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 JUNE 30, 1995
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 0-4466
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COMPUTER PRODUCTS, INC.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA
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(State or other jurisdiction of incorporation or organization)
59-1205269
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(I.R.S. Employer Identification No.)
7900 Glades Road, Suite 500, Boca Raton, Florida 33434
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (407) 451-1000
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NOT APPLICABLE
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Former name, address and fiscal year if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- --
The number of shares of Common Stock, $.01 par value, of the Registrant issued
and outstanding as of July 28, 1995, was 22,821,083 shares.
<PAGE>
COMPUTER PRODUCTS, INC.
INDEX TO FORM 10-Q
Page
Number
------
PART I. FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements:
Statements of Operations - For the Thirteen
and Twenty-Six Weeks Ended June 30, 1995 and
July 1, 1994 3
Statements of Financial Condition - June 30, 1995
and December 30, 1994 4
Statements of Cash Flows - For the
Twenty-Six Weeks Ended June 30, 1995 and
July 1, 1994 5
Notes to Condensed Consolidated Financial
Statements 6-8
Item 2. Management's Discussion and Analysis of
Results of Operations and Financial Condition 9-11
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of
Security Holders 12
Item 6. Exhibits and Reports on Form 8-K 12
Exhibit No. 11
Exhibit No. 27
SIGNATURE
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands Except Per Share Data)
(Unaudited)
<CAPTION>
THIRTEEN WEEKS TWENTY-SIX WEEKS
ENDED ENDED
JUNE 30, JULY 1, JUNE 30, JULY 1,
1995 1994 1995 1994
-------- ------ ------ -------
<S> <C> <C> <C> <C>
SALES $47,316 $38,393 $91,614 $76,058
COST OF SALES 29,792 24,001 57,937 47,909
------- ------ ------- -------
GROSS PROFIT 17,524 14,392 33,677 28,149
------- ------- ------- -------
EXPENSES:
Selling, general & administrative 8,527 8,524 17,200 16,982
Research & development 4,249 2,740 8,033 5,355
------- ------ ------- ------
12,776 11,264 25,233 22,337
------- ------- ------- -------
OPERATING INCOME 4,748 3,128 8,444 5,812
------- ------ ------- --------
OTHER INCOME (EXPENSE):
Interest expense (823) (906) (1,799) (1,814)
Interest income 290 105 539 197
------ ------ ------- -------
(533) (801) (1,260) (1,617)
------- ------ -------- --------
INCOME BEFORE INCOME TAXES AND
EXTRAORDINARY ITEM 4,215 2,327 7,184 4,195
PROVISION FOR INCOME TAXES 1,349 814 2,299 1,468
------- ------ ------- --------
INCOME BEFORE EXTRAORDINARY ITEM 2,866 1,513 4,885 2,727
EXTRAORDINARY ITEM - LOSS ON EARLY
RETIREMENT OF DEBT,
NET OF INCOME TAX BENEFIT OF $187 (397) - (397) -
-------- ------ ------- -------
NET INCOME $ 2,469 $ 1,513 $ 4,488 $ 2,727
======== ======= ======= =======
EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE:
Income Before Extraordinary Item $ 0.12 $ 0.07 $ 0.22 $ 0.13
Extraordinary Item (0.02) - (0.02) -
------- ------ ------- ------
Net Income $ 0.10 $ 0.07 $ 0.20 $ 0.13
======= ====== ======= ======
Common and common equivalent shares
outstanding 24,148 20,847 22,504 20,703
<FN>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
<PAGE>
<TABLE>
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in Thousands Except Par Value Amounts)
<CAPTION>
JUNE 30, DECEMBER 30,
1995 1994
(UNAUDITED) (AUDITED)
----------- ---------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and equivalents $ 29,312 $ 20,211
Accounts receivable, net 26,883 24,669
Inventories, net 22,613 20,047
Prepaid expenses 1,999 2,157
Deferred income taxes, net 294 528
--------- ---------
Total current assets 81,101 67,612
--------- ---------
PROPERTY, PLANT & EQUIPMENT, NET 26,052 26,238
--------- ---------
OTHER ASSETS
Goodwill, net 14,095 14,911
Deferred income taxes, net 2,838 3,395
Other assets 2,032 2,240
--------- ---------
Total other assets 18,965 20,546
--------- ---------
$126,118 $114,396
========= ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Current maturities of long-term debt $ 1,289 $ 1,820
Accounts payable and accrued liabilities 31,209 25,446
--------- ---------
Total current liabilities 32,498 27,266
LONG-TERM DEBT 32,002 7,368
LEASE LIABILITIES 6,303 6,421
CONVERTIBLE SUBORDINATED DEBENTURES - 33,383
--------- ---------
TOTAL LIABILITIES 70,803 74,438
--------- ---------
SHAREHOLDERS' EQUITY
Preferred stock, par value $.01; 1,000,000
shares authorized; none issued
Common stock, par value $.01; 80,000,000
shares authorized; 22,802,963 issued
and outstanding in 1995 (20,302,654 shares
in 1994) 227 203
Additional paid-in capital 37,536 27,190
Retained earnings 17,547 13,521
Foreign currency translation adjustment 5 (956)
--------- ---------
TOTAL SHAREHOLDERS' EQUITY 55,315 39,958
--------- ---------
$126,118 $114,396
========= ==========
<FN>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
<PAGE>
<TABLE>
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)
<CAPTION>
TWENTY-SIX WEEKS ENDED
JUNE 30, JULY 1,
1995 1994
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<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 4,488 $ 2,727
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 2,558 2,535
Other non-cash charges 2,430 1,759
Changes in operating assets and liabilities:
Increase in accounts receivable (1,979) (174)
Increase in inventories and prepaid expenses (4,045) (5,552)
Increase in accounts payable and accrued
liabilities 7,131 2,551
-------- ---------
NET CASH PROVIDED BY OPERATING ACTIVITIES 10,583 3,846
-------- ---------
INVESTING ACTIVITIES:
Purchases of property, plant and equipment (2,694) (2,106)
Proceeds from sale of property, plant and
equipment 1,521 -
(Increase) decrease in other assets 70 231
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (1,103) (2,337)
-------- ---------
FINANCING ACTIVITIES:
Issuance of long-term debt 24,375 3,600
Repurchase of convertible subordinated
debentures (24,505) -
Principal payments on debt and capital leases (1,025) (628)
Proceeds from exercise of stock options 1,287 91
Repurchase of common stock (646) -
-------- ---------
NET CASH PROVIDED BY (USED IN) FINANCING
ACTIVITIES (514) 3,063
-------- ---------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND
EQUIVALENTS 135 337
-------- ---------
INCREASE IN CASH AND EQUIVALENTS 9,101 4,909
CASH AND EQUIVALENTS, BEGINNING OF PERIOD 20,211 10,146
-------- ---------
CASH AND EQUIVALENTS, END OF PERIOD $29,312 $15,055
======== =========
<FN>
NONCASH FINANCING ACTIVITIES:
In May 1995, holders of the Company's Debentures with a principal amount of
$9,121,000 converted the Debentures into 1,972,085 shares of the Company's
common stock.
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
<PAGE>
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
JUNE 30, 1995
1. BASIS OF PRESENTATION
The accompanying unaudited Condensed Consolidated Financial Statements have
been prepared in accordance with generally accepted accounting principles for
interim financial reporting and with the instructions to Form 10-Q and Article
10 of Regulation S-X. Certain information and footnote disclosures required by
generally accepted accounting principles for complete financial statements have
been condensed or omitted.
In the opinion of management, the accompanying financial statements include
all adjustments (consisting of normal recurring accruals) considered necessary
to present fairly the financial position, results of operations, and cash flows
of the Company. The results of operations for the thirteen and twenty-six weeks
ended June 30, 1995 are not necessarily indicative of the results that may be
expected for fiscal year 1995. For further information, these Condensed
Consolidated Financial Statements should be read in conjunction with the
financial statements and notes thereto included in the Company's 1994 Annual
Report to Shareholders and Form 10-Q for the thirteen week period ended March
31, 1995.
Certain amounts in the prior period financial statements have been
reclassified to be consistent with the method of presentation used in the
current period financial statements.
2. INVENTORIES, NET
The components of inventory, net of allowances for slow-moving and obsolete
inventory, are ($000s):
June 30, December 30,
1995 1994
-------- --------
Raw materials $13,483 $11,016
Work in process 3,409 3,174
Finished goods 5,721 5,857
------- -------
$22,613 $20,047
======= =======
3. PROPERTY, PLANT & EQUIPMENT, NET
Accumulated depreciation on property plant and equipment was $24,305,000
and $25,019,000 at June 30, 1995 and December 30, 1994, respectively.
On June 2, 1995, the Company sold its Pompano Beach, Florida facility.
Proceeds totaled approximately $1.5 million, resulting in a pretax gain of
approximately $278,000.
4. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
The components of accounts payable and accrued liabilities are ($000s):
June 30, December 30,
1995 1994
-------- -------
Accounts payable $14,567 $10,123
Accrued liabilities:
Compensation and Benefits 7,468 7,685
Restructuring Costs 557 898
Income Taxes Payable 1,785 1,449
Other 6,832 5,291
------ ------
$31,209 $25,446
======= =======
5. LONG-TERM DEBT
On April 4, 1995, the Company entered into an unsecured credit agreement
with First Union National Bank of Florida (``First Union'') which provided for a
$25 million seven-year term loan and a $20 million three-year revolving line of
credit. The revolving facility replaces and expands the Company's previous $15
million line of credit which expired on March 23, 1995 and will be available to
fund working capital needs. Proceeds from the term loan were used to redeem the
Company's Convertible Subordinated Debentures (the `Debentures').
In May 1995, the Company entered into an Interest Rate Collar Agreement
with First Union, which set boundaries for the interest payment terms on its $25
million term loan. The agreement placed a ceiling of 9.75% on the Company's
floating rate option in exchange for First Union's ability to elect a fixed rate
option of 8.25%. In June 1995, First Union exercised its option to receive
interest at the fixed rate.
The line of credit agreement provides for interest at either .75% above
the London Interbank Offered Rate (`LIBOR') or at the Prime rate minus .50%
and it includes a commitment fee of .25% of the unused balance.
6. CONVERTIBLE SUBORDINATED DEBENTURES
On May 5, 1995, the Company called for redemption all of the remaining
$33.4 million of its 9.5% Debentures due May 15, 1997. The Debentures were
redeemed for an aggregate amount of $1,054.86 per $1,000 of principal amount
(consisting of a redemption payment of $1,010 plus accrued and unpaid interest
of $44.86). As a result of the redemption, holders of Debentures with a
principal amount of $9,121,000 elected to convert the Debentures, pursuant to
the terms of the Debentures, into 1,972,085 shares of the Company's common stock
while the balance of $24,262,000 was redeemed. The redemption resulted in an
after-tax loss of approximately $397,000, consisting of the 1% redemption
premium of $165,000 and the write-off of unamortized financing costs of
$232,000.
7. INCOME TAXES
The provision for income taxes reflects federal, state, and foreign taxes
currently payable. The effective income tax rate on pretax earnings differs
from that computed at the United States federal statutory rate for the following
reasons:
Twenty-Six Weeks Ended
June 30, July 1,
1995 1994
------ -----
Provision computed at United States
federal statutory rate 34.0% 34.0%
Effect of state income taxes 4.4 6.9
Amortization of goodwill 0.4 1.8
Foreign tax effects 1.1 0.9
Change in the valuation allowance (5.6) (8.3)
Other (2.3) (0.3)
----- -----
Effective tax rate 32.0% 35.0%
====== ======
<PAGE>
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
GENERAL
The Company's operating performance for the thirteen and twenty-six weeks
ended June 30, 1995 reflected improvement in sales and net income compared to
the same periods ended July 1, 1994. While gross profit margins remained level,
operating income increased over both comparable prior year periods primarily as
a result of higher sales volume. Selling, general and administrative expenses
remained at relatively the same levels while research and development expenses
for the thirteen and twenty-six weeks ended June 30, 1995 increased 55% and 50%,
respectively, over the comparable prior year periods as the Company continued to
invest in new product development.
RESULTS OF OPERATIONS
The following table displays revenues by product category for the twenty-
six weeks ended June 30, 1995 and July 1, 1994:
(DOLLARS IN THOUSANDS)
JUNE 30, JULY 1,
1995 1994
-------- -------
Power Conversion $73,651 $55,709
80.4% 73.2%
Industrial Automation 8,206 10,693
9.0% 14.1%
Computer Systems 9,757 9,656
10.6% 12.7%
------- ------
Total $91,614 $76,058
======= =======
Revenues for the thirteen and twenty-six weeks ended June 30, 1995
increased $8.9 million (23%) and $15.6 million (20%), respectively, over the
comparable prior year periods, reflecting strong performance in the Power
Conversion division. Power Conversion's sales improved 32% from increased
demand across each of its sales channels, particularly in the communications
marketplace. Industrial Automation's sales were down from prior year due to a
decrease in utility orders while Computer Systems' sales showed a slight
increase over the prior year periods.
Although gross profit for the thirteen and twenty-six weeks ended June 30,
1995 increased by $3.1 million and $5.5 million, respectively, over the
comparable prior year periods, gross margins were level with the 37% reported
for both the thirteen and twenty-six weeks ended July 1, 1994, as the favorable
effect on unit costs of significantly higher volumes was offset by the continued
growth in the lower margin Power Conversion business and a continuing shift
toward high volume OEM accounts that typically generate lower profit margins.
Selling, general and administrative (SG&A) expenses for the thirteen and
twenty-six weeks ended June 30, 1995 remained level with the comparable prior
year periods. However, SG&A expenses as a percentage of revenue decreased from
22% for both the comparable prior year periods to approximately 18% and 19% for
the thirteen and twenty-six weeks ended June 30, 1995, respectively, due to the
Company's continued focus on cost control and the effect of significantly higher
sales volume.
Research and development (R&D) expenses for the thirteen and twenty-six
weeks ended June 30, 1995 increased $1.5 million (55%) and $2.7 million (50%),
respectively, over the same periods a year ago, as a result of the Company's
increased investment in product development in each of its product categories.
Despite the continued increase in R&D spending, operating expenses as a
percentage of sales declined to approximately 27% in 1995 from the 29% reported
a year ago.
The provision for income taxes as a percentage of pretax income for the
twenty-six weeks ended June 30, 1995 decreased to 32% from 35% for the
comparable prior year period. The effective tax rate for 1995 decreased
primarily as a result of a reduction in the valuation allowance resulting from a
higher than expected utilization of deferred tax assets. See Note 7 to the
Condensed Consolidated Financial Statements for the Company's effective tax rate
reconciliation.
LIQUIDITY AND CAPITAL RESOURCES
Cash and equivalents increased to $29.3 million at June 30, 1995 from
$20.2 million at December 31, 1994 as a result of higher net income, working
capital efficiencies and proceeds from the sale of the Pompano Beach, Florida
facility (see Note 3 to the Condensed Consolidated Financial Statements).
Inventories, net increased $2.6 million (12.8%) in support of increased
volume and due to lengthening lead times for component procurement.
Foreign currency translation adjustment decreased by approximately $1.0
million due to the impact of a weaker U.S. dollar on the translation of net
assets denominated in European currencies.
Net cash provided by operations increased to $10.6 million for the twenty-
six weeks ended June 30, 1995 from $3.8 million for the twenty-six weeks ended
July 1, 1994 as a result of higher income from operations, limited growth in
receivables and inventory versus the increase in volumes, and increased accounts
payable.
Net cash used in investing activities decreased to $1.1 million for the
twenty-six weeks ended June 30, 1995 from $2.3 million for the twenty-six weeks
ended July 1, 1994 primarily due to proceeds received from the sale of the
Pompano Beach, Florida facility (see Note 3 to the Condensed Consolidated
Financial Statements).
Net cash used in financing activities for the twenty-six weeks ended June
30, 1995 of $0.5 million consists of the issuance of the $25 million seven-year
term loan, net of debt issuance costs, and proceeds from the exercise of stock
options reduced by the repurchase of $24.3 million of the Company's convertible
subordinated debentures, the Company's repurchase of 116,000 shares of its
common stock as part of its plan to repurchase up to 2,000,000 shares of its
common stock and scheduled long-term debt repayments. Net cash provided by
financing activities for the twenty-six weeks ended July 1, 1994 of $3.1 million
includes the issuance of a $3.6 million mortgage loan reduced by scheduled long-
term debt repayments.
As of June 30, 1995, no amounts have been drawn on the Company's $20
million revolving line of credit. The Company believes its available credit
line, its cash flow from operations, and other financing activities are adequate
to fund its working capital requirements for the remainder of the fiscal year.
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Annual Meeting of the Shareholders held April 27, 1995, the election
of seven directors to hold office until the Annual Meeting of Stockholders in
1996 and until their respective successors have been duly elected and qualified
was submitted for a vote of the holders of the Company's common stock. The
following directors were nominated and elected:
NAME VOTES FOR WITHHELD
---- --------- --------
Edward S. Croft, III 18,178,842 62,050
John N. Lemasters 18,096,684 114,208
Joseph M. O'Donnell 18,183,008 57,884
Stephen A. Ollendorff 18,175,070 65,822
Phillip A. O'Reilly 18,180,723 60,169
Bert Sager 18,169,169 71,723
J. Earl Templeton 18,172,335 68,557
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
Exhibit No. 11 -- Computation of earnings per common share.
Exhibit No. 27 -- Financial Data Schedule.
(B) REPORTS ON FORM 8-K
On April 5, 1995, the Company filed a Current Report on Form 8-K with respect
to the redemption of the remaining $33.4 million of its 9.5% Debentures due May
15, 1997 and with respect to the Company's unsecured credit agreement with First
Union National Bank of Florida which provided for a $25 million seven-year term
loan and a $20 million three-year revolving line of credit.
<PAGE>
SIGNATURE
---------
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.
COMPUTER PRODUCTS, INC.
-----------------------
(Registrant)
DATE: August 7, 1995 BY: Richard J. Thompson
-------------------
Richard J. Thompson
Vice President Finance
<PAGE>
<TABLE>
EXHIBIT NO. 11
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER COMMON SHARE-PRIMARY
(In Thousands)
<CAPTION>
THIRTEEN WEEKS TWENTY-SIX WEEKS
ENDED ENDED
JUNE 30, JULY 1, JUNE 30, JULY 1,
1995 1994 1995 1994
------- ------- ------- -------
<S> <C> <C> <C> <C>
Weighted average number of shares
outstanding 22,531 20,203 21,059 20,192
Net effect of dilutive stock
options--based on the treasury
stock method using average
market price 1,617 644 1,445 511
------ ------ ------ ------
Common and common equivalent
shares outstanding 24,148 20,847 22,504 20,703
====== ====== ====== ======
</TABLE>
<PAGE>
<TABLE>
EXHIBIT NO. 11
COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER COMMON SHARE-FULLY DILUTED
(In Thousands Except Per Share Data)
<CAPTION>
THIRTEEN WEEKS TWENTY-SIX WEEKS
ENDED ENDED
JUNE 30, JULY 1, JUNE 30, JULY 1,
1995 1994 1995 1994
-------- -------- ------- -------
<S> <C> <C> <C> <C>
Shares outstanding 22,803 20,227 22,803 20,227
Net effect of dilutive stock
options - based on the treasury
stock method using the
greater of month-end market
price or average market price 1,902 644 1,842 547
Assumed conversion of convertible
subordinated debentures - 7,329 - 7,329
------ ------- ------- -------
Totals 24,705 28,200 24,645 28,103
====== ======= ======= =======
* * * * *
Income before extraordinary item $2,866 $1,513 $4,885 $2,727
Add convertible debenture
interest and amortization,
net of applicable income taxes 212 559 788 1,118
------ ------- ------- -------
$3,078 $2,072 $5,673 $3,845
====== ======= ======= =======
Per share amounts $ 0.12 $ 0.07 $ 0.23 $ 0.14
====== ======= ======= =======
* * * * *
Net income $2,469 $1,513 $4,488 $2,727
Add convertible debenture
interest and amortization,
net of applicable income taxes 212 559 788 1,118
------ ------- ------- -------
$2,681 $2,072 $5,276 $3,845
====== ======= ======= =======
Per share amounts $ 0.11 $ 0.07 $ 0.21 $ 0.14
====== ======= ======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<PAGE>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-29-1995
<PERIOD-END> JUN-30-1995
<CASH> 29,312
<SECURITIES> 0
<RECEIVABLES> 28,794
<ALLOWANCES> 1,911
<INVENTORY> 22,613
<CURRENT-ASSETS> 81,101
<PP&E> 50,357
<DEPRECIATION> 24,305
<TOTAL-ASSETS> 126,118
<CURRENT-LIABILITIES> 32,498
<BONDS> 32,002
<COMMON> 227
0
0
<OTHER-SE> 55,088
<TOTAL-LIABILITY-AND-EQUITY> 126,118
<SALES> 91,614
<TOTAL-REVENUES> 91,614
<CGS> 57,937
<TOTAL-COSTS> 57,937
<OTHER-EXPENSES> 25,233
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,799
<INCOME-PRETAX> 7,184
<INCOME-TAX> 2,299
<INCOME-CONTINUING> 4,885
<DISCONTINUED> 0
<EXTRAORDINARY> 397
<CHANGES> 0
<NET-INCOME> 4,488
<EPS-PRIMARY> 0.20
<EPS-DILUTED> 0.21
</TABLE>