<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended September 30, 1995 Commission File Number 1-9335
SCHAWK, INC.
(Exact name of Registrant
as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
36-2545354
(I.R.S. Employer Identification No.)
1695 RIVER ROAD
DES PLAINES, ILLINOIS
(Address of principal executive office)
60018
(Zip Code)
708-827-9494
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Exchange on Which Registered
------------------------- -------------------------------------------
CLASS A COMMON STOCK, NEW YORK STOCK EXCHANGE
$.008 PAR VALUE
Indicated 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
----- ----
The number of shares outstanding of each of the issuer's classes of common
stock as of September 30, 1995, are: 19,133,173 shares, Common Stock,
$.008 par value 123,287 shares, Class B Common Stock, $.05 par value
DOCUMENTS INCORPORATED BY REFERENCE
Pursuant to the Securities Exchange Act of 1934 Release 15502 and Rule
240.03(b), the pages of this document have been numbered sequentially. The
total number of pages contained herein is 14.
1
<PAGE> 2
PART I
Schawk, Inc.
Condensed Consolidated Balance Sheets
(Thousands of Dollars)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1995 1994
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,145 $ 2,288
Trade accounts receivable, less allowance for doubtful accounts
of $1,186 in 1995 and $947 in 1994 32,244 31,906
Inventories 18,923 19,078
Prepaid expenses and other 2,503 3,464
--------------------------------
Total current assets 54,815 56,736
Property and equipment - net 77,659 81,450
Excess of cost over net assets acquired, less accumulated
amortization of $6,472 in 1995 and $4,516 in 1994 48,018 48,287
Other intangible assets, less accumulated amortization of
$2,253 in 1995 and $1,788 in 1994 1,570 1,321
Other 6,605 5,632
--------------------------------
Total assets $188,667 $193,426
================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Trade accounts payable $ 7,544 $ 6,719
Accrued expenses 14,644 13,908
Notes payable to stockholders 5,687 8,780
Current portion of long-term debt and capital lease obligations 1,325 2,075
--------------------------------
Total current liabilities 29,200 31,482
Long-term debt 74,047 75,059
Capital lease obligations 5,494 6,031
Deferred income taxes 2,475 3,370
Other 1,435 1,209
Stockholders' equity:
Common stock 164 164
Preferred stock -- --
Additional paid-in capital 75,412 75,412
Retained earnings 3,611 3,971
Cumulative foreign currency translation adjustment (539) (947)
--------------------------------
78,648 78,600
Less: Treasury stock at cost 2,632 2,325
--------------------------------
76,016 76,275
--------------------------------
Total liabilities and stockholders' equity $188,667 $193,426
================================
</TABLE>
See accompanying notes.
2
<PAGE> 3
Schawk, Inc.
Condensed Consolidated Statements of Income
Three Months Ended September 30, 1995 and 1994
(Unaudited)
(Thousands of dollars, except per share data)
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Net sales $ 40,681 $ 44,630
Cost of sales 29,539 27,929
Selling, general and administrative expenses 8,861 10,493
---------------- ----------------
Operating income 2,281 6,208
Interest income (149) (246)
Interest expense 1,659 1,497
Other expense (income) 47 (12)
---------------- ----------------
1,557 1,239
---------------- ----------------
Income before income taxes and minority interest 724 4,969
Income tax credit (223) (398)
---------------- ----------------
Income before minority interest 947 5,367
Minority interest in net income of consolidated
subsidiary -- 603
---------------- ----------------
Net income 947 4,764
Preferred dividends 340 --
---------------- ----------------
Net income available for Class A common shares $ 607 $ 4,764
================ ================
Primary and fully diluted income per Class A
common share $ 0.03
Cash dividends per Class A common share $ 0.065
Cash dividends per Class B common share $ 0.45
Weighted average Class A common shares
outstanding 19,132
Weighted average Class B common shares
outstanding 131
PRO FORMA DATA (NOTE 4):
Pro forma income taxes $ 2,198
Pro forma net income adjusted only for income
taxes $ 2,168
Pro forma net income adjusted for merger,
purchase accounting and income taxes $ 3,286
Pro forma primary and fully diluted earnings per
share adjusted for merger, purchase accounting
and income taxes $ 0.17
Pro forma weighted average number of common and
common equivalent shares outstanding 19,329
</TABLE>
See accompanying notes.
3
<PAGE> 4
Schawk, Inc.
Condensed Consolidated Statements of Income
Nine Months Ended September 30, 1995 and 1994
(Unaudited)
(Thousands of dollars, except per share data)
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Net sales $131,449 $139,899
Cost of sales 92,528 87,680
Selling, general and administrative expenses 29,498 31,689
--------------- ---------------
Operating income 9,423 20,530
Interest income (417) (449)
Interest expense 4,776 4,228
Other (income) expense (208) 83
--------------- ---------------
4,151 3,862
--------------- ---------------
Income before income taxes and minority interest 5,272 16,668
Income tax provision 717 438
--------------- ---------------
Income before minority interest 4,555 16,230
Minority interest in net income of consolidated
subsidiary -- 1,557
--------------- ---------------
Net income 4,555 14,673
Preferred dividends 1,020 --
--------------- ---------------
Net income available for Class A common shares $ 3,535 $ 14,673
=============== ===============
Primary and fully diluted income per Class A
common share $ 0.18
Cash dividends per Class A common share $ .195
Cash dividends per Class B common share $ 1.35
Weighted average Class A common shares
outstanding 19,216
Weighted average Class B common shares
outstanding 137
PRO FORMA DATA (NOTE 4):
Pro forma income taxes $ 6,700
Pro forma net income adjusted only for income
taxes $ 8,411
Pro forma net income adjusted for merger,
purchase accounting and income taxes $ 10,834
Pro forma primary and fully diluted earnings per
share adjusted for merger, purchase accounting
and income taxes $ 0.56
Pro forma weighted average number of common and
common equivalent shares outstanding 19,329
</TABLE>
See accompanying notes.
4
<PAGE> 5
Schawk, Inc.
Condensed Consolidated Statements of Cash Flows
Nine Months Ended September 30, 1995 and 1994
(Unaudited)
(Thousands of dollars)
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Net income $ 4,555 $14,673
Adjustments to reconcile net income to cash
provided by operating activities
Depreciation and amortization 12,282 11,331
Deferred income taxes (896) --
Other (357) --
Changes in operating assets and
liabilities:
Trade accounts receivable (338) (3,746)
Inventories 155 (3,492)
Prepaid expenses and other 961 1,896
Trade accounts payable and
accrued expenses 1,231 3,675
--------------- ---------------
Net cash provided by operating activities 17,593 24,337
INVESTING ACTIVITIES
Purchases of property and equipment (6,986) (9,928)
Acquisitions, net of cash acquired (1,243) --
Other -- (432)
--------------- ---------------
Net cash used in investing activities (8,229) (10,360)
FINANCING ACTIVITIES
Proceeds from issuance of common stock 755 --
Proceeds from debt 4,700 12,731
Principal payments on debt and capital leases (6,999) (14,942)
Repayment of loans from stockholders (3,093) --
Cash dividends (4,585) (14,586)
Purchase of treasury stock (1,062) --
Other (223) 678
--------------- ---------------
Net cash used in financing activities (10,507) (16,119)
--------------- ---------------
Net decrease in cash and cash equivalents (1,143) (2,142)
Cash and cash equivalents beginning of period 2,288 3,533
--------------- ---------------
Cash and cash equivalents end of period $ 1,145 $ 1,391
=============== ===============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION
Cash paid during the periods for:
Interest $ 4,506 $ 3,822
Income taxes $ 1,336 $ 461
</TABLE>
See accompanying notes.
5
<PAGE> 6
Schawk, Inc.
Notes to Condensed Consolidated Interim Financial Statements
(Thousands of dollars, except per share data)
NOTE 1. BASIS OF PRESENTATION
The condensed consolidated financial statements have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in annual financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to such rules and regulations, although
the Company believes the disclosures included are adequate to make the
information presented not misleading. In the opinion of management, all
adjustments necessary for a fair presentation for the periods presented have
been reflected and are of a normal recurring nature. These financial
statements should be read in conjunction with the consolidated financial
statements and the notes thereto for the three years ended December 31, 1994.
NOTE 2. INTERIM RESULTS
Results of operations for the interim periods are not necessarily indicative of
the results to be expected for the year.
NOTE 3. DESCRIPTION OF BUSINESS
Schawk, Inc. (the Company) operates in two business segments, imaging (formerly
referred to as "graphics") and plastics. The imaging segment provides prepress
graphics arts services to customers primarily in the consumer products
industries located in the United States. The plastics segment develops and
manufactures insert injection molded plastic filtration elements and custom
specialty plastic products for the automotive, healthcare and industrial
markets. The Plastics Group also manufacturers thermoform visual and specialty
packaging for the general commercial, healthcare, and consumer markets. The
Company operates plastics manufacturing facilities in the United States, Puerto
Rico, Ireland, and France.
The imaging segment consists of the company known as Schawk, Inc. (Old Schawk)
and companies previously affiliated through common ownership, Lincoln Graphics,
Inc. and Flexo Graphics, Inc., collectively, the Old Schawk Companies. The
plastics segment consists of the previously 60% owned subsidiaries, Filtertek,
Inc. and subsidiaries (Filtertek or the Filtertek Companies).
On December 30, 1994, the Old Schawk Companies merged with and into Filtertek
(the Merger). Pursuant to the Merger, Filtertek issued an aggregate of
16,245,399 shares of Class A common stock, 22,000 shares of Series A Preferred
stock, and 5,207 shares of Series B Preferred stock to the stockholders of the
Old Schawk Companies, and the shares of Filtertek's Class A common stock
previously held by Old Schawk (which had a controlling interest prior to the
Merger) were canceled. The new Company was renamed Schawk, Inc.
Because Old Schawk owned a controlling interest of Filtertek prior to the
Merger, AICPA Accounting Interpretation 26 of Accounting Principles Board
Opinion No. 16, requires that the Merger be accounted for as if the Old Schawk
Companies acquired all the remaining Class A common stock of Filtertek.
The accompanying condensed consolidated financial statements include the
accounts of the Old Schawk Companies and the Filtertek Companies based upon Old
Schawk's effective control as of September 21, 1992. All significant
intercompany balances and transactions have been eliminated. The Company's
condensed consolidated balance sheet at December 31, 1994 and the 1995
condensed consolidated financial statements reflect the accounting as
6
<PAGE> 7
Schawk, Inc.
Notes to Condensed Consolidated Interim Financial Statements
(Thousands of dollars, except per share data)
described in the previous paragraph as of the date of the Merger and includes
purchase accounting adjustments for the portion of Filtertek (40%) not owned by
Old Schawk prior to the Merger.
NOTE. 4 INCLUSION OF PRO FORMA DISCLOSURES
Because of the merger with Filtertek on December 30, 1994, the Company does not
consider the historical earnings per share calculation for the three and nine
months ended September 30, 1994 to be meaningful information. Pro forma
earnings per share information for the three and nine months ended September
30, 1994 shown on the statements of income is presented to compare net income
and earnings per share as if the merger had occurred at the beginning of each
of the periods presented. The following pro forma adjustments have been made
for the three and nine months ended September 30, 1994. Increased depreciation
and amortization was recorded to reflect the increased basis in property and
equipment and goodwill amortization resulting from the merger. Compensation
expense was reduced to reflect the terms of employee/stockholder agreements in
effect at January 1, 1995. Income tax expense was adjusted to reflect taxation
at regular income tax rates instead of S Corporation rates. Preferred stock
dividends were recorded to reflect the issuance of preferred stock in
connection with the merger.
NOTE 5. INVENTORIES
Inventories consist of the following:
<TABLE>
<CAPTION>
September 30 December 31
1995 1994
---- ----
<S> <C> <C>
Raw materials $ 7,350 $ 7,633
Work in process 7,639 6,792
Finished goods 4,579 5,298
------- -------
19,568 19,723
Less: LIFO reserve (645) (645)
------- -------
$18,923 $19,078
======= =======
NOTE 6. PROPERTY AND EQUIPMENT
Property and equipment consist of the following:
September 30 December 31
1995 1994
---- ----
Land and improvements $ 2,315 $ 2,315
Building and improvements 35,567 35,390
Machinery and equipment 87,668 81,782
Leasehold improvements 3,167 3,167
Building and improvements under capital leases 7,500 7,500
------- -------
136,217 130,154
Accumulated depreciation and amortization (58,558) (48,704)
------- -------
$77,659 $81,450
======= =======
</TABLE>
7
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
(Thousands of dollars, except per share data)
PRO FORMA CALCULATIONS:
The income from operations, net income and earnings per share presented for the
three and nine months ended September 30, 1994 are pro forma calculations. The
Company believes that the pro forma presentation best represents the actual
results of the combined operations as if they had been merged for the
comparable periods of 1994 and 1995. The actual earnings per share for Schawk,
Inc. for periods prior to January 1, 1995 do not permit meaningful comparisons
to subsequent periods because Schawk was a privately owned S Corporation and
had a limited number of outstanding shares prior to the Merger with Filtertek,
Inc. on December 30, 1994. Further, as an S Corporation, taxation of the
Corporate entity was minimal. The shares outstanding in the pro forma earnings
per share calculations for the three and nine months ended September 30, 1994
account for the shares exchanged in the Merger as if the exchange occurred at
the beginning of the period. Consequently, the minority interest in the
earnings of Filtertek has been eliminated. In addition, pro forma purchase
accounting adjustments for increased goodwill amortization, increased
depreciation for fair value adjustments to property and equipment, and
reductions in compensation expense for new employee/stockholder agreements
effective January 1, 1995 have also been made. Additionally, the earnings have
been adjusted as if the Imaging Group had been taxed at regular corporate
income tax rate instead of S Corporation rates. Schawk terminated S
Corporation tax status on December 30, 1994.
NET SALES of $40,681 for the third quarter of 1995 represents a 9% decline
from net sales of $44,630 for the third quarter of 1994. Sales in the Plastics
Group decreased by 1% for the third quarter of 1995 due a 14% decline in
automotive product sales offset by a 23% increase in sales of healthcare
products, while sales in the Imaging Group declined by 15% over the same
period. The continuation of the decline in sales in the Imaging Group from the
second quarter of 1995 was anticipated because Imaging Group sales during 1994
were boosted by the federal mandate to bring all food package labeling into
compliance with the National Labeling Education Act (NLEA) by May 1, 1994. For
the first nine months of 1995 sales of $131,449 represents a 6% decline from
sales of $139,899 for the first nine months of 1994 for the above reasons.
COST OF SALES for the third quarter of 1995 increased to 73% from 63% for the
third quarter of 1994, and increased to 70% from 63% for the first nine months
of 1995 compared to the first nine months of 1994. The Plastics Group cost of
sales increased to 86% for the third quarter of 1995 from 78% for the same
period in 1994 due to higher overhead costs over much lower production volume.
The Imaging Group cost of sales increased to 60% for the third quarter of 1995
from 50% for the same period in 1994 due to the reduced sales volume resulting
from the NLEA drop off and the resulting under absorption of overhead on the
lower sales volume.
INCOME FROM OPERATIONS declined to $2,281 for the third quarter of 1995 versus
pro forma operating income of $6,208 for the second quarter of 1994. For the
nine month period, income from operations declined to $9,423 from pro forma
income from operations of $20,530 for the first nine months of 1994. This
decline was primarily due to the record sales and operating income during the
first nine months of 1994 resulting from the NLEA volume and increased
amortization of intangibles resulting from 1995 acquisition activity. General
and administrative expenses declined by 16% during the third quarter of 1995
from the third quarter 1994 as the Company's administrative cost reduction
program, implemented throughout the year, began to take effect.
OTHER EXPENSE increased to $1,557 for the third quarter of 1995 from $1,239 for
the third quarter of 1994 due to higher interest rates. For the first nine
months of 1995, net other expense increased to $4,151 compared from $3,862 for
the same period of 1994, due to higher interest costs.
NET INCOME available for Class A common stock declined to $607 for the third
quarter of 1995 from pro forma net income $3,286 for the third quarter of 1994,
and for the nine month period declined to $3,535 from pro forma net income of
$10,834 for the first nine months of 1994 as a result of the factors previously
discussed. The income tax provision for the third quarter of 1995 includes a
credit of $544 ($1,088 for the first nine months) related to
8
<PAGE> 9
losses from the discontinued operations in Germany recorded on the Company's
books in 1993, for which no tax benefit was previously recorded. A tax credit
in the same amount will be recorded in the fourth quarter of 1995 as the
Company records this benefit through out the year.
PRIMARY AND FULLY DILUTED EARNINGS PER SHARE declined to $0.03 for the third
quarter of 1995 from pro forma primary and fully diluted earnings per share of
$0.17 for the third quarter of 1995, and declined to $0.18 for the first nine
months of 1995 compared to pro forma primary and fully diluted earnings per
share of $0.56 for the first nine months of 1994.
LIQUIDITY AND CAPITAL RESOURCES
Long-term debt decreased to $74,047 at September 30, 1995 from $75,059 at
December 31, 1994 as a result of an effort to use working capital to reduce
outstanding debt. The Company's current ratio at September 30, 1995 was 1.9
with available working capital of $25,615 compared to a current ratio of 1.8
with available working capital of $25,254 at December 31, 1994.
On August 18, 1995 the Company entered into a private placement debt agreement
for $40,000 with a term from 1999 through 2005 (averaging seven years) and an
average rate of 6.85%. This debt agreement replaced part of the revolving
credit agreement.
The Company believes that available amounts on its existing line of credit
agreement, along with the current level of working capital and the cash
generated from future operations will be sufficient to meet its needs for
working capital, capital expenditures, and the payment of dividends. The long
term financing will provide the Company more flexibility for future
acquisitions and expansion of its existing businesses and will help to
stabilize long term interest expense.
Capital expenditures declined to $6,986 for the nine month ended September 30,
1995 from $9,928 for the same period in 1994. Management believes that its
capital expenditure program is adequate to allow for the Company's continued
growth and profitability.
9
<PAGE> 10
PART II - OTHER INFORMATION
Items 1, 2, 3, 4 and 5 are not applicable and have been omitted.
Item 14. Exhibits and Reports on Form 8-K
(A) Exhibits
Exhibit 11 - Calculation of net income per common share.
(B) Report on Form 8-K
The following report was filed on Form 8-K for the quarter ended September 30,
1995:
Form 8-K dated July 28, 1995
(C) Exhibit 27 - Financial Data Schedule
10
<PAGE> 11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated on the 6th day of November, 1995.
SCHAWK, INC.
- ------------
(Registrant)
/s/ David A. Schawk
- ----------------------------------
President, Chief Executive Officer and Director
/s/ Marie Meisenbach Graul
- ----------------------------------
Chief Financial Officer, Treasurer, Public Information Officer and Director
11
<PAGE> 1
EXHIBIT 11
Schawk, Inc.
Computation of Actual and Pro Forma Net Income per Share of Common and Common
Equivalent Shares
(Thousands of dollars, except per share data)
<TABLE>
<CAPTION>
Three months ended September 30
Pro forma data
1995 1994(1)
---- -------
<S> <C> <C>
Primary and fully diluted earnings per share:
Average number of shares used to compute primary
and fully diluted earnings per share 19,072 19,086
Common stock usable upon assumed conversion of
stock option exercises 60 243
------ ------
Total 19,132 19,329
====== ======
Net income available for Class A common shares:
Net income $ 947
Less preferred dividends 340
------
Pro forma net income adjusted for merger, purchase accounting,
and income taxes 3,626
Less pro forma preferred dividends 340
--------- ---------
Net income available for Class A common shares $ 607 $ 3,286
========= =========
Primary and fully diluted earnings per share $ 0.03
Pro forma primary and fully diluted earnings per Class A
common share, adjusted for merger, purchase
accounting, and income taxes $ 0.17
</TABLE>
12
<PAGE> 2
EXHIBIT 11 (CONTINUED)
<TABLE>
<CAPTION>
Nine months ended September 30
Pro forma data
1995 1994(1)
---- -------
<S> <C> <C>
Primary and fully diluted earnings per share:
Average number of shares used to compute primary
and fully diluted earnings per share 19,134 19,086
Common stock usable upon assumed conversion of
stock option exercises 82 243
------ ------
Total 19,216 19,329
====== ======
Net income available for Class A common shares:
Net income $ 4,555
Less preferred dividends 1,020
------
Pro forma net income adjusted for merger, purchase accounting,
and income taxes $11,854
Less pro forma preferred dividends 1,020
-------- --------
Net income available for Class A common shares $ 3,535 $10,834
======== ========
Primary and fully diluted earnings per share $ 0.18
Pro forma primary and fully diluted earnings per Class A common
share, adjusted for merger, purchase accounting, and
income taxes $ 0.56
</TABLE>
(1) Pro forma data
Because of the merger with Filtertek on December 30, 1994, the Company does not
consider the historical earnings per share calculation for the three and nine
month period ended September 30, 1994 to be meaningful information. Pro forma
earnings per share information shown on the statements of income for the three
and nine month period ended September 30, 1994 is presented to compare net
income and earnings per share as if the Merger had occurred at the beginning of
each of the periods presented. The following pro forma adjustments have been
made for the three and nine month period ended September 30, 1994. Increased
depreciation and amortization was recorded to reflect the increased basis in
property and equipment and goodwill amortization resulting from the merger.
Compensation expense was reduced to reflect the terms of employee/stockholder
agreements in effect at January 1, 1995. Income tax expense was adjusted to
reflect taxation at regular income tax rates instead of S Corporation rates.
Preferred stock dividends were recorded to reflect the issuance of preferred
stock in connection with the Merger.
13
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 9-MOS
<FISCAL-YEAR-END> SEP-30-1995 SEP-30-1995
<PERIOD-END> SEP-30-1995 SEP-30-1995
<CASH> 1,145 1,145
<SECURITIES> 0 0
<RECEIVABLES> 33,430 33,430
<ALLOWANCES> 1,186 1,186
<INVENTORY> 18,923 18,923
<CURRENT-ASSETS> 54,815 54,815
<PP&E> 136,217 136,217
<DEPRECIATION> 58,558 58,558
<TOTAL-ASSETS> 188,667 188,667
<CURRENT-LIABILITIES> 29,200 29,200
<BONDS> 74,047 74,047
<COMMON> 0 0
0 0
164 164
<OTHER-SE> 75,852 75,852
<TOTAL-LIABILITY-AND-EQUITY> 188,667 188,667
<SALES> 40,681 131,449
<TOTAL-REVENUES> 40,681 131,449
<CGS> 29,539 92,528
<TOTAL-COSTS> 29,539 92,528
<OTHER-EXPENSES> 8,861 29,498
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 1,659 4,776
<INCOME-PRETAX> 724 5,272
<INCOME-TAX> (223) 717
<INCOME-CONTINUING> 947 4,555
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 947 4,555
<EPS-PRIMARY> 0.03 0.18
<EPS-DILUTED> 0.03 0.18
</TABLE>
