<PAGE>
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 December 31, 1994
-----------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
------------ -----------------
Commission File Number 0-9010
------------------------------------------------
ROBINSON NUGENT, INC.
- - - --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
INDIANA 35-0957603
- - - --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 East Eighth Street, New Albany, Indiana 47151-1208
- - - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (812) 945-0211
--------------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: As of January 31, 1995, the
registrant had outstanding 5,317,420 common shares without par value.
The Index to Exhibits is located at page 13 in the sequential numbering
system. Total pages: 14.
<PAGE>
ROBINSON NUGENT, INC. AND SUBSIDIARIES
INDEX
Page No.
--------
PART I. Financial Information:
Item 1. Financial Statements (Unaudited)
Consolidated condensed balance sheets at
December 31, 1994, December 31, 1993 and
June 30, 1994 . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated condensed statements of income for
the three and six months ended December 31, 1994
and December 31, 1993 . . . . . . . . . . . . . . . . . . 5
Consolidated condensed statements of cash flows
for the six months ended December 31, 1994 and
December 31, 1993 . . . . . . . . . . . . . . . . . . . . 6
Notes to consolidated condensed financial statements . . . 7
Item 2. Management's discussion and analysis of
financial condition and results of operations . . . . 8
PART II. Other Information . . . . . . . . . . . . . . . . . . . . 11
(2)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
(In thousands, except share data)
<TABLE>
<CAPTION>
December 31 June 30
---------------- -------
1994 1993 1994
------ ------ ------
<S> <C> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 2,673 $ 4,944 $ 2,991
Accounts receivable, net 9,197 8,725 10,539
Inventories:
Raw materials 1,573 1,284 1,304
Work in process 6,594 5,161 5,774
Finished goods 2,732 2,780 2,729
------- ------- -------
Total inventories 10,899 9,225 9,807
Other current assets 2,340 2,718 2,634
------- ------- -------
Total current assets 25,109 25,612 25,971
------- ------- -------
Property, plant & equipment, net 21,141 17,206 19,344
Other assets 58 105 62
------- ------- -------
Total assets $46,308 $42,923 $45,377
------- ------- -------
------- ------- -------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
(3)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (continued)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
(In thousands, except share data)
<TABLE>
<CAPTION>
December 31 June 30
---------------- -------
1994 1993 1994
------ ------ ------
<S> <C> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $ 345 $ 452 $ 341
Note payable to bank -- 700 800
Accounts payable 4,789 4,245 5,356
Accrued expenses 4,162 3,416 3,689
Income taxes 637 1,576 771
------- ------- -------
Total current liabilities 9,933 10,389 10,957
------- ------- -------
Long-term debt, excluding current
installments 2,375 2,126 2,408
Deferred income taxes 593 580 593
------- ------- -------
Total liabilities 12,901 13,095 13,958
------- ------- -------
Shareholders' equity:
Common shares without par value.
Authorized shares: 15,000,000;
issued shares: 6,850,050 20,775 20,775 20,775
Retained earnings 21,016 18,671 19,299
Equity adjustment from foreign
currency translation 2,657 1,768 2,513
Employee stock purchase plan loans
and deferred compensation (967) (1,312) (1,094)
Less cost of 1,532,630 treasury shares (10,074) (10,074) (10,074)
------- ------- -------
Total shareholders' equity 33,407 29,828 31,419
------- ------- -------
Total liabilities and shareholders'
equity $46,308 $42,923 $45,377
------- ------- -------
------- ------- -------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
(4)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (continued)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31 December 31
----------------- ----------------
1994 1993 1994 1993
------ ------ ------ ------
<S> <C> <C> <C> <C>
Net sales $18,921 $15,480 $38,524 $31,192
Cost of sales 13,652 11,316 27,686 22,445
------- ------- ------- -------
Gross profit 5,269 4,164 10,838 8,747
Selling, general and
administrative expenses 3,823 3,314 7,757 6,627
------- ------- ------- -------
Operating income 1,446 850 3,081 2,120
------- ------- ------- -------
Other income (deductions):
Interest income 38 55 68 106
Interest expense (65) (67) (111) (137)
Currency gain (loss) 15 (5) (16) (107)
Royalty Income 24 -- 236 --
Settlement of lawsuit -- 1,000 -- 1,000
Other (38) (18) (23) (18)
------- ------- ------- -------
(26) 965 154 844
------- ------- ------- -------
Income before income taxes 1,420 1,815 3,235 2,964
Income taxes 483 741 1,200 1,291
------- ------- ------- -------
Net income $ 937 $ 1,074 $ 2,035 $ 1,673
------- ------- ------- -------
------- ------- ------- -------
Net income per common share $ .17 $ .20 $ .37 $ .31
------- ------- ------- -------
------- ------- ------- -------
Dividends per common share $ .03 $ .03 $ .06 $ .06
------- ------- ------- -------
------- ------- ------- -------
Weighted average number of
common shares outstanding 5,371 5,374 5,361 5,372
------- ------- ------- -------
------- ------- ------- -------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
(5)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (continued)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands)
<TABLE>
<CAPTION>
Six Months Ended
December 31
----------------
1994 1993
------ ------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 2,035 $ 1,673
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,662 1,449
Losses from disposition of capital assets -- 18
Decrease in receivables 1,342 600
Increase in inventories (1,092) (627)
(Increase) decrease in other current assets 294 (642)
Decrease in accounts payable and accrued expenses (94) (365)
Increase (decrease) in income taxes (134) 677
Employee stock purchase plan deferred charges -- (33)
------- -------
Net cash provided by operating activities 4,013 2,750
------- -------
Cash flows from investing activities:
Capital expenditures (3,273) (2,690)
Decrease in other assets 4 21
------- -------
Net cash used in investing activities (3,269) (2,669)
------- -------
Cash flows from financing activities:
Proceeds from short-term borrowing -- 1,400
Repayments of short-term borrowing (800) (700)
Repayments of long-term debt (66) (593)
Cash dividends paid (319) (319)
Employee stock purchase plan loans -- (48)
Repayments of employee stock purchase plan loans 47 47
Stock options exercised -- 6
------- -------
Net cash used in financing activities (1,138) (207)
------- -------
Effect of exchange rate changes on cash 76 144
------- -------
Increase (decrease) in cash and cash equivalents (318) 18
Cash and cash equivalents at beginning of period 2,991 4,926
------- -------
Cash and cash equivalents at end of period $ 2,673 $ 4,944
------- -------
------- -------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
(6)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (continued)
ROBINSON NUGENT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
December 31, 1994 and 1993, and June 30, 1994
1. In the opinion of management, the accompanying unaudited consolidated
condensed financial statements contain all adjustments necessary (all of
which are normal and recurring) to present fairly the financial position of
the Company and subsidiaries, results of operations, and cash flows in
conformity with generally accepted accounting principles.
2. Earnings per common share are based upon the weighted average number of
shares outstanding during each period, plus common share equivalents
resulting from dilutive stock options.
3. In July, 1993, the Company commenced operations in a newly-acquired
manufacturing facility in Scotland as part of a previously-announced
European reorganization plan. The Company was awarded certain incentives
for its location of operations in Scotland, including reimbursement of
certain employee and training costs and an investment grant related to
expected expenditures for machinery and equipment used in the facility. The
investment grant is payable by a predetermined formula predicated upon
capital expenditures over a four-year period. It is the Company's policy to
recognize the investment grant over the estimated useful life of the
machinery and equipment placed in service. The Company recognized income
grants of $59,000 and $119,000 in the quarter and year to date periods
ended December 31, 1994, and $50,000 and $100,000 for the respective
periods ended December 31, 1993.
4. The Company adopted SFAS No. 109 "Accounting for Income Taxes" in the
quarter ended September 30, 1993. The adoption of SFAS 109 did not have a
material effect on the consolidated financial position or results of
operations of the Company.
5. In December, 1993, the Company agreed to settle a lawsuit filed in
November, 1991 in exchange for the payment to the company of cash in the
amount of $1,000,000. The settlement was related to damage claims
associated with a competitor's recruitment and employment of Robinson
Nugent employees, the appropriation of trade secrets of the Company, and
certain other business practices.
6. Reference is directed to the Company's consolidated financial statements
(Form 10-K), including references to the Annual Report, for the year ended
June 30, 1994 and management's discussion and analysis included in Part I,
Item 2 in this report.
(7)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
MATERIAL CHANGES IN RESULTS OF OPERATIONS
NET sales for the quarter ended December 31, 1994 were $18,921,000, up 22
percent over net sales of $15,480,000 in the same quarter a year ago. Net sales
for the six months ended December 31, 1994 were $38,524,000, up 24 percent over
net sales of $31,192,000 for the same six month period a year ago. Sales in both
the quarter and six months ended December 31, 1994 were up in all major
geographical territories, compared to the same periods a year ago. Overall,
sales growth was attributable to a higher sales volume of new products and cable
assemblies.
Comparative sales by major geographical territory for the respective periods
follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31 December 31
----------------- ----------------
($000 omitted) 1994 1993 1994 1993
------ ------ ------ ------
<S> <C> <C> <C> <C>
United States:
Domestic $11,743 $ 9,894 $24,077 $20,353
Export:
Europe 148 27 1,074 45
Asia 913 1,238 2,381 2,876
Rest of World 237 161 428 335
------- ------- ------- -------
1,298 1,426 3,883 3,256
Intercompany 1,918 848 3,011 1,818
------- ------- ------- -------
14,959 12,168 30,971 25,427
------- ------- ------- -------
Europe:
Domestic 4,267 2,875 7,665 5,611
Export to Asia 657 912 1,209 1,221
Rest of World 4 5 12 7
------- ------- ------- -------
4,928 3,792 8,886 6,839
Intercompany 739 818 1,426 1,539
------- ------- ------- -------
5,667 4,610 10,312 8,378
------- ------- ------- -------
Asia:
Domestic 670 108 1,167 267
Export to United States 282 260 511 477
------- ------- ------- -------
952 368 1,678 744
Intercompany 150 143 293 280
------- ------- ------- -------
1,102 511 1,971 1,024
------- ------- ------- -------
Eliminations (2,807) (1,809) (4,730) (3,637)
------- ------- ------- -------
Consolidated $18,921 $15,480 $38,524 $31,192
------- ------- ------- -------
------- ------- ------- -------
</TABLE>
(8)
<PAGE>
Incoming customer orders in the second quarter ended December 31, 1994 were at
$15.8 million, up 5.6% over orders of $15.0 million in the same quarter a year
ago. Customer orders for the six months ended December 31, 1994 were $37.3
million, up 23 percent over customer orders of $30.3 million in the same six
months of the prior year. Backlog of unshipped customer orders at December 31,
1994 were $12.4 million, an increase of $2.1 million or 20.3% compared to $10.3
million at December 31, 1993.
Gross profit improved in the three months and six months ended December 31, 1994
compared to same periods a year ago as a result of higher sales and improved
operating results at all operations. Gross profit expressed as a percentage of
net sales was at 27.8% for the quarter compared to 26.9% for the same quarter
last year. The improvement in gross profit percentage was primarily due to
improved efficiencies at our European operations, resulting from higher volume,
a favorable product mix and the absence of costs associated with the start-up of
operations in Scotland in last year's quarterly results. For the six month's
results, gross profit percent of net sales was 28.1%, and slightly better than
the 28.0% gross profit percentage reported in the prior year's period. This
reflected the improved manufacturing operating performance and favorable product
mix; offsetting were higher engineering manpower and related support expenses.
Selling, general and administrative expenses for the three months ended December
31, 1994 were $3,823,000 or 20.2 percent of net sales, compared to $3,314,000,
or 21.4 percent of net sales, for the same period a year ago. Expenses for the
six months ended December 31, 1994 amounted to $7,757,000, or 20.1 percent of
net sales, compared to $6,627,000, or 21.2 percent of net sales. The increased
expenses in dollars, related to higher advertising and product promotional
programs, higher sales commissions associated with the higher sales levels,
higher marketing and sales personnel, and increased recruitment expenses.
Other income for the six months ended December 31, 1994 includes $236,000 of
royalty income derived from an agreement reached with a competitor which
provided for a royalty payment to the Company with respect to the competitor's
sales of a product using a patented feature of Robinson Nugent. The agreement
was reached in the first quarter ended September 30, 1994, resulting in a
cumulative payment in the first quarter for all prior periods, and ongoing
future royalty payments. Included in the prior year's second quarter and six
month's results was a $1,000,000 settlement payment to the Company relating to
damage claims associated with a competitor's recruitment and employment of
Robinson Nugent employees, the appropriation of trade secrets of the Company,
and certain other business practices.
Net income in the quarter ended December 31, 1994 amounted to $937,000 or 17
cents per share, compared to 20 cents per share a year ago. The net income in
the quarter a year ago included the $1,000,000 settlement (approximately
$620,000 net income or 12 cents per share) noted above. Favorably impacting the
quarter was a break even net income position in Europe, compared to a net loss
position in comparable quarter last year. Europe's improvement reflected a
higher sales volume and the absence of the Scotland facility start-up and
reorganization costs
(9)
<PAGE>
included in the prior year's results. The net income for the six months ended
December 31, 1994 amounted to $2,035,000, or 37 cents per share compared to
$1,673,000 or 31 cents per share for the prior year's period. Major contributing
factors were the higher net sales in the period worldwide and improved operating
results in Europe.
Provision for income taxes was included at an effective tax rate of 37.1 percent
and 43.6 percent on a year-to-date basis in the six months ended December 31,
1994 and December 31, 1993, respectively. Effective tax rates for the three
months ended December 31, 1994 and December 31, 1993 were 34.0 percent and 40.8
percent, respectively. Provisions for income taxes are provided at the
approximate effective rates expected for the year. The lower effective tax rates
in the three months and six months ended December 31, 1994 compared to prior
periods, reflect an improved pretax performance at our European operations
resulting from the Company not recognizing income tax benefits on losses
incurred at the Scotland facility in all periods.
MATERIAL CHANGES IN FINANCIAL CONDITION
Net working capital at December 31, 1994 amounted to $15.2 million compared to
$15.2 million at December 31, 1993 and $15.0 million at June 30, 1994. The
Company's net working capital position remains fairly stable; however, the
December 31, 1994 data reflects higher inventories which support increased sales
levels, investments in new product programs and the paydown of a short-term bank
loan. For both December 31, 1994 and 1993, the current ratios were at 2.5
compared to 2.4 at June 30, 1994.
The Company's capital expenditures of $3,273,000 for the six months ended
December 31, 1994, reflect the Company's intention to continue its program of
investment in new products. The Company believes near- term working capital and
capital expenditures requirements can be met from operations, cash balances and
available lines of credit.
(10)
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Shareholders of Robinson Nugent, Inc. was held
on November 3, 1994 for the following purposes:
1. Election of three (3) directors to hold office for three (3)
years from meeting date as follows:
Vote
--------------------------------------
For Withheld No Vote
--- -------- -------
Shares:
Jerrol Z. Miles 4,511,940 28,794 --
Samuel C. Robinson 4,511,540 29,194 --
Richard W. Strain 4,508,390 32,344 --
The following directors shall continue their term of office as a
director from November 3, 1994:
Patrick C. Duffy - 1 year
Richard L. Mattox - 1 year
Diane T. Maynard - 1 year
Larry W. Burke - 2 years
Lawrence Mazey - 2 years
James W. Robinson - 2 years
2. Ratification of the selection of Coopers & Lybrand L.L.P. as
certified public accountants for the Company for the fiscal year
ending June 30, 1995.
Vote
------------------------------------------
For Against Abstain No Vote
--- ------- ------- -------
Shares: 4,528,475 5,906 6,353 --
ITEM 6. Exhibits and Reports on Form 8-K.
(a) See Index to Exhibits.
(b) No reports on Form 8-K were filed during the quarter
ended December 31, 1994.
(11)
<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.
ROBINSON NUGENT, INC.
-------------------------------------
(Registrant)
Date February 10, 1995 /s/ Larry W. Burke
--------------------------- -------------------------------------
Larry W. Burke
President and Chief Executive Officer
Date February 10, 1995 /s/ Anthony J. Accurso
--------------------------- -------------------------------------
Anthony J. Accurso
Vice President, Treasurer & Chief
Financial Officer
(12)
<PAGE>
FORM 10-Q
INDEX TO EXHIBITS
Number of Sequential
Item Numbering
Assigned in System
Regulation S-K Page Number
Item 601 Description of Exhibit of Exhibit
- - - ---------------- --------------------------------------- -----------
(2) Not applicable.
(4) 4.1 Specimen certificate for Common Shares,
without par value. (Incorporated by
reference to Exhibit 4 to Form S-1
Registration Statement No. 2-62521.)
4.2 Rights Agreement dated April 21, 1988
between Robinson Nugent, Inc. and Bank
One, Indianapolis, N.A. (Incorporated
by reference to Exhibit I to Form 8-A
Registration Statement dated May 2,
1988.)
4.3 Amendment No. 1 to Rights Agreement
dated September 26, 1991 between
Robinson Nugent, Inc. and Bank One,
Indianapolis, N.A. (Incorporated by
reference to Exhibit 4.3 to Form 10-K
Report for year ended June 30, 1991.)
4.4 Amendment No. 2 to Rights Agreement
dated June 11, 1992. (Incorporated by
reference to Exhibit 4.4 to Form 8-K
Current Report dated July 6, 1992.)
(10) 10.1 Robinson Nugent, Inc. 1983 Tax-Qualified
Incentive Stock Option Plan.
(Incorporated by reference to Exhibit
10.1 to Form 10-K Report for year ended
June 30, 1983.)
10.2 Robinson Nugent, Inc. 1983 Non Tax-
Qualified Incentive Stock Option Plan.
(Incorporated by reference to Exhibit
10.2 to Form 10-K Report for year ended
June 30, 1983.)
10.3 Deferred compensation agreement dated
May 10, 1990 between Robinson Nugent,
Inc. and Larry W. Burke, President and
Chief Executive Officer, and related
agreement dated May 10, 1990 between
Robinson Nugent, Inc. and PNC Bank,
Kentucky, Inc. (formerly Citizens
(13)
<PAGE>
Fidelity Bank and Trust Company of
Louisville, Kentucky) as trustee.
(Incorporated by reference to Exhibit
19.1 to Form 10-K Report for year ended
June 30, 1990.)
10.4 Deferred compensation agreement dated
May 10, 1990 between Robinson Nugent,
Inc. and Clifford G. Boggs, former Vice
President, Treasurer and Chief Financial
Officer, and related agreement dated
May 10, 1990 between Robinson Nugent,
Inc. and PNC Bank, Kentucky, Inc.
(formerly Citizens Fidelity Bank and
Trust Company of Louisville, Kentucky)
as trustee. (Incorporated by reference
to Exhibit 19.2 to Form 10-K Report for
year ended June 30, 1990.)
10.5 Summary of Robinson Nugent, Inc. Bonus
Plan for the fiscal year ended June 30,
1994. (Incorporated by reference to
Exhibit 10.5 to Form 10-K Report for
year ended June 30, 1993.)
10.6 1993 Robinson Nugent, Inc. Employee and
Non-Employee Director Stock Option Plan.
(Incorporated by reference to Exhibit
19.1 to Form 10-K Report for year ended
June 30, 1993.)
10.7 Summary of the Robinson Nugent, Inc.
Employee Stock Purchase Plan
(Incorporated by reference to Exhibit
19.2 to Form 10-K Report for year ended
June 30, 1993.)
(11) Not applicable.
(15) Not applicable.
(18) Not applicable.
(19) Not applicable.
(22) Not applicable.
(23) Not applicable.
(24) Not applicable.
(27) 27.1 Financial Data Schedule for the Registrant's six-month
interim period ended December 31, 1994.
(99) Not applicable.
(14)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-START> JUL-01-1994
<PERIOD-END> DEC-31-1994
<CASH> 2,763
<SECURITIES> 0
<RECEIVABLES> 9,934
<ALLOWANCES> 737
<INVENTORY> 10,899
<CURRENT-ASSETS> 2,340
<PP&E> 53,644
<DEPRECIATION> 32,503
<TOTAL-ASSETS> 46,308
<CURRENT-LIABILITIES> 9,933
<BONDS> 2,375
<COMMON> 20,775
0
0
<OTHER-SE> 12,632
<TOTAL-LIABILITY-AND-EQUITY> 46,308
<SALES> 38,524
<TOTAL-REVENUES> 38,524
<CGS> 27,686
<TOTAL-COSTS> 27,686
<OTHER-EXPENSES> 7,757
<LOSS-PROVISION> 40
<INTEREST-EXPENSE> 111
<INCOME-PRETAX> 3,235
<INCOME-TAX> 1,200
<INCOME-CONTINUING> 2,035
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,035
<EPS-PRIMARY> .37
<EPS-DILUTED> .37
</TABLE>