CIK: 0000313867
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 quarterly period
ended December 31, 1994
OR
( ) Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
Commission File Number 0-9505
TRIAD SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 94-2160013
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3055 Triad Drive, Livermore, California 94550
(Address of principal executive offices)
Registrant's telephone number, including area code: (510) 449-0606
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes (X) No
As of December 31,1994, the registrant had outstanding 13,905,000 shares
of common stock with $.001 par value.
TRIAD SYSTEMS CORPORATION
Quarterly Report Form 10-Q
Index
Page #
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets at December 31, 1994 and
September 30, 1994 1
Consolidated Statements of Income for the Three Month
Periods Ended December 31, 1994 and 1993 2
Consolidated Statements of Cash Flows for the Three Month
Periods Ended December 31, 1994 and 1993 3
Notes to Consolidated Financial Statements 4-5
Item 2. Management's Discussion & Analysis of Operations and
Financial Condition 6-10
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 11-12
Signatures 13
Exhibit 11.1 Computation of Earnings Per Share 14
Exhibit 27 Financial Data Schedule 15
PART I FINANCIAL INFORMATION
TRIAD SYSTEMS CORPORATION
CONSOLIDATED BALANCE SHEETS
At December 31, 1994 and September 30, 1994
(Amounts in thousands except share data)
December 31, September 30,
1994 1994
------------ -------------
(Unaudited)
------------ -------------
ASSETS
Current assets
Cash and equivalents $ 3,535 $ 7,963
Trade receivables 15,031 14,090
Investment in leases 3,854 4,152
Inventories 7,513 6,113
Prepaid expenses and other current assets 6,856 6,068
------- -------
Total current assets 36,789 38,386
Service parts 2,685 2,434
Property, plant and equipment, net of
accumulated depreciation
and amortization of $28,362 at December 31,
1994 and $27,486 at September 30, 1994 26,639 27,033
Long-term investment in leases 20,500 21,836
Land for resale 25,081 25,063
Capitalized software and intangible assets 13,835 13,870
Other assets 8,561 7,741
------- -------
Total assets $134,090 $136,363
======= =======
LIABILITIES
Current liabilities
Notes payable and current portion of
long-term debt $ 6,624 $ 6,773
Accounts payable 8,001 8,940
Accrued employee compensation 7,552 8,090
Deferred income taxes 4,429 4,310
Other current liabilities and accrued
expenses 10,714 10,189
------- -------
Total current liabilities 37,320 38,302
Long-term debt 53,439 56,633
Deferred income taxes 24,375 23,855
Other liabilities 5,375 5,432
------- -------
Total liabilities 120,509 124,222
------- -------
STOCKHOLDERS' EQUITY
Cumulative convertible preferred stock
$.01 par value; authorized 1,000,000 shares;
issued and outstanding 1,000,000 shares at
December 31,1994 and September 30, 1994;
liquidation value $20 million 10 10
Common stock
$.001 par value; authorized 50,000,000
shares; issued 14,252,000 shares at
December 31, 1994 and 13,896,000 shares at
September 30, 1994 14 14
Treasury Stock
347,000 shares at December 31, 1994 and
270,000 shares at September 30, 1994 (1,717) (1,326)
Capital in excess of par 32,565 31,680
Accumulated deficit (17,291) (18,237)
------- -------
Total stockholders' equity 13,581 12,141
------- -------
Total liabilities and stockholders' equity $134,090 $136,363
======= =======
The accompanying notes are an integral part of these financial statements.
TRIAD SYSTEMS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
For the Three Month Periods Ended December 31, 1994 and 1993
(Unaudited)
(Amounts in thousands except per share data)
Three Months Ended December 31,
1994 1993
------- -------
Revenues
Systems $17,382 $14,398
Customer support services 15,455 14,820
Information services 6,752 5,734
Finance 2,380 2,524
------- -------
Total revenues 41,969 37,476
------- -------
Costs and expenses
Systems 8,359 6,725
Services 12,967 12,039
Marketing 11,141 9,961
Product development 2,100 2,212
General & administrative and other expenses 3,115 2,897
------- -------
Total costs and expenses 37,682 33,834
------- -------
Operating income 4,287 3,642
Interest and other expense 1,734 1,958
------- -------
Income before income taxes and extraordinary
charge 2,553 1,684
Provision for income taxes 970 640
------- -------
Income before extraordinary charge 1,583 1,044
Extraordinary charge on repurchase of
debt, net of taxes 153 ---
------- -------
Net income $ 1,430 $ 1,044
======= =======
Earnings per share
Primary
Income before extraordinary charge $0.09 $0.06
Net income $0.08 $0.06
Weighted average shares 17,831 17,422
Fully diluted
Income before extraordinary charge $0.09 $0.06
Net income $0.08 $0.06
Weighted average shares 17,921 17,422
The accompanying notes are an integral part of these financial statements.
TRIAD SYSTEMS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Month Periods Ended December 31, 1994 and 1993
(Unaudited)
(Amounts in thousands)
Three Months Ended December 31,
1994 1993*
------- -------
Cash flows from operating activities
Income before extraordinary charge $1,583 $1,044
Adjustments to reconcile income before
extraordinary charge to net cash
provided by operating activities
Extraordinary charge on repurchase of
debt, net of taxes (153) ---
Depreciation and amortization 2,083 2,161
Receivable and inventory loss provisions 1,733 1,730
Gains from lease discounting (1,292) (1,419)
Other (552) 582
Changes in assets and liabilities
Trade accounts receivable (1,597) (1,600)
Leases purchased (discounted) 2,529 2,080
Inventories (1,558) (112)
Deferred income taxes 639 215
Prepaid expenses and other current assets (803) (34)
Accounts payable (939) (1,952)
Accrued employee compensation (538) (738)
Other current liabilities and accrued
expenses 525 323
------- -------
Net cash provided by operating activities 1,660 2,280
Cash flows from investing activities
Investment in property, plant and equipment (399) (502)
Capitalized software (673) (674)
Other (1,564) (1,913)
------- -------
Net cash used in investing activities (2,636) (3,089)
Cash flows from financing activities
Issuance of debt 15,150 10,050
Repayment of debt (18,678) (11,010)
Proceeds from sale of common stock 667 482
Dividends paid (200) (200)
Purchase of treasury stock (391) (190)
------- -------
Net cash used in financing activities (3,452) (868)
Net decrease in cash and equivalents (4,428) (1,677)
Beginning cash and equivalents 7,963 8,250
------- -------
Ending cash and equivalents $3,535 $6,573
======= =======
Supplemental disclosures of cash flow information
Cash paid during the period for
Interest $1,088 $1,048
Income Taxes 68 142
* Certain fiscal year 1994 amounts have been reclassified to conform to the
fiscal year 1995 presentation.
The accompanying notes are an integral part of these financial statements.
TRIAD SYSTEMS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 1994 and 1993
(Unaudited)
1. In the opinion of the Registrant, the consolidated financial statements
contain all adjustments (consisting of only normal recurring adjustments)
necessary to present fairly the financial position as of December 31, 1994
and the results of operations and cash flows for the three month periods
ended December 31, 1994 and 1993. The results of operations for the three
month period ended December 31, 1994 are not necessarily indicative of the
results to be expected for the full year. The Balance Sheet does not include
all disclosure requirements under GAAP and should be read in conjunction with
the September 30, 1994 audited financial statements and notes thereto.
2. The consolidated financial statements include the accounts of Triad
Systems Corporation and its wholly-owned subsidiaries, including Triad
Systems Financial Corporation ("Triad Financial"), after elimination of inter
company accounts and transactions. Financial information relating to the
Company's combined leasing operations is presented in Note 6.
3. Primary and fully diluted earnings per share are based on the average
common shares outstanding, the dilutive effect of the stock options and the
assumed conversion of the preferred stock and exercise of warrants. Dilution
from common equivalents have been adjusted under the treasury stock method in
fiscal year 1995 and further adjusted under the modified treasury stock
method in fiscal year 1994.
4. Trade accounts receivable at December 31,1994 and September 30,1994
include allowances for doubtful accounts of $1,176,000 and $1,166,000,
respectively.
5. Inventories are stated at the lower of cost (first-in, first-out method)
or market and include amounts which ultimately may be capitalized as
equipment or service parts.
(Amounts in thousands)
December 31, 1994 September 30, 1994
----------------- ------------------
Purchased Parts $3,299 $2,404
Work in process 489 448
Finished Goods 3,725 3,261
------ ------
Inventories $7,513 $6,113
------ ------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
6. Triad Financial is a wholly-owned subsidiary which purchases Triad
systems and other products and leases those products to third parties under
full-payout, direct financing leases. Summarized financial information of
the Company's combined leasing operations, included in the Consolidated
Financial Statements is as follows:
CONDENSED COMBINED BALANCE SHEETS
At December 31, 1994 and September 30, 1994
(Amounts in thousands)
December 31, September 30,
1994 1994
------------ -------------
(Unaudited)
Assets
Cash $ 103 $ ---
Net investment in leases 24,354 25,988
Residual value retained on leases discounted 5,794 5,544
Receivable from parent company 27,878 25,633
Other assets 3,391 2,857
------- -------
Total Assets $61,520 $60,022
======= =======
Liabilities and Stockholder's Equity
Other liabilities and accrued expenses $ 8,287 $ 8,115
Deferred income 2,014 1,955
Debt 1,984 2,171
Stockholder's equity 49,235 47,781
------- -------
Total Liabilities and Stockholder's Equity $61,520 $60,022
======= =======
CONDENSED COMBINED STATEMENTS OF INCOME
For the Three Month Periods Ended December 31, 1994 and 1993
(Unaudited)
(Amounts in thousands)
Three Months Ended December 31,
1994 1993
------- -------
Revenues $2,380 $2,524
Selling and administrative expenses 496 545
Provision for doubtful accounts 603 579
Operating income 1,281 1,400
Intercompany income 1,197 617
Income before taxes 2,478 2,017
Provision for income taxes 1,044 767
------- -------
Net income $1,434 $1,250
======= =======
Triad Systems Corporation
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Summary
Revenues were $42.0 million for the period, the sixth consecutive record
revenue quarter and 12% above the first quarter high of $37.5 million a year
ago. Both primary markets generated revenue increases in the quarter. The
Automotive market, which consists of the Jobber, Service Dealer and Warehouse
segments, provided revenues of $27.8 million, a 10% increase over the same
period last year. The Hardlines and Lumber market (formerly known as
Hardgoods) generated revenues of $12.6 million, or 8% over the same period
last year. Operating income increased 18% to $4.3 million, resulting in
earnings per share before extraordinary charges of $.09, 50% above the $.06
generated in the first quarter of 1994.
Percent of Revenues
for the Three Months Ended
December 31
1994 1993
------ ------
Revenues 100.0% 100.0%
Costs and expenses
Cost of systems 19.9 17.9
Cost of services 30.9 32.1
Marketing 26.6 26.6
Product development 5.0 5.9
General & administrative and other expenses 7.4 7.8
Total costs and expenses 89.8 90.3
Operating income 10.2 9.7
Interest and other expense 4.1 5.2
Income before taxes and
extraordinary charge 6.1 4.5
Provision for income taxes 2.3 1.7
Income before extraordinary charge 3.8 2.8
Extraordinary charge on repurchase
of debt, net of taxes 0.4 ---
Net income 3.4% 2.8%
Revenues
Systems revenues increased 21% to $17.4 million and combined services
revenues increased 8% to $22.2 million. These increases were partially offset
by a 6% decrease in finance revenues to $2.4 million.
Systems
System sales in the Automotive market were $10.2 million, a 21% increase over
the same period last year. Domestic Jobber revenues increased to $6.8
million, $1.3 million or 23% over the same period last year. Warehouse
revenues increased 46% to $1.2 million and Service Dealer revenues increased
12% to $1.6 million. The Hardlines and Lumber market also showed revenue
gains of 7% to $6.3 million for the period.
The significant contributing factor to the increase in Jobber revenues was
customers upgrading to the second phase of the Triad Prism(tm) platform as a
result of the sales force focusing on the Prism product line. Service Dealer
revenues reflect continued penetration by the Triad ServiceWriter systems
product and an increase in sales representatives for the period. Warehouse
revenues increased over the first quarter of last year due to the continued
success of the Triad UNIX-based warehouse system which was introduced in the
second quarter of last year.
The Hardlines and Lumber revenue increase was primarily driven by increased
sales of Triad's Eagle(tm) systems over the prior year. Improved stability in
the Hardlines and Lumber sales force has contributed to the quarter's
success.
Services
The increase in services revenues primarily resulted from the Automotive
market's Information Services revenues increasing $1.0 million to $6.8
million, 18% above the same period last year. The Hardlines and Lumber market
was responsible for Customer Support revenues increasing 4% to $15.5 million.
Customer Support revenue improvements can be attributed to additional
recurring monthly revenues generated from increased customers in both the
Hardlines and Lumber market and the Service Dealer segment. Further, revenue
generated from customer education and training increased $.4 million to $.7
million and revenue from business products increased 33% to $1.2 million.
Electronic Catalog(tm) sales increased 17% to $4.9 million and provided the
majority of the Information Services revenues gain. Electronic Catalog
revenues continue to rise due to the growing number of database subscribers
created by the increasing number of systems customers.
Finance
Triad Financial revenues were $2.4 million for the quarter, a 6% decrease
when compared to the same period in the prior year. This reduction resulted
from lower lease income due to a $4.1 million decrease in the average
portfolio for the period and a drop in discounting gains, which typically
decrease as interest rates rise.
Costs and Expenses
Gross margin as a percent of systems revenue decreased 1% to 52% for the
quarter. This decrease is the result of an increased volume of lower margin
products. Gross margin as a percentage of services revenues remained similar
to last year.
Marketing expenses were consistent at 27% of sales, up $1.2 million due to
additional sales representatives being added during the period.
Product development expenses after capitalization of software development
decreased $.1 million for the period due to a temporary reduction in
headcount.
General, administrative and other operating expenses increased $.2 million to
$3.1 million due to scheduled increases in salary.
Interest and other expense decreased $.2 million to $1.7 million, primarily
as a result of the company retiring $10.0 million in debt since the first
quarter of last year. Interest expense is expected to decrease this year as a
result of the debt retirement.
The early retirement of senior fixed rate notes in October 1994 generated an
extraordinary charge of $153,000 ($.01 per share) that included a premium of
$198,000, unamortized debt costs of $49,000, less taxes of $94,000.
Future Operating Results
The Company's future operating results will depend upon conditions in its
markets that may affect demand for its products, and upon the Company's
ability to introduce products and enhancements on a timely basis. Results
will also be affected by seasonal changes in product demand, market
acceptance of new products and enhancements, the size and experience of the
sales force and the mix of products sold. All could cause operating results
to fluctuate, especially on a quarterly basis.
Liquidity
Working Capital - management believes that working capital and the Company's
ability to generate working capital by discounting its investment in Triad
Financial's lease portfolio is sufficient to meet foreseeable business needs.
The Company manages current assets, particularly cash, to maximize the return
on assets. The Company utilizes its cash to fund Triad Financial's lease
portfolio, which was $24.4 million at December 31, 1994, or to reduce the
Company's debt level.
Depreciation and amortization decreased $.1 million to $2.1 million due to
reduced amortization related to capitalized software.
Gains from lease discounting decreased $.1 million to $1.3 million as yields
in the current year were slightly lower than the prior year due to interest
rate changes.
Cash used in inventory increased $1.4 million to $1.6 million. The increase
in inventory is related to the Triad Prism product.
Cash used in accounts payable decreased by $1.0 million to $.9 million for
the period. This reflects a late buildup in accounts payable from inventory
purchases this quarter when compared to the corresponding period in the prior
year.
Capital equipment expenditures were $.4 million during the first quarter of
fiscal 1995. The Company anticipates that fiscal 1995 capital expenditures
will be approximately $1 million higher than fiscal 1994's $3.4 million due
to a planned information systems upgrade.
The line of credit borrowings used to finance operations were $15.2 million
for the quarter and were repaid prior to quarter end. Additionally, the
Company retired $2.9 million in senior debt in October. There were no
borrowings against this line of credit as of December 31, 1994.
During the quarter, treasury stock valued at $.4 million was reacquired by
the company from officers exchanging common shares outstanding for stock
options exercised into common shares resulting in 77,000 additional treasury
shares.
Business Resources
Management believes available cash resources, primarily generated from
operations, lease discounting and credit lines, will provide adequate funds
to finance foreseeable operating needs. The Company maintains $13.8 million
in bank lines of credit and there were no borrowings as of December 31, 1994.
The Company currently invests its available cash resources in the lease
portfolio of Triad Financial due to the higher yields achieved and the
flexibility to offer customers financing. At December 31, 1994, the Company
had $24.4 million invested in its lease portfolio and, if needed, maintains
discounting lines to sufficiently liquidate the principal of this investment
into cash.
Triad Financial financed 56% of Triad's domestic business system sales during
the first quarter of fiscal 1995, as well as $3.8 million in non-Triad
equipment through client lease programs. Additionally, Triad Financial
received $15.5 million of proceeds from discounting leases during the
quarter.
Limited and full-recourse discounting agreements are maintained with banks
and lending institutions. The discounting agreements contain certain
restrictive covenants which allow Triad Financial to discount only while in
compliance with such covenants. The company is in compliance with the
restrictive covenants and management believes that it will maintain
compliance with such covenants in the foreseeable future. Under the
discounting agreements, Triad Financial is contingently liable for losses in
the event of lessee nonpayment. The agreements provide for limited recourse
of up to 10% or full recourse at 100% of discounting proceeds, depending on
the credit risk associated with specific leases. At December 31, 1994, the
portfolio available for discounting was $15.8 million and commitments for
$41.4 million in discounting lines were available.
PART II OTHER INFORMATION
Items 1-5. Not applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit Index for December 31, 1994
Sequentially
Exhibit Numbered
Number Page
*10.1 Triad Systems Corporation Amended and Restated 1982
Stock Option Plan as amended on October 22, 1993,
incorporated by reference from Exhibit 10.1 to the
Company's Annual Report on Form 10-K for the fiscal
year ended September 30, 1993.
10.2 Form of Indemnification Agreement, incorporated by
reference from Exhibit 10.4 to the Company's
Registration Statement on Form S-2 (File No. 33-2966)
filed July 3, 1989 (the "1989 Form-2 Registration
Statement").
*10.3 Nonqualified Stock Option Agreement between the Company
and James R. Porter dated January 13, 1987, incorporated
by reference from Exhibit 10.5 to the 1987 Form S-2
Registration Statement, (File No. 33-13599) (the "1987
Company's Form S-2 Registration Statement").
10.4 Development Agreement between the Company and the City
of Livermore dated December 2, 1985, incorporated by
reference from Exhibit 10.5 to the 1987 Form S-2
Registration Statement.
10.5 Subdivision Improvement Agreement between the Company
and the City of Livermore dated December 2, 1985,
incorporated by reference from Exhibit 10.7 to the
1987 Form S-2 Registration Statement.
10.6 Mortgage between Variable Annuity Life Insurance
Company and 3055 Triad Drive dated August 23, 1988,
incorporated by reference from Exhibit 10.6 to the
Company's Annual Report on Form 10-K for the fiscal
year ended September 30, 1988 (the 1988 Form 10-K).
*10.7 Nonqualified Stock Option Agreement between the Company
and James R. Porter dated as of February 17, 1987,
incorporated by reference from Exhibit 10.7 of the
1988 Form 10-K.
*10.8 Nonqualified Stock Option Agreement between the Company
and James R. Porter dated November 12, 1988,
incorporated by reference from Exhibit 10.8 of the
1988 Form 10-K.
*10.9 Triad Systems Corporation 1990 Stock Option Plan as
amended on October 22, 1993, incorporated by reference
from Exhibit 10.9 to the Company's Annual Report on
Form 10-K for the fiscal year ended September 30, 1993.
*10.10 Triad Systems Corporation Amended and Restated Outside
Directors Stock Option Plan, incorporated by reference
from Exhibit 10.10 to the Company's Annual Report on
Form 10-K for the fiscal year ended September 30, 1991.
10.11 Revolving Credit Loan Agreement dated as of June 30, 1992,
as amended, between the Company and Plaza Bank of Commerce,
incorporated by reference from Exhibit 10.3 to the
Company's Current Report on Form 8-K filed August 17, 1992.
10.12 Unit Purchase Agreement dated as of July 2, 1992, between
the Company, Richard C. Blum & Associates, Inc. and
certain purchasers, together with the First Amendment to
Unit Purchase Agreement dated as of August 3, 1992, and
the form of irrevocable Proxy, incorporated by reference
from Exhibit 10.4 to the Company's Current Report on
Form 8-K filed August 17, 1992.
10.13 Unit Certificate evidencing Units to purchase Preferred
Stock and Warrants, together with Form of Warrant
Certificate, attached as Exhibit A thereto, incorporated by
reference from Exhibit 3.2 to the Company's Current Report
on Form 8-K filed August 17, 1992.
10.14 Registration Rights Agreement between the Company and
certain purchasers under the Unit Purchase Agreement dated
as of August 3, 1992, incorporated by reference from
Exhibit 10.5 to the Company's Current Report on Form 8-K
filed August 17, 1992.
10.15 Grant Agreement between the Industrial Development
Authority and Triad Systems Ireland Limited, Triad Systems
Corporation and Tridex Systems Limited and related
agreements, incorporated by reference from Exhibit 10.15
to the 1992 Form S-4 Registration Statement.
10.16 Cancellation of Development Agreement between the Company
and the City of Livermore dated July 15, 1993, incorporated
by reference from Exhibit 10.16 to the Company's Annual
Report on Form 10-K for the fiscal year ended
September 30, 1993.
10.17 Amended and Restated Subdivision Improvement Agreement
between the Company and the City of Livermore dated
May 12, 1993, incorporated by reference from Exhibit 10.17
to the Company's Annual Report on Form 10-K for the fiscal
year ended September 30, 1993.
*10.18 Supplemental Deferred Compensation Plan between the
Company and a select group of Triad Key Employees and
their beneficiaries dated April 1, 1994, incorporated by
reference from Exhibit 10.18 to the Company's Form 10-Q
for the fiscal quarter ended June 30, 1994.
*10.19 Amendment to the Amended and Restated 1982 Stock Option
Plan dated April 25, 1994, incorporated by reference from
Exhibit 10.19 to the Company's Form 10-Q for the fiscal
quarter ended June 30, 1994.
11.1 Computation of Earnings Per Share. 14
27 Financial Data Schedule 15
(b) Reports on Form 8-K
No report on Form 8-K was filed during the quarter ended
December 31, 1994.
- ----------------
* Compensatory or employment agreement
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, a duly authorized officer of the Registrant.
Triad Systems Corporation
-------------------------
(Registrant)
Date: February 8, 1995 /s/ Stanley F. Marquis
----------------------
Stanley F. Marquis
Vice President, Finance
(Principal Financial Officer)
Exhibit 11.1
Triad Systems Corporation
COMPUTATION OF EARNINGS PER SHARE
For the Three Month Periods Ended December 31,1994 and 1993
(Amounts in thousands except per share data)
Three Months Ended December 31,
1994 1993
------- -------
Calculation of number of shares entering
into computations
Weighted average shares outstanding 13,800 12,603
Assumed conversion of preferred stock and
exercise of warrants 3,137 3,137
------- -------
16,937 15,740
Net effect of dilutive stock options and
warrants based on the average stock price 894 1,682
------- -------
Average primary shares outstanding 17,831 17,422
======= =======
Net effect of dilutive stock options and
warrants based on the ending stock price 90 ---
------- -------
Average fully diluted shares outstanding 17,921 17,422
======= =======
Income before extraordinary charge $1,583 $1,044
Net interest costs associated with assumed
retirement of debt --- 35
------- -------
Adjusted income before extraordinary charge 1,583 1,079
Extraordinary charge on repurchase of debt,
net of taxes 153 ---
------- -------
Adjusted net income $1,430 $1,079
======= =======
Earnings per share
Primary
Income before extraordinary charge $0.09 $0.06
Net income $0.08 $0.06
Fully diluted
Income before extraordinary charge $0.09 $0.06
Net income $0.08 $0.06
======= =======
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
[DESCRIPTION] ART. 5 FDS FOR 1ST QUARTER 10-Q
<LEGEND> This schedule contains summary financial information extracted
from the Consolidated Balance Sheets at December 31, 1994 and
the Consolidated Statement of Income and Statement of Cash Flow
for three months ended December 31, 1994, and is qualified in
its entirety by reference to such financial statements.
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<PERIOD-END> DEC-31-94
<CASH> 3,535
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<ALLOWANCES> 1,176
<INVENTORY> 7,513
<CURRENT-ASSETS> 36,789
<PP&E> 55,001
<DEPRECIATION> 28,362
<TOTAL-ASSETS> 134,090
<CURRENT-LIABILITIES> 37,320
<BONDS> 53,439
<COMMON> 14
0
10
<OTHER-SE> 13,557
<TOTAL-LIABILITY-AND-EQUITY> 134,090
<SALES> 17,382
<TOTAL-REVENUES> 41,969
<CGS> 8,359
<TOTAL-COSTS> 21,326
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 1,733
<INTEREST-EXPENSE> 1,734
<INCOME-PRETAX> 2,553
<INCOME-TAX> 970
<INCOME-CONTINUING> 1,583
<DISCONTINUED> 0
<EXTRAORDINARY> 153
<CHANGES> 0
<NET-INCOME> 1,430
<EPS-PRIMARY> 0.08
<EPS-DILUTED> 0.08
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