<PAGE> 1
UNITED STATES
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:
JUNE 30, 1998
or
( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
Commission File Number: 0-9463
ULTRAK, INC.
(Exact name of registrant as specified in its charter)
Delaware 75-2626358
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1301 Waters Ridge Drive,
Lewisville, Texas 75057
(Address of principal executive offices) (Zip Code)
(972) 353-6651
(Registrant's telephone number, including area code)
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 June 30, 1998: 14,505,868 shares of $.01 par value common
stock.
<PAGE> 2
ULTRAK, INC. AND SUBSIDIARIES
QUARTER ENDED JUNE 30, 1998
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Part I: Financial Information
Consolidated Balance Sheets 3
Consolidated Statements of Income 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 9
Part II: Other Information 12
Signatures 13
</TABLE>
2
<PAGE> 3
ULTRAK, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
ASSETS 1998 1997
------------- -------------
(Unaudited)
<S> <C> <C>
Current Assets:
Cash and Cash Equivalents $ 14,639,734 14,101,684
Restricted Cash 3,954,230 3,949,690
Trade Accounts Receivable, less allowance for doubtful accounts 43,901,338 32,390,447
Notes Receivable 0 1,920,281
Inventories, net 53,131,285 45,390,195
Advances for Inventory Purchases 3,419,711 11,420,009
Prepaid Expenses and Other Current Assets 5,681,644 3,298,493
Deferred Income Taxes 3,468,978 3,354,246
------------- -------------
Total Current Assets 128,196,920 115,825,045
------------- -------------
Property, Plant and Equipment, at cost 15,547,171 9,390,213
Less accumulated depreciation and amortization (4,407,619) (3,443,044)
------------- -------------
11,139,552 5,947,169
------------- -------------
Goodwill, net of accumulated amortization 56,807,490 57,909,633
Other Assets 4,425,674 5,737,872
------------- -------------
Total Assets $ 200,569,636 185,419,719
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts Payable-Trade $ 12,803,635 13,263,083
Note Payable to Bank 19,000,000 0
Accrued Expenses 6,356,555 3,808,330
Income Taxes Payable 438,676 43,698
Other Current Liabilities 4,164,937 5,106,204
------------- -------------
Total Current Liabilities 42,763,803 22,221,315
------------- -------------
Commitments and Contingencies
Equity Put Options on Common Stock 21,913,750 28,364,000
Stockholders' Equity:
Preferred Stock, $5 par value, issuable in series; 2,000,000 shares
authorized; Series A, 12% cumulative convertible, 195,351 shares
authorized, issued and outstanding 976,755 976,755
Common Stock, $.01 par value; 20,000,000 shares authorized;
14,505,868 and 14,445,741 shares issued and outstanding at
June 30, 1998 and December 31, 1997, respectively 145,059 144,457
Additional Paid in Capital 132,766,835 126,414,835
Retained Earnings 15,426,138 13,692,732
Cumulative Translation Adjustment (1,880,424) (1,868,304)
Treasury Stock, at cost (1,162,950 and 432,850 common shares at
June 30, 1998 and December 31, 1997, respectively) (11,542,280) (4,526,071)
------------- -------------
Total Stockholders' Equity 135,892,083 134,834,404
------------- -------------
Total Liabilities and Stockholders' Equity $ 200,569,636 185,419,719
============= =============
</TABLE>
The accompanying notes are an integral part of the
consolidated financial statements.
3
<PAGE> 4
ULTRAK, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS THREE MONTHS SIX MONTHS SIX MONTHS
ENDED ENDED ENDED ENDED
JUNE 30,1998 JUNE 30,1997 JUNE 30,1998 JUNE 30,1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales $ 51,409,481 43,984,080 99,157,840 84,556,273
Cost of sales 34,705,796 30,105,505 67,678,533 57,616,649
------------ ------------ ------------ ------------
Gross profit 16,703,685 13,878,575 31,479,307 26,939,624
Gross profit% 32.5% 31.6% 31.7% 31.9%
Other operating costs:
Marketing and sales 8,786,516 7,409,326 16,986,566 13,591,100
General and administrative 4,911,276 5,212,239 9,632,532 8,829,938
Depreciation and goodwill amortization 1,196,041 514,500 2,153,774 887,453
------------ ------------ ------------ ------------
14,893,833 13,136,065 28,772,872 23,308,491
------------ ------------ ------------ ------------
Operating expenses % 29.0% 29.9% 29.0% 27.6%
Operating profits 1,809,852 742,510 2,706,435 3,631,133
Operating profits % 3.5% 1.7% 2.7% 4.3%
Other (expense) income:
Interest income (expense) (109,068) 448,784 (89,701) 1,231,880
Costs of terminated merger 0 0 0 (697,055)
Other, net 318,671 205,427 369,950 392,673
------------ ------------ ------------ ------------
209,603 654,211 280,249 927,498
------------ ------------ ------------ ------------
Other income % 0.4% 1.5% 0.3% 1.1%
Income before income taxes 2,019,455 1,396,721 2,986,684 4,558,631
Income taxes (807,782) (520,278) (1,194,674) (1,647,755)
------------ ------------ ------------ ------------
Income taxes % (40.0)% (37.2)% (40.0)% (36.1)%
NET INCOME 1,211,673 876,443 1,792,010 2,910,876
NET INCOME % 2.4% 2.0% 1.8% 3.4%
Dividend requirements on
preferred stock (29,302) (29,302) (58,604) (58,604)
------------ ------------ ------------ ------------
Net income allocable to
common stockholders $ 1,182,371 847,141 1,733,406 2,852,272
============ ============ ============ ============
Income per share:
Basic $ 0.09 $ .06 $ .13 $ .20
============ ============ ============ ============
Diluted $ 0.08 $ .06 $ .12 $ .19
============ ============ ============ ============
Number of common shares
Basic 13,676,476 14,048,656 13,826,635 13,989,853
============ ============ ============ ============
Diluted 14,766,397 15,396,698 14,967,415 15,259,855
============ ============ ============ ============
</TABLE>
The accompanying notes are an integral part of the
consolidated financial statements.
4
<PAGE> 5
ULTRAK, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
SIX MONTHS SIX MONTHS
ENDED ENDED
JUNE 30,1998 JUNE 30,1997
--------------- ---------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,792,010 2,910,876
Adjustments to reconcile net income to net cash used in
operating activities:
Depreciation and amortization 2,153,774 1,764,515
Provision for losses on accounts receivable 303,043 274,538
Provision for inventory obsolescence 309,707 148,725
Changes in operating assets and liabilities:
Accounts and notes receivable (9,893,653) 4,461,146
Inventories (8,050,797) (4,640,415)
Advances for inventory purchases 8,000,298 (4,180,444)
Prepaid expenses and other current assets (2,497,883) 1,223,173
Noncurrent notes and other assets 1,127,857 (719,459)
Accounts and notes payable (459,448) (2,349,838)
Accrued and other current liabilities 2,131,627 (3,145,775)
--------------- ---------------
Net cash provided by (used in) operating activities (5,083,465) (4,252,958)
--------------- ---------------
Cash flows from investing activities:
Purchases of property and equipment (6,261,505) (1,680,517)
Acquisitions, net of cash acquired -- (32,237,303)
--------------- ---------------
Net cash provided by (used in) investing activities (6,261,505) (33,917,820)
--------------- ---------------
Cash flows from financing activities:
Net borrowings (repayments) on revolving line of credit 19,000,000 --
Decrease (increase) in restricted cash (4,540) --
Issuance of common stock, net of issuance costs (10,951) 41,070
Purchase of treasury stock (7,016,209) (3,765,153)
Payment of preferred stock dividends (58,604) (58,604)
--------------- ---------------
Net cash provided by (used in) financing activities 11,909,696 (3,782,687)
--------------- ---------------
Effect of exchange rate changes on cash (26,676) --
Net increase (decrease) in cash and cash equivalents 538,050 (41,953,465)
--------------- ---------------
Cash and cash equivalents at beginning of the period 14,101,684 71,810,707
--------------- ---------------
Cash and cash equivalents at end of the period $ 14,639,734 29,857,242
=============== ===============
Supplemental schedule of noncash investing and financing:
Acquisition of businesses:
Assets acquired $ -- 53,081,896
Liabilities assumed -- (10,956,377)
Common stock issued -- (5,534,244)
--------------- ---------------
-- 36,591,275
Less: cash acquired -- 4,353,972
--------------- ---------------
$ -- 32,237,303
=============== ===============
</TABLE>
The accompanying notes are an integral part of the
consolidated financial statements.
5
<PAGE> 6
ULTRAK, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation:
The accompanying unaudited interim consolidated financial statements include
the accounts of Ultrak, Inc. and its subsidiaries ("Ultrak" or "the
Company"). All significant intercompany balances and transactions have been
eliminated in consolidation.
The interim financial statements are prepared on an unaudited basis and do
not include all of the information and disclosures required by generally
accepted accounting principles for complete financial statements. All
adjustments which are, in the opinion of management, necessary for a fair
presentation of the results of operations for the interim periods have been
made and are of a recurring nature unless otherwise disclosed herein. The
results of operations for such interim periods are not necessarily indicative
of results of operations for a full year. For further information, refer to
the consolidated financial statements and notes to the consolidated financial
statements for the year ended December 31, 1997 included in the Ultrak Annual
Report on Form 10-K.
2. Earnings Per Share:
In the fourth quarter of 1997, the Company adopted the provisions of
Statement of Financial Accounting Standard No. 128, "Earnings Per Share"
(SFAS 128). In accordance with SFAS 128, the Company computes basic earnings
per share based on the weighted average number of common shares outstanding.
Diluted earnings per share is computed based on the weighted average number
of shares outstanding, plus the number of additional common shares that would
have been outstanding if dilutive potential common shares had been issued.
All prior period earnings per share information have been restated to comply
with the provisions of SFAS 128.
Following is a reconciliation of basic and diluted earnings per share:
<TABLE>
<CAPTION>
For the Quarter Ended June 30, 1998 For the Quarter Ended June 30, 1997
----------------------------------------- -----------------------------------------
Net Per Share Net Per Share
Income Shares Amount Income Shares Amount
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Basis earnings per share:
Income allocable to common stockholders $ 1,182,371 13,676,476 $ 0.09 $ 847,141 14,048,656 $ 0.06
=========== ===========
Effect of Dilutive Securities:
Contingently issuable shares 332,618 514,842
Put options 392,065
Stock options 365,238 426,219
Convertible preferred stock -- -- 29,302 406,981
----------- ----------- ----------- -----------
Diluted earnings per share $ 1,182,371 14,766,397 $ 0.08 $ 876,443 15,396,698 $ 0.06
=========== =========== =========== =========== =========== ===========
</TABLE>
6
<PAGE> 7
ULTRAK, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
(Unaudited)
2. Earnings Per Share, continued:
<TABLE>
<CAPTION>
For the Quarter Ended June 30, 1998 For the Quarter Ended June 30, 1997
----------------------------------------- -----------------------------------------
Net Per Share Net Per Share
Income Shares Amount Income Shares Amount
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
Basis earnings per share:
Income allocable to common stockholders $ 1,733,406 13,826,635 $ 0.13 $ 2,852,272 13,989,853 $ 0.20
=========== ===========
Effect of Dilutive Securities:
Contingently issuable shares 359,663 383,810
Put options 417,757 --
Stock options 363,360 479,211
Convertible preferred stock -- -- 58,604 406,981
----------- ----------- ----------- -----------
Diluted earnings per share $ 1,733,406 14,967,415 $ 0.12 2,910,876 15,259,855 $ 0.19
=========== =========== =========== =========== =========== ===========
</TABLE>
3. Comprehensive Income:
Effective January 1, 1998, the Company adopted Statement of Financial
Accounting Standard No. 130, "Reporting Comprehensive Income" (SFAS 130). The
adoption of this standard had no impact on net income or stockholders'
equity, as reported. SFAS 130 requires the reporting of comprehensive income,
which includes net income plus non-owner changes in equity including
unrealized gains or losses on investments, the minimum pension liability
adjustment and foreign currency translation. During the six months ended June
30, 1998 and 1997, non-owner changes, comprised solely of changes in foreign
currency translation, were $12,120 and $1,001,802, respectively.
4. Note Payable to Bank:
On December 1, 1997, the Company entered into a three-year unsecured credit
facility with a bank. The credit facility provides up to $40.0 million in
revolving credit with interest at prime minus .50% or LIBOR plus .60%,
payable quarterly. At the maturity of the revolving credit agreement in the
year 2000, the principal balance converts to a fully amortizing four-year
term loan. The credit agreement contains certain restrictive covenants and
conditions, including maximum senior funded debt to cash flow and debt
service coverage. The Company is required to pay a quarterly commitment fee
of .062% beginning June 30, 1998. As of June 30, 1998, the Company had
borrowings in the amount of $19.0 million outstanding under this facility.
7
<PAGE> 8
ULTRAK, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
(Unaudited)
5. Equity Put Options on Common Stock:
In conjunction with a stock repurchase program, during 1997 the Company sold
equity put options covering 2,620,000 shares of its common stock for net
proceeds before taxes to the Company of $4.5 million. As of June 30, 1998,
1,920,000 options remain outstanding and the Company's potential repurchase
obligation under equity put options with net cash or physical settlement terms
totaled $21.9 million at exercise prices ranging from $10.13 to $12.51 per
share. The options are exercisable only at expiration and the remaining
options expire from July 1998 through January 1999.
6. Subsequent Event:
On July 31, 1998, the Company announced the sale of the stock of Dental Vision
Direct, Inc. ("DVD"), a 90% owned subsidiary, to American Dental Technologies,
Inc. ("American Dental") for approximately $7.0 in cash and short-term notes
and warrants to acquire 540,000 shares of American Dental common stock (which
currently trades on NASDAQ under the symbol "ADLI"). The transaction closed on
August 5, 1998. The final accounting for the transaction has not yet been
completed.
8
<PAGE> 9
ULTRAK, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
For the Three Months ended June 30, 1998 compared to the
Three Months ended June 30, 1997
Results of Operations
For the three months ended June 30, 1998, net sales were $51,409,481, an
increase of $7,425,401 (17%) over the same period in 1997. This increase for the
three months ended June 30, 1998 was primarily due to the effect of the
acquisitions entered into during 1997, sales of new products and systems
introduced during late 1997 and 1998 and increased volume of sales of existing
CCTV products and systems to most of the markets served by the Company.
Cost of sales was $34,705,796, an increase of $4,600,291 (15%) over the same
period in 1997. Gross profit margins on net sales increased to 32.5% for the
three months ended June 30, 1998 from 31.6% for the same period in 1997. This
increase in gross profit margin was due primarily to increased sales during the
quarter of enterprise security solutions, including the newly released Windows
NT version of SAFEnet and the MAX 1000 video management system.
Marketing and sales expenses were $8,786,516, an increase of $1,377,190 (19%)
over the same period in 1997. Marketing and sales expenses for the three months
ended June 30, 1998 were 17.1% of net sales, up from 16.8% for the same period
in 1997. This net increase was due to the effect of acquisitions during 1997 and
the effect of hiring additional sales, sales support and marketing personnel in
anticipation of new product introductions and resulting sales activities, as
well as the increased travel, printing, product literature, advertising and
promotion costs associated with the introduction of new products.
General and administrative expenses were $4,911,276, a decrease of $300,963 (6%)
over the same period in 1997. General and administrative expenses for the three
months ended June 30, 1998 were 9.6% of net sales, down from 11.9% of net sales
for the same period in 1997. This net decrease was a result of less hiring
during the quarter and the Company's other efforts to reduce its general and
administrative costs as a percentage of net sales.
Other income was $209,603, a decrease of $444,608 (68%) from the same period in
1997. This net decrease was primarily because of the Company's shift during mid
1997 to invest excess funds in marketable equity securities instead of interest
bearing investments, the use of cash to fund the Company's stock repurchase
program and acquisitions during 1997 and the resulting interest expense on bank
borrowings during 1998.
9
<PAGE> 10
ULTRAK, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS, CONTINUED
For the Six Months ended June 30, 1998 compared to the Six
Months ended June 30, 1997
Results of Operations
For the six months ended June 30, 1998, net sales were $99,157,840, an increase
of $14,601,567 (17%) over the same period in 1997. This increase for the six
months ended June 30, 1998 was primarily due to the effect of the acquisitions
entered into during 1997, sales of new products and systems introduced during
late 1997 and 1998 and increased volume of sales of existing CCTV products and
systems to most of the markets served by the Company.
Cost of sales was $67,678,533, an increase of $10,061,884 (17%) over the same
period in 1997. Gross profit margins on net sales decreased to 31.7% for the six
months ended June 30, 1998 from 31.9% for the same period in 1997. This decrease
in gross profit margin was due to competitive price pressures and delays during
the first quarter in shipment of the Company's Windows NT version of its SAFEnet
security solution, offset partially by increased sales during the second quarter
of enterprise security solutions, including the newly released SAFEnet and the
MAX 1000 video management system.
Marketing and sales expenses were $16,986,566, an increase of $3,395,466 (25%)
over the same period in 1997. Marketing and sales expenses for the six months
ended June 30, 1998 were 17.1% of net sales, up from 16.1% for the same period
in 1997. This net increase was due to the effect of acquisitions during 1997 and
the effect of hiring additional sales, sales support and marketing personnel in
anticipation of new product introductions and resulting sales activities, as
well as the increased travel, printing, product literature, advertising and
promotion costs associated with the introduction of new products.
General and administrative expenses were $9,632,532, an increase of $802,594
(9%) over the same period in 1997. General and administrative expenses for the
six months ended June 30, 1998 were 9.7% of net sales, down from 10.4% of net
sales for the same period in 1997. This net increase was a result of (i) the
acquisitions during 1997, each of which maintain certain separate administrative
functions and have greater research and development costs, as a percentage of
net sales, than Ultrak's other existing operations, and (ii) the hiring during
the first quarter of 1998 of additional research and development and
administrative staff to support the growth in sales.
Other income was $280,249, a net decrease of $647,249 (70%) from the same period
in 1997. This decrease was primarily because of the Company's shift during mid
1997 to invest excess funds in marketable equity securities instead of interest
bearing investments, the use of cash to fund the Company's stock repurchase
program and acquisitions during 1997 and the resulting interest expense on bank
borrowings during 1998.
10
<PAGE> 11
ULTRAK, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS, CONTINUED
Liquidity and Capital Resources
The Company had a net increase in cash and cash equivalents for the six months
ended June 30, 1998 of approximately $538,000. Net cash used in operating
activities for the period was approximately $5.1 million, primarily consisting
of increases in accounts and notes receivable, inventories and prepaid expenses
and other current assets and decreases in advances for inventory, noncurrent
notes and other assets and accrued and other current liabilities. Net cash used
in investing activities was approximately $6.3 million consisting of purchases
of property and equipment, primarily related to the SAP computer implementation.
Cash provided by financing activities was approximately $11.9 million,
consisting of borrowings on its note payable to bank, offset by purchases of
treasury stock and the payment of dividends on the Company's outstanding Series
A Preferred Stock.
As of June 30, 1998, the Company had unused available revolving lines of credit
under its bank facility totaling $21.0 million. The Company is in compliance
with or had obtained waivers for all of its covenants with its lender as of the
date of this report.
The Company believes that internally generated funds, available borrowings under
the bank credit facility and current amounts of cash and cash equivalents will
be sufficient to meet its presently anticipated needs for working capital,
capital expenditures and acquisitions, if any, for at least the next 12 months.
11
<PAGE> 12
ULTRAK, INC. AND SUBSIDIARIES
QUARTER ENDED JUNE 30, 1998
Part II: Other Information
Item 1. Legal Proceedings
Not Applicable
Item 2. Changes in Securities
Not Applicable
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders was held on May 29, 1998.
During the meeting, the holders of a majority of the Company's
outstanding shares elected six directors to serve until the
next annual meeting of shareholders and approved the selection
by the Board of Directors of Grant Thornton LLP as the firm of
independent certified public accountants to audit the accounts
of the Company for the fiscal year ending December 31, 1998.
Item 5. Other Information
On July 31, 1998, the Company announced the sale of the stock
of Dental Vision Direct, Inc. ("DVD"), a 90% owned subsidiary,
to American Dental Technologies, Inc. ("American Dental") for
approximately $7.0 in cash and short-term notes and warrants to
acquire 540,000 shares of American Dental common stock (which
currently trades on NASDAQ under the symbol "ADLI"). The
transaction closed on August 5, 1998.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits filed with this report:
Exhibit 27: Financial Data Schedule
(b) Reports on Form 8-K.
None filed during the quarter ended June 30, 1998.
12
<PAGE> 13
ULTRAK, INC. AND SUBSIDIARIES
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.
ULTRAK, INC.
(Registrant)
Date: August 12, 1998 By: /s/ Tim D. Torno
------------------------------------
Tim D. Torno, Vice President-Finance
Principal Financial and
Accounting Officer
13
<PAGE> 14
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 18,593,964
<SECURITIES> 0
<RECEIVABLES> 45,784,205
<ALLOWANCES> (1,882,867)
<INVENTORY> 53,131,285
<CURRENT-ASSETS> 128,196,920
<PP&E> 15,547,171
<DEPRECIATION> (4,407,619)
<TOTAL-ASSETS> 200,569,636
<CURRENT-LIABILITIES> 42,763,803
<BONDS> 0
0
976,755
<COMMON> 145,059
<OTHER-SE> 154,680,585
<TOTAL-LIABILITY-AND-EQUITY> 200,569,636
<SALES> 99,157,840
<TOTAL-REVENUES> 99,157,840
<CGS> 67,678,533
<TOTAL-COSTS> 67,678,533
<OTHER-EXPENSES> 28,772,872
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 89,701
<INCOME-PRETAX> 2,986,684
<INCOME-TAX> (1,194,674)
<INCOME-CONTINUING> 1,792,010
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,792,010
<EPS-PRIMARY> .13
<EPS-DILUTED> .12
</TABLE>