109 had no material
impact on the Company's financial statements.
No income tax benefits were provided on the loss in the first
quarter of fiscal 1995 because realization of such benefits is
not reasonably assured. No income tax expense was provided on
earnings in the first quarter of fiscal 1994 because previously
unrecognized deferred income tax benefits and net operating
loss deductions were available to offset income taxes on
current earnings.
Net operating loss carryforwards available to offset future
taxable income and thereby reduce income taxes payable in
fiscal 1995 and beyond are approximately $17 million for income
tax reporting purposes.
<PAGE>
REVIEW BY INDEPENDENT ACCOUNTANTS
Ernst & Young LLP, independent accountants, have performed a
limited review of the consolidated financial statements for the
thirteen week periods ended September 24, 1994 and September 25,
1993, as indicated in their report on the limited review included
on page 10. Since they did not perform an audit, they express no
opinion on the financial statements referred to above. Management
has given effect to any significant adjustments and disclosures
proposed in the course of the limited review.
<PAGE>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
To the Shareholders and Board of Directors
Action Industries, Inc.
We have reviewed the accompanying condensed consolidated balance
sheets of Action Industries, Inc. and Subsidiaries as of September
24, 1994 and September 25, 1993, and the related condensed
consolidated statements of operations for the thirteen-week periods
ended September 24, 1994 and September 25, 1993, and the condensed
consolidated statements of shareholders' equity and cash flows for
the thirteen-week periods ended September 24, 1994 and September
25, 1993. These financial statements are the responsibility of the
Company's management.
We conducted our reviews in accordance with standards established
by the American Institute of Certified Public Accountants. A
review of interim financial information consists principally of
applying analytical procedures to financial data, and making
inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, which
will be performed for the full year with the objective of
expressing an opinion regarding the financial statements taken as
a whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material
modifications that should be made to the accompanying condensed
consolidated financial statements referred to above for them to be
in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet of Action
Industries, Inc. as of June 25, 1994, and the related consolidated
statements of operations, shareholders' equity and cash flows for
the year then ended (not presented herein) and in our report dated
September 9, 1994, we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information
set forth in the accompanying condensed consolidated balance sheet
as of June 25, 1994, is fairly stated, in all material respects, in
relation to the consolidated balance sheet from which it has been
derived.
ERNST & YOUNG LLP
Pittsburgh, Pennsylvania
November 3, 1994
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
The organization and business of the Registrant and its
Subsidiaries (collectively, the "Company") have undergone
significant changes in recent years, continuing through fiscal
1994, in connection with a major restructuring effort.
The Company has experienced declining sales in its traditional
promotional business in recent years. The decline continued in the
first quarter of fiscal 1995 principally due to significantly
reduced business ($4.2 million) with the Company's largest customer
of fiscal year 1994, as that customer has narrowed the scope of
business it is doing with the Company. Also contributing to the
decrease in sales is the Company's implementation last year of a
"downsizing to profitability" strategy involving the elimination of
low margin and/or guaranteed sale business. This strategy is
particularly applicable to the Company's Gift business, which has
historically had a high incidence of guaranteed sale provisions,
and which is also highly seasonal. Gift sales decreased $1.4
million in the first quarter of the current year.
The historical decline in sales is the result of many factors,
including the increasing complexity of the promotional business
itself, a changing retail marketplace, a weak economy at times,
and strategic decisions to exit/downsize unprofitable product
lines.
The Company's current strategy is focused on sales growth, while
maintaining effective levels of gross margin and operating costs,
thereby attaining consistent, meaningful profitability.
The Company is implementing marketing plans for 1995 designed to
revitalize the core promotional business with new, improved product
and new, exciting display alternatives. A new "Store-Within-a-
Store" Replenishment concept is under development, including
improved in-store service and new display vehicles. New promotions
are being developed based on specific product categories and
expanded theme and seasonal concepts to add to the alternatives the
Company can offer its customers.
The major source of cash during the first fiscal quarter ended
September 24, 1994 came from the continued reduction of inventories
and increased accounts payable. Cash generated was applied to the
reduction of current debt and to fund restructuring costs accrued
previously. Working capital of $17.4 million at September 24, 1994
was comparable to $17.6 million at June 25, 1994, and $17.7 million
at September 25, 1993. As a result, the current ratio at September
24, 1994 was 2.29, comparable to 2.31 at June 25, 1994, and
improved from 1.66 at September 25, 1993. The long-term debt to
equity ratio (including the sale/leaseback financing obligation)
was 0.51, comparable to 0.50 at June 25, 1994 and 0.53 at September
25, 1993. The changes in these ratios were primarily the result of
the operating results during the respective periods and other
matters discussed above.
Cash and cash equivalents were $313,000 at September 24, 1994 as
compared to $800,000 at June 25, 1994 and $728,000 at September 25,
1993. Cash balances fluctuate daily to meet operating
requirements.
Accounts receivable of $9.5 million at September 24, 1994 decreased
from $17.3 million at September 25, 1993 as a result of decreased
sales in the current year first quarter, and improved collections,
in part the result of decreased guaranteed sales. Receivables were
seasonally increased from $8.9 million at June 25, 1994.
Inventories of $20.2 million decreased from $20.6 million at June
25, 1994, and decreased significantly (18%) compared to $24.6
million at September 25, 1993. Further reductions of inventories
are anticipated based on planned lower sales, and as the Company
pursues its continuing inventory reduction plan through the 1995
fiscal year.
Aggregate borrowings (long-term debt and notes payable) decreased
from $25.0 million at September 25, 1993 to $13.5 million at
September 24, 1994 as a result of the reduction of receivables and
inventories. Aggregate borrowings were comparable to $13.9 million
at June 25, 1994. Letters of credit outstanding were $1.9 million
at September 24, 1994, $2.0 million at September 25, 1993 and $1.6
million at June 25, 1994.
In January 1994 the Company entered into a credit agreement which
provides for up to $17 million in committed credit lines through
January of 1996. Availability under the line is further limited by
the level of eligible accounts receivable and inventories.
The Company's capital expenditures were $140,000 in the first
quarter ended September 24, 1994. Total capital expenditures of
approximately $300,000 are planned for fiscal 1995, primarily for
production molds and a package design computer system. In
addition, the Company is initiating a system replacement project
for all of its core information systems computer hardware and
software. Expenditures of $400,000 in fiscal 1995 and $500,000 to
$1 million in fiscal 1996 or later will be spent for system
reengineering and replacement. The Company expects to generate
sufficient funds from operations to finance these expenditures,
although systems replacement may be separately financed under
leases or otherwise.
Inflation
The Company periodically discontinues or replaces in its
promotional programs items for which costs increase. This practice
serves as an offset to the effects of inflation. The Company
believes its FIFO cost method of valuing inventories provides for
appropriate matching of current costs with current revenues, and
that the Company's buying practices and improving inventory
turnover significantly reduce the appreciation in inventory values
due to inflation and other price increases.
Inflationary increases in the Company's costs of acquiring
merchandise may adversely affect the Company's operating margins,
since there is no assurance that the Company can pass such
increases along to its customers.
RESULTS OF OPERATIONS
First Quarter Fiscal 1995 Compared with First Quarter Fiscal 1994
Net Sales. Aggregate net sales for the fiscal 1995 first quarter
were $13,175,000, a decrease of $6,625,000 (33%) compared to
$19,800,000 in the prior year first quarter.
The Company's largest customer last year accounted for $4.2 million
in decreased sales in the current year, as a result of that
customer's decision to narrow the scope of its business with the
Company.
In addition, the Company's holiday Gift program offering was
downsized in the current year as a result of poor performance in
the past several years. Gift sales decreased $1.4 million.
Development of a new and different Gift program for 1996 and beyond
is currently underway.
Lamp sales decreased $800,000 compared to the first quarter last
year.
The Company has developed a new residual inventory management
program (RIM) for 1995 to provide limited and managed guaranteed
sales to its customers. The Company does not believe its
historical experience with guaranteed sales is representative of
sales under RIM in the current year, and has postponed recognition
of sales for RIM program shipments (which would have aggregated
approximately $500,000 in net sales based on prior experience) from
shipping date to a later date when the amount of returned goods can
be reasonably determined.
Expectations for the remainder of the 1995 fiscal year are
comparable to last year's net sales for the same period.
The Company's sales volume has declined materially in each of the
last several years. While all of the reasons for the sales decline
cannot be quantified with precision, planned Gift program
reductions and a significant reduction in the amount of guaranteed
sales were major contributors to the reduction in sales from fiscal
1993 to 1994, continuing into the first quarter of fiscal 1995. It
is the Company's belief that economic conditions and other changes
in the retail marketplace, along with increased ability on the part
of the Company's customers to create their own promotional programs
and a shifting customer base, have contributed to the historical
decline in sales volume. While the Company is implementing
marketing plans designed to refocus its business and take advantage
of this changing retail marketplace, there can be no assurance that
further sales declines will not occur for these or other reasons.
In addition, as discussed above, the decisions to further reduce
the Gift program business and to minimize the level of guaranteed
sale business will likely have a continuing adverse impact on the
Company's core promotional sales volume.
Following is a comparison of net sales by type of program:
<TABLE>
<CAPTION>
NET SALES
Thirteen Weeks Ended
September September Increase
24, 1994 25, 1993 (Decrease)
--------- --------- ----------
<S> <C> <C> <C>
Dollar Days $ 7,199,000 $11,959,000 $(4,760,000)
Replenishment 2,493,000 1,970,000 523,000
Retail 222,000 209,000 13,000
----------- ----------- ------------
Core Promotional Business 9,914,000 14,138,000 (4,224,000)
Lamp 2,140,000 2,931,000 (791,000)
Gift 937,000 2,380,000 (1,443,000)
Other Specialty Products 184,000 351,000 (167,000)
----------- ----------- ------------
$13,175,000 $19,800,000 $(6,625,000)
=========== =========== ============
</TABLE>
Cost of Products Sold and Gross Profit Margins. Gross profit
margins (as a percentage of sales) decreased from 25.4% in fiscal
1994 to 24.7% in the current year, principally due to increased
cost of merchandise sold, related primarily to the mix of programs
sold, net of reduced levels of customer returns, markdowns and
allowances related to improved order execution, fill rate and
inventory availability, and decreased guaranteed sales in the
current year.
Operating Expenses. Operating expenses decreased from $4,133,000
(20.9% of sales) in the fiscal 1994 first quarter to $3,153,000
(23.9% of sales) in fiscal 1995. The decrease was primarily the
result of reduced sales volume and overall operating cost
reductions in conjunction with the Company's continuing cost
reduction program. Further operating cost reductions are expected
as fiscal 1995 progresses.
Interest Expense. The decrease of $239,000 was due to decreased
average borrowing levels in the current year, net of increased
interest rates and other borrowing costs.
Other Income (Expense), Net. Other income of $4,000 in the first
quarter of fiscal 1995 represented miscellaneous items. The prior
year other expense amount of $39,000 was comprised of miscellaneous
items.
Earnings (Loss) Before Income Taxes. The decrease of $508,000
reflects the combined effect of all the above.
Provision for Income Taxes. No income taxes benefits were provided
on the loss in the first quarter of fiscal 1995 because realization
of such benefits is not reasonably assured. No income tax expense
was provided on earnings in the first quarter of fiscal 1994
because previously unrecognized deferred income tax benefits and
net operating loss deductions from prior years were available to
offset income taxes on current earnings. Net operating loss
carryforwards available to offset future taxable income and thereby
reduce income taxes payable in fiscal 1995 and beyond are
approximately $17 million for income tax reporting purposes.
Net Earnings (Loss). The decrease of $508,000 reflects the
combined effect of all the above.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
The following documents are filed as part of this report:
(a) Exhibits:
24 Acknowledgment of Independent Auditors, filed
herein.
(b) Reports on Form 8-K:
The Company filed no reports on Form 8-K during the thirteen weeks ended
September 24, 1994.
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.
ACTION INDUSTRIES, INC.
(Registrant)
Date: November 7, 1994 R. Craig Kirsch
-----------------------------
R. Craig Kirsch
Chairman of the Board
Date: November 7, 1994 Kenneth L. Campbell
-----------------------------
Kenneth L. Campbell
Senior Vice President, Finance
(Principal Financial and
Accounting Officer)
EXHIBIT 24
----------
ACKNOWLEDGEMENT OF ERNST & YOUNG
To the Shareholders and Board of Directors
Action Industries, Inc.
We are aware of the incorporation by reference in the Registration
Statements (Form S-8 Nos. 33-48361 and 33-48362) of Action
Industries, Inc. for the registration of 450,000 and 55,300 shares
of its common stock in connection with its Stock Option Plan and
Nonemployee Director Stock Option Plan, respectively, of our report
dated November 3, 1994, relating to the unaudited condensed
consolidated interim financial statements of Action Industries,
Inc. which are included in its Form 10-Q for the quarter ended
September 24, 1994.
Pursuant to Rule 436(c) of the Securities Act of 1933, our reports
are not a part of the registration statement prepared or certified
by accountants within the meaning of Section 7 or 11 of the
Securities Act of 1933.
ERNST & YOUNG LLP
Pittsburgh, Pennsylvania
November 3, 1994
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> QTR-1
<FISCAL-YEAR-END> JUN-24-1995
<PERIOD-START> JUN-26-1994
<PERIOD-END> SEP-24-1994
<CASH> 313
<SECURITIES> 0
<RECEIVABLES> 9,529
<ALLOWANCES> 0
<INVENTORY> 20,223
<CURRENT-ASSETS> 30,900
<PP&E> 30,595
<DEPRECIATION> 22,319
<TOTAL-ASSETS> 40,461
<CURRENT-LIABILITIES> 13,506
<BONDS> 8,338
<COMMON> 719
0
0
<OTHER-SE> 15,772
<TOTAL-LIABILITY-AND-EQUITY> 40,461
<SALES> 13,175
<TOTAL-REVENUES> 13,175
<CGS> 9,915
<TOTAL-COSTS> 13,068
<OTHER-EXPENSES> (4)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 463
<INCOME-PRETAX> (352)
<INCOME-TAX> 0
<INCOME-CONTINUING> (352)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (352)
<EPS-PRIMARY> (0.06)
<EPS-DILUTED> (0.06)
</TABLE>
