<PAGE>
FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-9859
BANCTEC, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-1559633
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4851 LBJ FREEWAY, DALLAS, TX 75244
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE, 972/341-4000
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.
OUTSTANDING AT
CLASS MAY 6, 1997
----- -----------------------
Common Stock, $.01 par value 21,225,385
<PAGE>
BANCTEC, INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
ASSETS
MARCH 31, DECEMBER 31,
1997 1996
----------- ------------
(UNAUDITED)
CURRENT ASSETS:
<S> <C> <C>
Cash and cash equivalents including restricted amounts of $668 at
March 31, 1997 and $717 at December 31, 1996 $ 27,574 $ 22,872
Short-term investments including restricted amounts of $3,919 at
March 31, 1997 and $4,203 at December 31, 1996 3,919 4,203
Accounts receivable, less allowance for doubtful accounts of
$9,332 at March 31, 1997 and $9,627 at December 31, 1996 144,863 135,138
Inventories 77,276 83,320
Current deferred tax asset 22,277 22,277
Other current assets 8,744 7,025
-------- --------
TOTAL CURRENT ASSETS 284,653 274,835
PROPERTY, PLANT AND EQUIPMENT - NET 91,182 87,153
EXCESS OF COST OVER NET ASSETS OF ACQUIRED BUSINESSES,
less accumulated amortization of $25,927 at March 31, 1997 and
$24,709 at December 31, 1996 92,275 93,858
LONG-TERM DEFERRED TAX ASSET 442 442
OTHER ASSETS 11,822 11,007
-------- --------
$480,374 $467,295
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Revolving credit facilities $ 33,205 $ 30,996
Current maturities of long-term debt 11,315 11,334
Trade accounts payable 22,047 21,303
Other accrued expenses and liabilities 80,022 81,956
Deferred revenue 35,393 38,196
Income taxes payable 8,106 3,247
-------- --------
TOTAL CURRENT LIABILITIES 190,088 187,032
-------- --------
LONG-TERM DEBT, less current maturities 62,916 65,891
-------- --------
OTHER LIABILITIES 9,454 9,652
-------- --------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock-authorized, 1,000 shares of $.01 par value:
Series A - no shares issued and outstanding - -
Series B - no shares issued and outstanding - -
Common stock-authorized, 45,000 shares of $.01 par value;
issued and outstanding, 21,220 at March 31, 1997 and
20,797 at December 31, 1996 212 208
Treasury stock (388) (388)
Additional paid-in capital 205,690 201,006
Retained earnings 17,994 7,967
Foreign currency translation adjustments (3,324) (1,612)
Unearned compensation (2,268) (2,461)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 217,916 204,720
-------- --------
$480,374 $467,295
======== ========
</TABLE>
See notes to consolidated financial statements.
-2-
<PAGE>
BANCTEC, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
--------- ---------
<S> <C> <C>
REVENUE:
Equipment and software $ 77,448 $ 80,604
Maintenance and other services 64,905 59,449
-------- --------
142,353 140,053
-------- --------
COST OF SALES:
Equipment and software 52,263 54,797
Maintenance and other services 46,903 44,912
-------- --------
99,166 99,709
-------- --------
GROSS PROFIT 43,187 40,344
-------- --------
OPERATING EXPENSES:
Product development 5,411 3,908
Selling, general & administrative 18,666 19,809
Goodwill amortization 1,344 1,212
-------- --------
25,421 24,929
-------- --------
INCOME FROM OPERATIONS 17,766 15,415
-------- --------
OTHER INCOME (EXPENSE):
Interest income 175 274
Interest expense (1,753) (2,244)
Sundry-net (521) 121
-------- --------
(2,099) (1,849)
-------- --------
INCOME BEFORE INCOME TAXES 15,667 13,566
INCOME TAX PROVISION 5,640 4,884
-------- --------
NET INCOME $ 10,027 $ 8,682
======== ========
NET INCOME PER SHARE:
Primary $0.47 $0.43
Fully diluted $0.46 $0.42
COMMON SHARES AND COMMON
SHARE EQUIVALENTS USED IN
COMPUTING PER SHARE AMOUNTS:
Primary 21,240 20,417
Fully diluted 22,985 22,154
</TABLE>
See notes to consolidated financial statements.
-3-
<PAGE>
BANCTEC, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 10,027 $ 8,682
Adjustments to reconcile net income to cash flows
provided by operating activities:
Depreciation and amortization 9,632 8,447
Deferred income tax benefit - (236)
Disposition of property, plant and equipment 345 -
Other non-cash items 385 (458)
Increase in accounts receivable (9,725) (26,250)
(Increase) decrease in inventories 6,719 (8,043)
(Increase) decrease in other assets (2,534) 475
Increase in trade accounts payable 744 5,563
Increase (decrease) in deferred revenue (2,803) 6,240
Increase in other accrued expenses
and liabilities 3,196 7,845
-------- --------
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES 15,986 2,265
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (14,479) (7,330)
Purchase of businesses, net of cash acquired - (7,136)
Proceeds from sale of property, plant and equipment 53 -
Other - 35
-------- --------
CASH FLOWS USED IN INVESTING ACTIVITIES (14,426) (14,431)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment of current portion of long-term debt and
capital lease obligations (2,845) (5,363)
Payments of long-term borrowings - (5,350)
Net proceeds from short-term borrowings 2,459 21,500
Proceeds from sales and issuances of common stock 4,503 4,267
-------- --------
CASH FLOWS PROVIDED BY FINANCING
ACTIVITIES 4,117 15,054
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH (975) (52)
-------- --------
NET INCREASE IN CASH AND CASH EQUIVALENTS 4,702 2,836
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 22,872 22,010
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 27,574 $ 24,846
======== ========
SUPPLEMENTAL DISCLOSURE INFORMATION:
Cash paid during the period for:
Interest $ 986 $ 1,463
Income taxes 1,368 715
</TABLE>
See notes to consolidated financial statements.
-4-
<PAGE>
BANCTEC, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 1997
(UNAUDITED)
1. BASIS OF PRESENTATION AND OTHER ACCOUNTING INFORMATION:
The accompanying unaudited balance sheet at March 31, 1997, and the
consolidated statements of operations and cash flows for the interim periods
ending March 31, 1997 and March 31, 1996 should be read in conjunction with the
consolidated financial statements and notes set forth in the most recent Annual
Report on Form 10-K filed with the Securities and Exchange Commission. In the
opinion of management, the accompanying consolidated financial statements
contain all material adjustments, consisting principally of normal recurring
adjustments, necessary for a fair presentation of the results of operations.
Net income per common share is based upon the weighted average number of
outstanding shares during the period. The number of outstanding shares of common
stock has been adjusted to reflect the dilutive effect of all outstanding stock
options and convertible subordinated debentures, where applicable.
2. INVENTORIES CONSISTED OF THE FOLLOWING:
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1997 1996
-------- --------
(IN THOUSANDS)
<S> <C> <C>
Raw materials $29,521 $29,246
Work-in-progress 18,468 20,466
Finished goods 29,287 33,608
------- -------
$77,276 $83,320
======= =======
</TABLE>
-5-
<PAGE>
BANCTEC, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(CONTINUED)
(UNAUDITED)
3. PROPERTY, PLANT AND EQUIPMENT CONSISTED OF THE FOLLOWING:
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1997 1996
--------- --------
(IN THOUSANDS)
<S> <C> <C>
Land $ 3,030 $ 3,030
Field support spare parts 100,124 97,350
Machinery and equipment 62,921 62,415
Furniture, fixtures and other 36,022 31,217
Building 24,645 24,720
--------- ---------
226,742 218,732
--------- ---------
Accumulated depreciation (135,560) (131,579)
--------- ---------
$ 91,182 $ 87,153
========= =========
</TABLE>
4. OTHER ACCRUED EXPENSES AND LIABILITIES CONSISTED OF THE FOLLOWING:
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1997 1996
--------- ---------
(IN THOUSANDS)
<S> <C> <C>
Salaries, wages and other compensation $ 15,847 $ 17,834
Accrued taxes, other than income taxes 6,384 5,961
Advances from customers 21,288 21,353
Accrued invoices and costs 8,714 5,252
Accrued merger charges and other costs 4,992 6,431
Other 22,797 25,125
--------- ---------
$ 80,022 $ 81,956
========= =========
</TABLE>
5. CHARGES
During the nine months ended December 31, 1995, the Company incurred pretax
charges of $85.2 million for the integration of the Company and Recognition
International, Inc. ("Recognition"). At December 31, 1996, the Company had
accruals of approximately $5.6 million recorded in other accrued expenses and
liabilities for remaining obligations related to these charges.
At March 31, 1997, the Company's remaining accruals relating to these charges
were approximately $4.1 million. The decrease from December 31, 1996 primarily
resulted from the payment of termination benefits of $0.7 million and lost
contracts of $0.8 million during the three months ended March 31, 1997.
-6-
<PAGE>
BANCTEC, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS-(CONTINUED)
(UNAUDITED)
6. EARNINGS PER SHARE
The Company will adopt the provisions of SFAS No. 128, "Earnings Per Share," in
the fourth quarter of fiscal 1997. SFAS No. 128, issued in February 1997,
replaces the primary earnings per share calculation with a basic earnings per
share calculation and modifies the calculation of diluted earnings per share.
Had the Company adopted the provisions of SFAS No. 128 during the first quarter
of 1997, the impact of the adoption on the calculation of net income per share
would have been to increase primary earnings per share of $0.47 to basic
earnings per share of $0.48. There would have been no effect on diluted
earnings per share for the quarter ended March 31, 1997 or for primary or fully
diluted earnings per share for the quarter ended March 31, 1996.
-7-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
COMPARISON OF THREE MONTHS ENDED MARCH 31, 1997 AND THREE MONTHS ENDED MARCH 31,
- --------------------------------------------------------------------------------
1996
- ----
Total revenue of $142.4 million increased by $2.3 million or 1.6% from the
comparable reporting period last year. Revenue from sales of equipment and
software decreased $3.2 million primarily due to lower equipment revenue from
sales of reader/sorters, workstations and network integration hardware, which
was partially offset by an increase in software revenue from Plexus and a giro
installation in Europe. Revenue from maintenance and other services increased
$5.5 million primarily due to growth in network maintenance revenue.
Gross profit of $43.2 million was $2.8 million or 7.0% higher than the
comparable period last year. The gross profit for equipment and software
revenue of $25.2 million decreased by $0.6 million from the comparable reporting
period last year. The decrease was due to lower equipment revenue. The gross
profit for maintenance and other services of $18.0 million increased by $3.5
million due to an increase in network services revenue and additional cost
savings from the merger with Recognition.
Operating expenses of $25.4 million increased $0.5 million or 2.0%. The
components of operating expenses changed as follows: Product development
expenses of $5.4 million increased by $1.5 million due to additional staffing
and lower customer funding of development efforts in the current year. Sales
and marketing expenses of $12.2 million were the same as the comparable period
in the prior year. General and administrative expenses of $6.5 million
decreased by $1.1 million due to lower costs in the current year. Goodwill
amortization of $1.3 million increased by $0.1 million from the comparable
period in the prior year.
Interest expense of $1.8 million decreased by $0.5 million due to a lower
overall average balance of outstanding debt resulting from scheduled term loan
payments and the repurchase of $8.0 million of convertible debentures in March
1996.
Net sundry expense of $0.5 million decreased by $0.6 million primarily due to
foreign currency transaction losses in the first three months of 1997 and no
comparable losses in the first three months of 1996.
The income tax provision of $5.6 million increased $0.8 million due to an
increase in pretax income. The effective income tax rate is forecasted to be
36% for the current year.
Net income of $10.0 million increased by $1.3 million from the prior year.
Fully diluted earnings per share of $0.46 increased from $0.42 a share in the
prior year.
-8-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS-(CONTINUED)
(UNAUDITED)
SUPPLEMENTAL REVENUE BREAKDOWN
The following disclosure on revenues has been provided as additional information
on the breakdown of revenues for the three months ended March 31, 1997 and 1996.
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
--------- ---------
(In thousands)
<S> <C> <C>
Financial transaction processing systems $ 57,288 $ 60,399
OEM and support products 12,661 15,390
Plexus 7,499 4,815
--------- ---------
Total equipment and software $ 77,448 $ 80,604
--------- ---------
Equipment maintenance 41,413 43,535
Network services 23,492 15,914
--------- ---------
Total maintenance and other services $ 64,905 $ 59,449
--------- ---------
Total Revenue $ 142,353 $ 140,053
========= =========
</TABLE>
-9-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS-(CONTINUED)
LIQUIDITY AND CAPITAL RESOURCES
Funds to support the Company's operations, including capital expenditures, have
been derived from a combination of funds provided by operations, short-term bank
financing and, to a lesser extent, by sales of capital stock under employee
stock option and purchase plans.
At March 31, 1997, the Company had the following debt instruments in place: 1)
Term loan, 2) Revolving Credit Facility, 3) 7-1/4% Convertible Subordinated
Debentures, 4) Foreign Credit Agreement and 5) Uncommitted Lines of Credit. The
outstanding balance on the Term Loan at March 31, 1997 was $29.7 million which
is payable in equal installments due through its maturity in December 31, 1999.
The Company has available a revolving credit facility of $50.0 million with an
outstanding balance of $20.6 million as of March 31, 1997. The Company also has
outstanding $43.7 million of 7-1/4% Convertible Subordinated Debentures as of
March 31, 1997. Annual sinking fund requirements of $2.3 million commenced on
April 15, 1996. In March 1996, the Company purchased $8.0 million of the
convertible debentures in the open market thereby fulfilling its sinking fund
obligations for the next three years. A foreign credit agreement of $4.6
million which is secured by cash, cash equivalents and short-term investments
was also outstanding as of March 31, 1997. The Company also has available
uncommitted lines of credit with a group of banks totaling $40.0 million. These
lines have a maximum term of 30 days. Under these uncommitted lines, the
Company had outstanding $8.0 million in obligations as of March 31, 1997.
Cash, cash equivalents and short-term investments were $31.5 million at March
31, 1997, with approximately $ 4.6 million committed as collateral and
compensation balances.
Net accounts receivable increased by $9.7 million during the first quarter of
1997. The growth is primarily attributed to the sale of large systems which have
longer collection cycles and to the timing of payments received from customers.
Net inventory decreased by $6.0 million during the first quarter of 1997
primarily due to shipment of several large systems in the U.S. and Europe.
Net fixed assets increased during the first quarter of 1997 primarily as the
result of purchases for field support spare parts, computer equipment for the
Company's new information system, and facility improvements.
The excess of cost over net assets of acquired businesses during the first
quarter of 1997 decreased by $1.6 million reflecting the scheduled amortization
of costs.
-10-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS-(CONTINUED)
The balance in the revolving credit facilities increased by $2.2 million since
December 31, 1996 as a result of discretionary borrowings to fund fixed asset
purchases and working capital requirements.
The balance in long-term debt decreased by $3.0 million since December 31, 1996
as a result of the normal scheduled quarterly debt payments.
Additional paid-in capital increased by $4.7 million since December 31, 1996
primarily due to stock options exercised in large part by former executives of
the Company.
The Company believes that it has sufficient financial resources available to
support its anticipated requirements to fund operations, and is not aware of any
trends, demands or commitments which would have a material adverse impact on the
Company's long or short-term liquidity.
Inflation has not had a material effect on the operating results of the Company.
-11-
<PAGE>
FORM 10-Q
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
-----------------
NONE
ITEM 2. CHANGES IN SECURITIES
---------------------
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
-------------------------------
NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
-----------------------------------------------------
NONE
ITEM 5. OTHER INFORMATION
-----------------
a) Certain Considerations
From time to time, information provided by the Company or statements
made by its employees may contain "forward-looking" information, as
that term is defined in the Private Securities Litigation Reform Act
of 1995 (the "Act"). The Company cautions investors that there can be
no assurances that actual results or business conditions will not
differ materially from those projected or suggested in such forward-
looking statements as a result of various factors, including but not
limited to the following:
. The Company offers its products and services directly and through
indirect distribution channels to customers around the world.
Global, as well as regional, economic factors, changes in laws
and regulations, currency fluctuations, changes in monetary
policy or tariffs, and competition could impact the Company's
financial condition or future results of operations. In addition,
changes in the mix of products and services purchased and timely
acceptance of these products and services by customers in these
global markets could cause actual operating results to vary from
those expected.
-12-
<PAGE>
FORM 10-Q
PART II
OTHER INFORMATION - (CONTINUED)
ITEM 5. OTHER INFORMATION (Continued)
-----------------
. The Company's future operating results are dependent on its
ability to develop, produce, and market new innovative products
and services. There are numerous risks inherent in this complex
process, including rapid technological change and the requirement
that the Company bring to market in a timely fashion new products
and services which meet the customer's changing needs.
. The market price of the Company's securities could be subject to
fluctuations in response to quarter to quarter variations in
operating results, changes in analysts' earnings estimates,
market conditions in the technology industry, as well as general
economic conditions and other factors external to the Company.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
a) Exhibits
11.1 Computation of Net Income Per Share
27.0 Financial Data (Electronic Filing Only)
b) Reports on Form 8-K
NONE
-13-
<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.
BANCTEC, INC.
/s/ Michael D. Kubic
-------------------------------------
Michael D. Kubic
Vice President, Controller and
Assistant Treasurer
Dated: May 14, 1997
-14-
<PAGE>
EXHIBIT 11.1
BANCTEC, INC.
COMPUTATION OF NET INCOME PER SHARE
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
----------- -----------
<S> <C> <C>
PRIMARY:
- --------
Net Income $10,027,000 $ 8,682,000
=========== ===========
Shares outstanding beginning of period 20,796,935 19,918,735
Treasury stock held during the year (29,936) (29,936)
Shares issued during the period and shares issuable
from assumed exercise of stock options and stock
purchase plan reduced by the number of shares
which could have been purchased with proceeds
from exercise of such options and unearned
compensation on restricted stock awards 473,241 527,792
----------- -----------
Weighted average number of shares outstanding,
as adjusted 21,240,240 20,416,591
=========== ===========
Primary net income per common and common
equivalent share $ 0.47 $ 0.43
=========== ===========
FULLY DILUTED:
- --------------
Net Income $10,027,000 $ 8,682,000
Add after tax interest expense applicable to
7 1/4% convertible subordinated debentures 507,000 579,000
----------- -----------
Net Income, as adjusted $10,534,000 $ 9,261,000
=========== ===========
Shares outstanding beginning of period 20,796,935 19,918,735
Treasury stock held during the year (29,936) (29,936)
Shares issued during the period and shares issuable
from assumed exercise of stock options and stock
purchase plan reduced by number of shares which
could have been purchased with proceeds from
exercise of such options and unearned compensation
on restricted stock awards 679,270 526,969
----------- -----------
Weighted average number of shares
outstanding, as adjusted excluding 7 1/4%
convertible subordinated debentures 21,446,269 20,415,768
=========== ===========
Fully diluted income per common and common
equivalent share excluding 7 1/4% convertible
subordinated debentures $ 0.47 $ 0.43
=========== ===========
Weighted average shares issuable assuming conversion
of 7 1/4% convertible subordinated debentures 1,538,720 1,738,293
Weighted average number of shares outstanding as
adjusted 22,984,989 22,154,061
----------- -----------
Fully diluted net income per common and common
equivalent share $ 0.46 $ 0.42
=========== ===========
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1996
<PERIOD-START> JAN-01-1997 JAN-01-1996
<PERIOD-END> MAR-31-1997 DEC-31-1996
<CASH> 27,574 22,872
<SECURITIES> 3,919 4,203
<RECEIVABLES> 154,195 144,765
<ALLOWANCES> (9,332) (9,627)
<INVENTORY> 77,276 83,320
<CURRENT-ASSETS> 284,653 274,835
<PP&E> 226,742 218,732
<DEPRECIATION> (135,560) (131,579)
<TOTAL-ASSETS> 480,374 467,295
<CURRENT-LIABILITIES> 190,088 187,032
<BONDS> 62,916 65,891
0 0
0 0
<COMMON> 212 208
<OTHER-SE> 217,704 204,512
<TOTAL-LIABILITY-AND-EQUITY> 480,374 467,295
<SALES> 77,448 80,604
<TOTAL-REVENUES> 142,353 140,053
<CGS> 52,263 54,797
<TOTAL-COSTS> 99,166 99,709
<OTHER-EXPENSES> 25,421 24,929
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 1,753 2,244
<INCOME-PRETAX> 15,667 13,566
<INCOME-TAX> 5,640 4,884
<INCOME-CONTINUING> 10,027 8,682
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 10,027 8,682
<EPS-PRIMARY> 0.47 0.43
<EPS-DILUTED> 0.46 0.42
</TABLE>
