___________________________________________________________________________
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 QUARTER ENDED SEPTEMBER 29, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-9800
INCSTAR CORPORATION
(Exact name of Registrant as specified in its charter)
Minnesota 41-1254731
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1990 Industrial Boulevard
Stillwater, Minnesota 55082
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (612) 439-9710
N/A
Former name, former address and former fiscal year,
if changed since last report.
Indicate by check mark whether the Registrant (1) has filed 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 .
The number of shares of the Registrant's Common Stock (par value $.01)
outstanding on November 1, 1995 was 16,363,059.
___________________________________________________________________________
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INCSTAR CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
Sept. 29, Sept. 30, Sept. 29, Sept. 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Net sales $ 11,664,000 $ 10,451,000 $ 33,822,000 $ 32,296,000
Cost of goods sold 5,791,000 5,320,000 17,501,000 16,695,000
Gross profit 5,873,000 5,131,000 16,321,000 15,601,000
Operating expenses:
Selling, general 3,189,000 3,355,000 9,304,000 9,609,000
and administrative
Research and 974,000 1,101,000 2,762,000 4,064,000
development
Unusual items --- --- --- 3,300,000
Total operating 4,163,000 4,456,000 12,066,000 16,973,000
expenses
Operating income 1,710,000 675,000 4,255,000 (1,372,000)
(loss)
Interest expense (41,000) (90,000) (181,000) (293,000)
Other income 3,000 3,000 13,000 6,000
INCOME (LOSS) BEFORE 1,672,000 588,000 4,087,000 (1,659,000)
INCOME TAXES
Provision for 580,000 101,000 1,369,000 193,000
income taxes
NET INCOME (LOSS) $ 1,092,000 $ 487,000 $ 2,718,000 $ (1,852,000)
INCOME (LOSS) PER SHARE
Net income (loss) $ 0.07 $ 0.03 $ 0.17 $ (0.11)
per share
Weighted average 16,570,043 16,332,937 16,465,806 16,358,089
shares and equivalents
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE>
INCSTAR CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
Sept. 29, Dec. 31,
1995 1994
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 8,000 $ 153,000
Restricted cash 251,000 251,000
Accounts receivable, net of allowance for
doubtful accounts of $107,000 and 7,980,000 6,759,000
$113,000, respectively
Other receivables 6,000 119,000
Inventories 13,090,000 12,368,000
Other current assets 471,000 562,000
TOTAL CURRENT ASSETS 21,806,000 20,212,000
PROPERTY AND EQUIPMENT:
Land and land improvements 1,573,000 1,573,000
Buildings and improvements 13,169,000 13,103,000
Equipment and furniture 17,534,000 16,924,000
Construction in progress 23,000 114,000
32,299,000 31,714,000
Less allowance for depreciation and (17,868,000) (16,482,000)
amortization
14,431,000 15,232,000
INTANGIBLE ASSETS 1,252,000 1,744,000
OTHER ASSETS 906,000 966,000
$ 38,395,000 $ 38,154,000
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 120,000 $ 278,000
Accounts payable and cash overdraft 2,208,000 2,262,000
Accrued compensation 1,542,000 1,418,000
Accrued expenses 2,358,000 2,286,000
Income taxes payable 406,000 95,000
TOTAL CURRENT LIABILITIES 6,634,000 6,339,000
LONG-TERM DEBT 1,257,000 4,143,000
OTHER NON-CURRENT LIABILITIES 3,656,000 3,783,000
SHAREHOLDERS' EQUITY:
Undesignated stock, authorized 5,000,000 shares - - - - - -
Common stock, par value $.01, authorized
25,000,000 shares; issued and outstanding 164,000 163,000
16,363,059 and 16,322,521 shares, respectively
Additional paid-in capital 17,937,000 17,676,000
Foreign currency translation adjustment (139,000) (118,000)
Retained earnings 8,886,000 6,168,000
TOTAL SHAREHOLDERS' EQUITY 26,848,000 23,889,000
$ 38,395,000 $ 38,154,000
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE>
INCSTAR CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
Sept. 29, Sept. 30,
1995 1994
<S> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) $ 2,718,000 $ (1,852,000)
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 2,183,000 2,607,000
Provision (payment) for restructuring charge (975,000) 2,218,000
Provision for retirement plan 204,000 397,000
Changes in operating assets and liabilities:
Accounts receivable (1,221,000) 41,000
Other receivables 113,000 19,000
Inventories (722,000) (201,000)
Other current assets 94,000 40,000
Accounts payable 480,000 (719,000)
Accrued compensation 124,000 23,000
Accrued expenses 714,000 279,000
Income tax payable 514,000 (49,000)
Other, net (21,000) 40,000
Net cash provided by operating activities 4,205,000 2,843,000
INVESTING ACTIVITIES:
Payments for distribution rights --- (411,000)
Additions to property and equipment, net (835,000) (716,000)
Increase in intangibles (51,000) ---
(Increase) decrease in other assets 54,000 (155,000)
Net cash used in investing activities (832,000) (1,282,000)
FINANCING ACTIVITIES:
Net payments under lines of credit --- (419,000)
Net decrease in cash overdraft (534,000) (172,000)
Payments on long-term debt (3,044,000) (1,308,000)
Issuance of common stock to employees 60,000 119,000
Net cash used in financing activities (3,518,000) (1,780,000)
Net decrease in cash and cash
equivalents (145,000) (219,000)
Cash and cash equivalents at beginning of 153,000 225,000
period
Cash and cash equivalents at end of period $ 8,000 $ 6,000
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE>
INCSTAR CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 _ SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The consolidated balance sheet as of September 29, 1995 and the related
consolidated statements of income and cash flows for the nine month periods
ended September 29, 1995 and September 30, 1994 are unaudited. In the
opinion of management, all adjustments necessary for a fair presentation of
such financial statements have been included. Such adjustments consisted
only of normal recurring items. Certain amounts for periods prior to the nine
month period ended September 29, 1995 have been reclassified to conform with
the current classifications. The consolidated financial statements and notes
should be read in conjunction with the consolidated financial statements and
notes included in the Company's 1994 Form 10K.
NOTE 2 _ INVENTORIES
Inventories consist of the following:
<TABLE>
<CAPTION>
Sept. 29, Dec. 31,
1995 1994
<S> <C> <C>
Raw materials $ 2,604,000 $ 2,242,000
Work in progress 8,715,000 8,521,000
Finished goods 1,771,000 1,605,000
$13,090,000 $12,368,000
</TABLE>
NOTE 3 _ INTANGIBLE ASSETS
Intangible assets consist of the following:
<TABLE>
<CAPTION>
Sept. 29, Dec. 31,
1995 1994
<S> <C> <C>
Patents $ 717,000 $ 717,000
Trademarks 17,000 17,000
Goodwill 619,000 619,000
Intellectual property and purchased 699,000 648,000
technology
Product distribution rights 2,700,000 2,700,000
4,752,000 4,701,000
Less accumulated amortization (3,500,000) (2,957,000)
$ 1,252,000 $ 1,744,000
</TABLE>
<PAGE>
NOTE 4 _ UNUSUAL ITEMS
In the fourth quarter of 1994, the Company recorded a $750,000 charge
related to the write down of excess inventories and a $2,450,000 unusual
charge related to the termination of certain distribution and supply
agreements ($540,000) as well as severance and other costs related to senior
management changes ($1,910,000). Amounts remaining to be paid, exclusive of
amounts included in Note 6, Executive Retirement Plan, are included in the
following balance sheet classifications:
<TABLE>
<CAPTION>
Sept. 29, Dec. 31,
1995 1994
<S> <C> <C>
Accrued expenses $158,000 $613,000
Other non-current liabilities 479,000 798,000
</TABLE>
The non-current portion due at September 29, 1995 is expected to be paid in
1996 ($180,000) and 1997 ($299,000).
In the second quarter of 1994, the Company discontinued its fluorescence
polarization immunoassay instrument development program ("FPIA") and incurred
a one-time pre-tax charge of $3,300,000. The majority of this charge related
to the write off of tangible and intangible assets ($1,560,000), costs
incurred to terminate contracts with outside vendors and consultants
($797,000), as well as severance and related costs for terminated employees
($943,000). Amounts remaining to be paid at September 29, 1995 and December
31, 1994, exclusive of amounts included in Note 6, Executive Retirement Plan,
are $97,000 and $298,000, respectively, and are included in Accrued expenses.
NOTE 5 _ LONG-TERM DEBT, LEASE AND ROYALTY COMMITMENTS
Long-term debt consists of the following:
<TABLE>
<CAPTION>
Sept. 29, Dec. 31,
1995 1994
<S> <C> <C>
Revolving line of credit from bank,
interest at prime plus .25% $ --- $ ---
Revolving line of credit from affiliate,
interest at LIBOR plus 100 basis points --- ---
Long-term note from affiliate due December
1996, interest at LIBOR plus 125 basis 1,250,000 4,020,000
points
Capitalized lease obligations, interest at
5.7% to 8.0%, due through 1996 116,000 390,000
Other 11,000 11,000
1,377,000 4,421,000
Less current portion (120,000) (278,000)
Total long-term debt $1,257,000 $4,143,000
</TABLE>
The Company is obligated to make royalty payments under several
distribution and licensing agreements. The majority of these agreements call
for payments based on a percentage of sales. Royalty expense under these
agreements was $504,000 and $245,000 for the quarters ended September 29,
1995 and September 30, 1994, respectively, and $1,181,000 and $872,000 for
the nine month periods ended September 29, 1995 and September 30, 1994,
respectively.
<PAGE>
NOTE 6 _ EXECUTIVE RETIREMENT PLAN
The Company has individual retirement agreements with certain executive
officers which are intended to provide continued compensation to such
officers or their respective beneficiaries upon retirement from the Company.
The benefits and terms under these arrangements vary depending upon the
officer's position within the Company. In connection with this plan,
included in Other non-current liabilities at September 29, 1995 and December
31, 1994 is $3,085,000 and $2,895,000, respectively, representing the present
value of the future liability. Also, included in Accrued expenses at
September 29, 1995 is $14,000 representing the current portion of this
liability. The Company intends to fund this obligation through the purchase
of life insurance contracts on the individual executives. Included in Other
assets at September 29, 1995 and December 31, 1994 is $843,000 and $905,000,
respectively, representing the cash surrender value of these policies.
NOTE 7 _ INCOME TAXES
Upon the exercise of certain officer stock options during the year ended
December 31, 1990, the Company was entitled to a compensation deduction
allowable for income tax purposes. No compensation expense was required for
financial reporting purposes because the option price on the original grant
date equaled the then fair market value of the shares. Upon realization of
the benefit relating to the compensation deduction for tax purposes, the
benefit is credited to additional paid in capital. The Company did not
recognize any credit during the quarter ended September 29, 1995, however, it
recognized a credit of $203,000 to Additional paid in capital relating to
these stock options for the nine month period ended September 29, 1995.
<PAGE>
NOTE 8 _ RELATED PARTY TRANSACTIONS
As part of the ongoing operations of the Company, various transactions
were entered into with its affiliates, Sorin Biomedica S.p.A. ("Sorin") and
its subsidiaries and Fiat Finance U.S.A., Inc. The following tables
summarize these transactions and related balances.
<TABLE>
<CAPTION>
Sorin Fiat Finance U.S.A., Inc.
Nine Months Ended Nine Months Ended
Sept. 29, Sept. 30, Sept. 29, Sept. 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Product sales $5,627,000 $5,049,000 $ - - - $ - - -
Product purchases 1,110,000 915,000 - - - - - -
Royalty expense 334,000 129,000 - - - - - -
Interest expense - - - - - - 164,000 252,000
</TABLE>
<TABLE>
<CAPTION>
Sept. 29, Dec. 31, Sept. 29, Dec. 31,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Assets
Trade accounts $1,925,000 $1,743,000 $ - - - $ - - -
receivable
Other receivables 6,000 5,000 - - - - - -
receivables
Liabilities
Accounts payable $ 572,000 $ 389,000 $ - - - $ - - -
Accrued royalty 280,000 47,000 - - - - - -
Accrued interest - - - - - - 70,000 3,500
Long-term debt - - - - - - 1,250,000 4,020,000
</TABLE>
NOTE 9 _ SUPPLEMENTARY CASH FLOW INFORMATION
<TABLE>
<CAPTION>
Nine Months Ended
Sept. 29, Sept. 30,
1995 1994
<S> <C> <C>
Supplemental disclosures of cash flow
information:
Cash paid during the period for:
Interest $114,000 $103,000
Income taxes, net 688,000 234,000
Schedule of non-cash investing and financing
activities:
Deferred payable for product distribution --- 250,000
rights
</TABLE>
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Quarter ended September 29, 1995 vs. quarter ended September 30, 1994
Sales for the quarter ended September 29, 1995 increased 12% to
$11,664,000 from $10,451,000 for the same period a year earlier. This is
attributable to increases in the Company's autoimmune disease, bone and
mineral metabolism and infectious disease market segments, both in the
domestic and international market place. Increases in these market segments
were somewhat offset, however, by declines in the Company's oncology and bulk
antisera product lines in addition to continuing declines in certain of the
Company's radioimmunnoassay ("RIA") product offerings.
Domestic sales increased 28% to $6,651,000 for the quarter ended
September 29, 1995 from $5,214,000 for the same period in the prior year.
Substantially all of this increase was attributable to an increase in sales
in one of the Company's hepatitis assays due to a competitor's kit becoming
unavailable to the market. The Company is uncertain how long this market
condition will continue; however, it currently affords the Company sales
opportunities that normally would not exist. The Company also realized
significant growth in its autoimmune disease segment through increased market
penetration of its TheratestTM product line. This ELISA-based panel of
diagnostic assays was acquired from Theratest Laboratories, Inc. in May 1994
and the technology and manufacturing transfer of these tests to the Company's
Stillwater facility was completed during the second quarter of this year.
Additionally, the Company's bone and mineral metabolism segment showed
increased performance, aided by several recent new product introductions.
However, as discussed above, offsetting the increases in the above three
markets was continuing declines in the Company's RIA oncology and routine
endocrinology product offerings.
International sales decreased 5% to $5,013,000. However, revenues
continue to be favorably impacted in the infectious disease and autoimmune
market segments by sales of the Company's second generation tests for Epstein
Barr Virus and Thyroid Receptor Autoantibody (TRAb) assays. Sales were
negatively impacted, however, in the bulk antisera product offerings,
resulting mainly from the cyclical nature of this market, as well as declines
in the routine endocrinology segment as this market continues to shift away
from manual, RIA testing.
Gross margins for the third quarter of 1995 improved to 50.3% of sales
compared to 49.1% of sales for the same period in the prior year. This
improvement is due in part to a change in the mix of sales, discussed above,
compared to the same period a year earlier as well as efficiencies derived
from recent restructuring of operations. Improvement in gross margins is
expected to continue in the fourth quarter of 1995.
Selling, general and administrative ("SG&A") expenses declined from
$3,355,000, or 32% of sales, in the third quarter of 1994 to $3,189,000, or
27% of sales, in the third quarter of 1995. This decline is attributable to
cost saving measures taken by the Company during 1995 and the recent
restructuring of operations.
Research and development expenditures decreased 12% to $974,000 in the
third quarter of 1995 from $1,101,000 for the same period in the prior year
and decreased as a percentage of sales to 8% compared to 11% in the prior
year. This decline is mainly due to the timing of clinical trials and other
regulatory costs associated with new product introductions. The Company
expects research and development expenditures to remain consistent with these
levels for the remainder of 1995.
<PAGE>
Interest expense decreased to $41,000 compared to $90,000 for the same
period in the prior year. This decrease is attributable to lower average
debt levels.
Income tax expense for the quarter was $580,000, or 35% of income before
taxes, compared with income tax expense of $101,000, or 17% of income before
taxes, in the third quarter of 1994. The increase in the effective rate is
due to fewer available tax credits to offset income tax expense for financial
reporting purposes.
Nine months ended September 29, 1995 vs. nine months ended September 30, 1994
Sales for the nine months ended September 29, 1995 increased 5% to
$33,822,000 from $32,296,000 for the same period a year earlier. This
increase can be attributed mainly to increases in the Company's autoimmunity
and infectious disease market segments, offset by declines in the oncology
and bulk antisera product offerings, as discussed above. Domestic sales
increased 9% to $17,878,000, for the nine month period ended September 29,
1995 compared to $16,348,000 for the same period in the prior year.
International sales remained flat at $15,944,000 for the nine month period
ended September 29, 1995 compared with $15,948,000 for the same period in
1994.
Gross margins remained at 48% for the nine month periods ended September
29, 1995 and September 30, 1994. As discussed above, gross margins increased
during the third quarter and are expected to increase slightly during the
fourth quarter of 1995.
SG&A expenses decreased to $9,304,000, or 27.6% of sales, in the nine
months ended September 29, 1995 from $9,609,000, or 29.7% of sales, for the
same period in the prior year. This decline is attributable to cost saving
measures taken by the Company. The Company anticipates SG&A expenses to
increase slightly during the remainder of 1995 due to advertising and other
costs related to new product introductions.
Research and development expenditures decreased 32% to $2,762,000, or
8.2% of sales, in the nine months ended September 29, 1995 from $4,064,000,
or 12.6% of sales, for the same period in the prior year. This decrease is
mainly due to the cancellation of the FPIA program in 1994 as discussed in
Note 4 above. The Company intends to maintain research and development
expenditures at levels consistent with historical spending, exclusive of
FPIA.
Interest expense decreased to $181,000 compared to $293,000 for the same
period in the prior year. This decrease is attributable to lower average
debt levels.
Income (loss) before income taxes was $4,087,000 for the nine month
period ending September 29, 1995 compared to $(1,659,000) for the nine month
period ending September 30, 1994. The first nine months of 1994 was impacted
by a restructuring charge of $3.3 million for the discontinuance of the FPIA
project, discussed in Note 4 above. Without consideration of this charge,
income before taxes increased 149% over the prior year.
Income tax expense for the nine months ended September 29, 1995 was
$1,369,000, or 34% of income before taxes compared with income tax expense of
$193,000 for the same period in the prior year. The prior year tax related
primarily to temporary differences which were added back to the book loss and
resulted in taxable income. These temporary differences resulted from large
book reserves which were not deductible and certain fixed assets depreciated
over a longer life for tax purposes.
<PAGE>
Liquidity and Capital Resources
The Company's operating cash flow increased in the first nine months of
1995 to $4,205,000 from $2,843,000 for the same period in the prior year.
Free cash flow (operating cash flow less investment activities) increased to
$3,373,000 in the first nine months from $1,561,000 in the comparable period
of the prior year. This increase is primarily due to increased operating
income in the first nine months of 1995 and the cancellation of the FPIA
program as discussed above. The Company utilized this cash to reduce its
outstanding debt by $3 million in the nine month period ended September 29,
1995. Net working capital increased in this year's first nine months to
$15,172,000 at September 29, 1995 from $13,873,000 at December 31, 1994.
At September 29, 1995, the Company's primary sources of liquidity were a
$1 million revolving bank credit line secured by Company assets and a $4.5
million unsecured credit line with Fiat Finance U.S.A., Inc. At September
29, 1995, the Company had no outstanding borrowings under these credit lines.
The Company believes that its operating cash flow and existing credit lines
will provide ample sources of liquidity for all planned capital expenditures
and research and development activities. Capital spending for the remainder
of 1995 is anticipated to be approximately $400,000.
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 11 - Computation of Net Income (Loss) per Common Share
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K - There were no reports on Form 8-K filed during the
quarter ended September 29, 1995.
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.
INCSTAR CORPORATION
(Registrant)
Date: 11/1/95
/S/John J. Booth
President (Principal Executive
Officer)
Date: 11/1/95
/S/Thomas P. Maun
Vice President and Chief Financial
Officer
(Principal Financial and Accounting
Officer)
EXHIBIT 11
COMPUTATION OF NET INCOME (LOSS) PER COMMON SHARE
INCSTAR CORPORATION AND SUBSIDIARIES
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
Sept. 29, Sept. 30, Sept. 29, Sept. 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
PRIMARY EARNINGS PER
COMMON SHARE:
Average shares 16,363,059 16,322,521 16,362,868 16,322,228
outstanding
Dilutive stock options
and warrants - based on 206,984 10,416 102,938 35,861
the treasury stock method
16,570,043 16,332,937 16,465,806 16,358,089
Net income (loss) $ 1,092,000 $ 487,000 $ 2,718,000 $ (1,852,000)
Net income (loss) per $ 0.07 $ 0.03 $ 0.17 $ (0.11)
share
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET FOR THE PERIOD ENDED SEPTEMBER 29, 1995 AND THE
RELATED STATEMENTS OF INCOME, CASH FLOWS AND RETAINED EARNINGS FOR THE PERIOD
ENDED SEPTEMBER 29, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-29-1995
<CASH> 259,000
<SECURITIES> 0
<RECEIVABLES> 8,087,000
<ALLOWANCES> 107,000
<INVENTORY> 13,090,000
<CURRENT-ASSETS> 21,806,000
<PP&E> 32,299,000
<DEPRECIATION> 17,868,000
<TOTAL-ASSETS> 38,395,000
<CURRENT-LIABILITIES> 6,634,000
<BONDS> 0
<COMMON> 164,000
0
0
<OTHER-SE> 26,684,000
<TOTAL-LIABILITY-AND-EQUITY> 38,395,000
<SALES> 33,822,000
<TOTAL-REVENUES> 33,822,000
<CGS> 17,501,000
<TOTAL-COSTS> 17,501,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 6,000
<INTEREST-EXPENSE> 181,000
<INCOME-PRETAX> 4,087,000
<INCOME-TAX> 1,369,000
<INCOME-CONTINUING> 2,718,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,718,000
<EPS-PRIMARY> 0.17
<EPS-DILUTED> 0.17
</TABLE>
