FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: September 27, 1997
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: 1-5513
TRIDEX CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Connecticut 06-0682273
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
61 Wilton Road, Westport CT 06880
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(203) 226-1144
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Former address:
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 Months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES |X| NO |_|
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
YES |_| NO |_|
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding October 25, 1997
- -------------------- ----------------------------
Common stock, no par value 5,351,410
<PAGE>
TRIDEX CORPORATION AND SUBSIDIARIES
INDEX
Page No.
--------
PART I. Financial Information:
Item 1. Financial Statements
Consolidated Condensed Balance Sheets
September 27, 1997 and December 31, 1996 3
Consolidated Statements of Income for the
Quarters and Nine Months Ended September 27, 1997
and September 28, 1996 4
Consolidated Statements of Cash Flows for the Quarters
and Nine Months Ended September 27, 1997 and
September 28, 1996 5
Notes to Consolidated Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of the Results of
Operations and Financial Condition 7
PART II. Other Information:
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 10
EXHIBIT INDEX
Exhibit 11 Computation of Per Share Earnings 11
2
<PAGE>
TRIDEX CORPORATION AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(Dollars in Thousands)
(Unaudited)
September 27, December 31,
1997 1996
------------- ------------
ASSETS
Current assets:
Cash and cash equivalents $ 14,933 $ 2,787
Receivables 3,470 2,783
Inventories (Note 4) 3,455 4,258
Deferred tax assets 324 140
Other current assets 67 146
-------- --------
Total current assets 22,249 10,114
-------- --------
Plant and equipment, net 1,093 1,044
Excess of cost over fair value of net
assets acquired 2,641 3,014
Other assets 1,036 1,923
Investment in net assets of discontinued
operations:
Cash Bases GB Ltd. (Note 2) 605 6,153
TransAct Technologies Inc. (Note 2) 11,573
-------- --------
$ 27,624 $ 33,821
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long term debt $ 0 $ 3,628
Accounts payable 1,852 2,189
Accrued liabilities 1,722 2,234
-------- --------
Total current liabilities 3,574 8,051
-------- --------
Shareholders' equity:
Common stock, at stated value 1,377 1,043
Additional paid-in capital 25,069 23,361
Retained earnings (deficit) (206) 2,239
Unearned compensation (432)
Receivables from sale of stock (816)
Common shares held in treasury, at cost (942) (873)
-------- --------
24,050 25,770
-------- --------
$ 27,624 $ 33,821
======== ========
See notes to consolidated condensed financial statements.
3
<PAGE>
TRIDEX CORPORATION AND SUBSIDIARIES
Consolidated Statements of Income
(Dollars in Thousands Except Per Share Amounts)
(Unaudited)
<TABLE>
<CAPTION>
Quarters Ended Nine Months Ended
September September September September
27, 1997 28, 1996 27, 1997 28, 1996
------------------------- -------------------------
<S> <C> <C> <C> <C>
Net sales $ 6,872 $ 7,180 $ 18,592 $ 16,241
------------------------- -------------------------
Operating costs and expenses:
Cost of sales 5,092 5,410 14,103 11,953
Engineering, design and product development costs 181 159 497 437
Selling, administrative and general expenses 1,433 1,456 4,522 3,609
------------------------- -------------------------
6,706 7,025 19,122 15,999
------------------------- -------------------------
Operating income (loss) 166 155 (530) 242
Other charges (income):
Gain on sale of subsidiary stock (6,200) (6,200)
Interest expense, net (175) 198 (340) 773
Other, net 1 42 9 66
------------------------- -------------------------
(174) (5,960) (331) (5,361)
------------------------- -------------------------
Income (loss) from continuing operations
before income taxes 340 6,115 (199) 5,603
Provision (benefit) for income taxes 340 19 (24) (116)
------------------------- -------------------------
Income (loss) from continuing operations 0 6,096 (175) 5,719
Discontinued operations (Note 2):
Equity in subsidiaries' income from
discontinued operations 0 974 607 2,954
------------------------- -------------------------
Net income $ 0 $ 7,070 $ 432 $ 8,673
========================= =========================
Earnings (loss) per common and common
equivalent share:
Primary:
Income (loss) from continuing operations $ 0.00 $ 1.44 $ (0.03) $ 1.40
Income from discontinued operations 0.00 .23 0.11 0.72
------------------------- -------------------------
$ 0.00 $ 1.67 $ 0.08 $ 2.12
========================= =========================
Fully diluted:
Income from continuing operations $ 1.30 $ 1.30
Income from discontinued operations 0.21 0.64
=========== ===========
$ 1.51 $ 1.94
----------- -----------
Weighted average common and common
equivalent shares outstanding
Primary 5,531,000 4,234,000 5,252,000 4,085,000
========================= =========================
Fully diluted 4,719,000 4,618,000
=========== ===========
</TABLE>
See notes to consolidated condensed financial statements.
4
<PAGE>
TRIDEX CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Dollars in Thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
--------------------------
September September
27, 1997 28, 1996
--------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 432 $ 8,673
Adjustments to reconcile net income to net cash provided by
operating activities:
Equity in subsidiaries' income from discontinued operations (607) (2,954)
Gain on sale of subsidiary stock (6,200)
Stock incentive compensation expense 794
Depreciation and amortization 613 937
Deferred income taxes 446
Loss (gain) on disposal of assets (4)
Changes in operating assets and liabilities:
Receivables (687) (2,737)
Inventory 803 (1,084)
Other current assets 79 51
Other assets 43 (96)
Accounts payable, accrued liabilities and income taxes payable (666) 1,199
-------- -------
Net cash provided by (used in) operating activities 804 (1,769)
-------- -------
Cash flows from investing activities:
Purchases of plant and equipment (273) (122)
Proceeds from sale of discontinued operations 5,200
Receipt of principal of note receivable from TransAct 1,000
-------- -------
Net cash provided by (used in) investing activities 5,927 (122)
-------- -------
Cash flows from financing activities:
Principal payments on long term borrowings (5,800)
Proceeds from exercise of stock options and warrants 5,580 187
Net transactions with discontinued operations (96) 1,270
Purchase of treasury shares (69)
Proceeds from repayment of TransAct debt 7,500
-------- -------
Net cash provided by financing activities 5,415 3,157
-------- -------
Increase in cash and cash equivalents 12,146 1,266
Cash and cash equivalents at beginning of period 2,787 822
-------- -------
Cash and cash equivalents at end of period $ 14,993 $ 2,088
======== =======
Supplemental cash flow information:
Interest paid $ 84 $ 733
Income taxes paid, net of refunds 63 408
Supplemental non-cash investing and financing activities:
Conversion of convertible notes and debentures to common stock $ 3,710 $ 968
</TABLE>
See notes to consolidated condensed financial statements.
5
<PAGE>
TRIDEX CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. In the opinion of the Company, the accompanying unaudited consolidated
condensed financial statements contain all adjustments (consisting only of
normal recurring adjustments) necessary to present fairly its financial
position as of September 27, 1997, the results of its operations for the
quarters and nine months ended September 27, 1997 and September 28, 1996
and changes in its cash flows for the quarters and nine months ended
September 27, 1997 and September 28, 1996. The December 31, 1996
consolidated condensed balance sheet has been derived from the Company's
audited financial statements at that date. These interim financial
statements should be read in conjunction with the financial statements
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.
The results of operations for the quarters and nine months ended September
27, 1997 and September 28, 1996 are not necessarily indicative of the
results to be expected for the full year.
2. Discontinued operations: On March 31, 1997 the Company effected the
previously announced distribution of 5,400,000 shares of common stock of
its former subsidiary, TransAct Technologies Incorporated ("TransAct") to
Tridex stockholders on the basis of 1.005 shares of TransAct common stock
for each share of Tridex common stock owned. Since the distribution,
Tridex and TransAct have been separate publicly traded companies. On April
17, 1997 Tridex announced that it had entered into a letter of intent to
sell its wholly-owned subsidiary Cash Bases GB Limited ("Cash Bases") to a
group comprised of the executive directors of Cash Bases and Lloyds
Development Capital Limited for up to $6,200,000, consisting of $5,200,000
in cash, a $250,000 unsecured promissory note bearing interest at the rate
of 10% per annum payable in full on April 30, 2000, contingent payments of
up to $750,000 depending upon Cash Bases' earnings before interest and
taxes for the fiscal years ending December 31, 1998 and December 31, 1999,
and a 10% equity stake in the newly organized buyer. The sale of Cash
Bases was completed on May 29, 1997. The Consolidated Financial Statements
have been restated to present the results of operations of TransAct and
Cash Bases as discontinued operations.
3. Primary earnings per common share is based on the weighted average number
of shares outstanding during the period after consideration of the
dilutive effect of stock options and warrants. In February of 1997, the
Financial Accounting Standards Board issued Statement of Financial
Accounting Standard No. 128, "Earnings Per Share." The Company will adopt
this standard, as required, at the end of this year. Had this standard
been adopted at the beginning of 1997, for the quarter ended September 27,
1997 the Company would have reported basic earnings per share of zero from
continuing operations and from discontinued operations.
4. Inventories: Components of inventory are:
September 27, 1997 December 31, 1996
------------------ -----------------
(Dollars in Thousands)
Raw materials and component parts $ 1,305 $ 1,144
Work-in-process 51 46
Finished goods 2,099 3,068
--------- ---------
$ 3,455 $ 4,258
========= =========
5. Other income, net: Other non-operating expenses in the prior year's
quarter include a $58,000 provision for the estimated loss on disposal of
unused real estate and $17,000 of equity income from Tridex's remaining
10% equity interest in Cash Bases Group Limited.
6. Commitments and contingencies: The Company is involved in an environmental
matter discussed in Note 9 to the consolidated financial statements
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996. As of September 27, 1997 and to the date of this
report, there has been no material development in the resolution of this
matter.
6
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Certain statements included in this report, including, but not limited to,
statements in this Management's Discussion and Analysis of the Results of
Operations and Financial Condition, which are not historical facts may be deemed
to contain forward looking statements with respect to events the occurrence of
which involves risks and uncertainties, including, but not limited to, the
Company's expectations regarding net sales, gross profit, operating income and
financial condition.
Results of Operations
As described in Note 2 of the Notes to Consolidated Financial Statements, on
March 31, 1997 the Company distributed all of its 5,400,000 shares of common
stock of TransAct pro rata to the holders of record of the Company's common
stock on March 14, 1997. On May 29, 1997 the Company completed the sale of Cash
Bases. The Company's Consolidated Condensed Financial Statements have been
restated to present the results of operations of TransAct and Cash Bases as
discontinued operations. The Consolidated Financial Statements may not
necessarily reflect what the results of operations or the financial position of
the Company would have been if TransAct had been a separate entity during the
periods presented and Cash Bases had been sold as at the beginning of the
periods presented. The discussion and analysis set forth below is based upon
continuing operations only, consisting of the Company's wholly-owned subsidiary,
Ultimate Technology Corporation ("Ultimate"), and the Tridex Ribbon Division.
Quarter Ended September 27, 1997 Compared to Quarter Ended September 28, 1996
Consolidated net sales for the quarter ended September 27, 1997 decreased
$308,000 (4.3%) to $6,872,000 from $7,180,000 in the comparable quarter of the
prior year. The decrease reflects a slightly lower volume of shipments of
Ultimate's point-of-sale ("POS") products. Sales of ribbons also decreased
slightly from the prior year's quarter. Sales in the prior year's quarter were
at record levels, while the current period reflects steady growth on a quarterly
basis.
Consolidated gross profit increased $10,000 (0.6%) to $1,780,000 from $1,770,000
in the prior year's quarter. Consolidated gross profit margin increased to 25.9%
from 24.7% in the prior year's quarter as a result of a change in sales mix to a
higher proportion of manufactured products. The gross profit margin improved
from both the second quarter and the first quarter of 1997.
Consolidated engineering, design and product development costs increased $22,000
(13.8%) to $181,000 from $159,000 in the prior year's quarter. The increase is
primarily the result of the cost of developing new POS terminal products and, to
a lesser degree, enhancing existing products.
Consolidated selling, administrative and general expenses decreased $23,000
(1.6%) to $1,433,000 from $1,456,000 in the prior year's quarter. Administrative
expenses in the 1997 quarter included a non-cash expense of $195,000 related to
a stock incentive compensation agreement with the principal executive officers
of Ultimate. This additional 1997 administrative expense was offset by
reductions in compensation related costs.
Consolidated operating income for the current quarter increased $11,000 (7.1%)
to $166,000 from $155,000 in the prior year's quarter. Consolidated operating
income as a percentage of sales was a 2.4% compared to 2.2% in the prior year's
quarter.
Net interest income for the quarter was $175,000 compared to net interest
expense of $198,000 in the prior year's quarter. Interest income consists of
interest earned on temporary cash investments. The Company had no debt
outstanding during the quarter.
Other non-operating income in the prior year's quarter includes a $6,200,000 (or
$1.46 per share) one-time non-taxable gain on the sale of subsidiary stock.
Other non-operating expenses in the prior year's quarter includes a $58,000
provision for the estimated loss on disposal of unused real estate partially
offset by $17,000 of equity income in the results of Cash Bases.
7
<PAGE>
The provision for income taxes of $340,000 in the current quarter results
primarily from the non-deductible goodwill amortization. The Company expects to
have an unusually high effective tax rate through the remainder of the year.
Income from continuing operations for the quarter was breakeven, compared to
income of $6,096,000 (or $1.44 per share) in the prior year's quarter. Exclusive
of the one-time gain, the prior year's quarter would have been a loss of
$104,000. Discontinued operations in the prior year's quarter reflect earnings
from TransAct and Cash Bases.
Net income for the current quarter was breakeven compared to net income
$7,070,000 (or $1.67 per share) in the prior year's quarter, which was comprised
of $0.23 per share from discontinued operations and $1.44 per share from
continuing operations. The average number of common and common equivalent shares
outstanding increased to 5,531,000 shares from 4,234,000 shares in the prior
year's quarter.
Nine Months Ended September 27, 1997 Compared to Nine Months Ended September 28,
1996
Consolidated net sales for the nine months ended September 27, 1997 increased
$2,351,000 (14.5%) to $18,592,000 from $16,241,000 in the comparable period of
the prior year. The increase reflects greater volume of shipments of certain POS
platforms, custom manufactured keyboards and customer displays as well as
increased sales of ribbons.
Consolidated gross profit increased $201,000 (4.7%) to $4,489,000 from
$4,288,000 in the prior year's period. Consolidated gross profit margin
decreased to 24.1% from 26.4% in the prior year's period as a result of a change
in sales mix to a higher proportion of distributed products. The current year
sales contain a lower proportion of manufactured products, particularly custom
keyboards and pole displays, versus distributed products as compared to the
prior year's period.
Consolidated engineering, design and product development costs increased $60,000
(13.7%) to $497,000 from $437,000 in the prior year's period. The increase is
primarily the result of the cost of developing new POS terminal products and, to
a lesser degree, enhancing existing products.
Consolidated selling, administrative and general expenses increased $913,000
(25.3%) to $4,522,000 from $3,609,000 in the prior year's period. Selling
expenses increased $208,000 primarily the result of more intensive efforts in
the selling of POS terminal systems, including increased advertising and sales
support personnel. Administrative and general expenses include a current period
non-cash expense of $794,000 related to a stock incentive compensation agreement
with the principal executive officers of Ultimate. This additional 1997
administrative expense was partially offset by a reduction in professional
services and compensation related costs.
Consolidated operating income (loss) for the current period was a loss of
$530,000 compared to income of $242,000 in the prior year's period. The loss in
the current period was primarily the result of the increase in selling,
administrative and general expenses, particularly the expense of the stock
incentive compensation agreement discussed above. Consolidated operating income
(loss) as a percentage of sales was a 2.9% loss compared to 1.5% gain in the
prior year's period.
Net interest income for the nine month period was $340,000 compared to net
interest expense of $773,000 in the prior year's period. Interest income for the
nine month period primarily consists of interest earned on temporary cash
investments. The Company had no debt outstanding at the end of the period.
Other non-operating income in the prior year includes a $6,200,000 (or $1.52 per
share) one-time non-taxable gain on the sale of subsidiary stock. Other
non-operating expenses in the current nine month period include $9,000
representing the Company's 10% share of the losses of Cash Bases. Other
non-operating expenses in the prior year's period include a $113,000 provision
for the estimated loss on disposal of unused real estate, partially offset by
$48,000 of equity income in the results of Cash Bases.
The provision for income taxes in the first nine months results primarily from
the non-deductible goodwill amortization. The Company expects to have an
unusually high effective tax rate through the remainder of the year.
Loss from continuing operations was $175,000 (or $0.03 per share) compared to
income of $5,719,000 (or $1.40 per share) in the prior year's period.
Discontinued operations reflect a loss of $199,000 on the sale of Cash Bases, a
8
<PAGE>
$67,000 loss from the operations of Cash Bases prior to the May 29, 1997 sale
and $873,000 earnings from TransAct. Discontinued operations in the prior year's
period reflect earnings from TransAct and Cash Bases.
Net income for the current period was $432,000 (or $0.08 per share) compared to
$8,673,000 (or $2.12 per share) in the prior year's period, which includes
income from discontinued operations of $2,954,000 (or $0.72 per share). The
average number of common and common equivalent shares outstanding increased to
5,252,000 shares from 4,085,000 shares in the prior year's period.
Liquidity and Capital Resources
The Company's working capital at September 27, 1997 was $18,675,000 compared
with $2,063,000 at December 31, 1996. The current ratio was 6.2 : 1.0 at
September 27, 1997 and 1.3 : 1.0 at December 31, 1996. The increase in working
capital reflects (a) the receipt of cash upon the exercise of options and
warrants for the purchase of common stock, (b) the receipt of $1,000,000
principal payment from TransAct, (c) the receipt of $5,200,000 cash portion of
the sales price of Cash Bases and (d) the decrease in the current portion of
long term debt resulting from the conversion of notes and debentures into common
stock.
The Company has a $2,000,000 Working Capital Facility (the "Working Capital
Facility") with Fleet National Bank ("Fleet"). Under this facility, the Company
is required to comply with certain financial covenants, including a minimum
tangible net worth, a maximum leverage ratio, a minimum interest coverage ratio
and a minimum current ratio, otherwise Fleet may withdraw its commitment. The
Company was in compliance with these covenants at September 27, 1997 and expects
to be in compliance with these covenants for the remainder of 1997. At September
27, 1997, the Company had availability of $2,000,000 under the Working Capital
Facility and no material commitment for capital expenditures.
During the remainder of 1997, the Company expects that funds generated from
operations, supplemented by existing cash balances, if necessary, will be
sufficient to satisfy its needs for working capital and capital expenditures,
primarily tooling for new products. Over the long term, the Company believes
that funds generated from operations and the use of existing cash balances, if
necessary, will continue to satisfy its working capital needs and support a
certain level of growth. The Company is exploring strategic acquisitions, joint
ventures and alliances to complement internal growth.
9
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
Exhibit 11. Computation of Per Share Earnings
b. Reports on Form 8-K
The Company did not file any reports on Form 8-K during the
quarter covered by this report.
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.
TRIDEX CORPORATION
--------------------------
(Registrant)
November 7, 1997 /s/ Seth M. Lukash
---------------------------
Seth M. Lukash
Chairman of the Board, President, Chief
Executive Officer, and Chief Operating
Officer
November 7, 1997 /s/ George T. Crandall
---------------------------
George T. Crandall
Vice President and Treasurer
10
TRIDEX CORPORATION AND SUBSIDIARIES
Exhibit 11 Computation of Per Share Earnings
(Dollars in Thousands)
(Unaudited)
<TABLE>
<CAPTION>
Quarters Ended Nine Months Ended
---------------------- ------------------------
September September September 27, September
27, 1997 28, 1996 1997 28, 1996
---------------------- ------------------------
<S> <C> <C> <C> <C>
PRIMARY:
EARNINGS:
Income (loss) from continuing operations $ 0 $ 6,096 $ (175) $ 5,719
Income from discontinued operations 0 974 607 2,954
---------------------- ------------------------
Net income $ 0 $ 7,070 $ 432 $ 8,673
====================== ========================
SHARES:
Average common shares outstanding 5,351,000 3,988,000 5,089,000 3,878,000
Dilutive effect of outstanding options
and warrants as determined by the
treasury stock method 180,000 246,000 163,000 207,000
---------------------- ------------------------
5,531,000 4,234,000 5,252,000 4,085,000
====================== ========================
EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE:
Income (loss) from continuing operations $ 0.00 $ 1.44 $ (0.03) $ 1.40
Income from discontinued operations 0.00 0.23 0.11 0.72
---------------------- ------------------------
Net income $ 0.00 $ 1.67 $ 0.08 $ 2.12
====================== ========================
FULLY DILUTED:
EARNINGS:
Income (loss) from continuing operations $ 6,096 $ 5,719
Income from discontinued operations 974 2,954
Add: after-tax interest on convertible debt 78 275
---------- ----------
Adjusted net income $ 7,148 $ 8,948
========== ==========
SHARES:
Average common shares outstanding 3,988,000 3,878,000
Dilutive effect of outstanding options and warrants as
determined by the treasury stock method 345,000 273,000
Dilutive effect of convertible debt assumed
Converted at the beginning of the year 386,000 467,000
---------- ----------
4,719,000 4,618,000
========== ==========
EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE:
Income from continuing operations $ 1.30 $ 1.30
Income from discontinued operations 0.21 0.64
---------- ----------
Net income $ 1.51 $ 1.94
========== ==========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JUN-29-1997
<PERIOD-END> SEP-27-1997
<CASH> 3
<SECURITIES> 14,930
<RECEIVABLES> 3,601
<ALLOWANCES> 131
<INVENTORY> 3,455
<CURRENT-ASSETS> 22,249
<PP&E> 2,175
<DEPRECIATION> 1,082
<TOTAL-ASSETS> 27,624
<CURRENT-LIABILITIES> 3,574
<BONDS> 0
1,377
0
<COMMON> 0
<OTHER-SE> 22,673
<TOTAL-LIABILITY-AND-EQUITY> 27,624
<SALES> 18,592
<TOTAL-REVENUES> 18,592
<CGS> 14,103
<TOTAL-COSTS> 19,061
<OTHER-EXPENSES> (422)
<LOSS-PROVISION> 61
<INTEREST-EXPENSE> 91
<INCOME-PRETAX> (199)
<INCOME-TAX> (24)
<INCOME-CONTINUING> (175)
<DISCONTINUED> 607
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 432
<EPS-PRIMARY> .08
<EPS-DILUTED> .08
</TABLE>
