FORM 10-Q. QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
X Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended December 31, 1997
or
Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the transition period from ____________ to ____________
(Amended by Exch Act Rel No. 312905. Eff 4/26/93)
Commission File Number 0-12944
Zygo Corporation
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 06-0864500
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Laurel Brook Road, Middlefield, Connecticut 06455
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(860) 347-8506
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Registrant's telephone number, including area code
N/A
- --------------------------------------------------------------------------------
(Former name, former address, and former fiscal year,
if changed from 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
PROCEEDINGS 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.
10,928,547 Common Stock, $.10 Par Value at February 2, 1998
<PAGE>
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
CONSOLIDATED STATEMENTS OF EARNINGS
(Thousands, except per share amounts)
<CAPTION>
For the Three Months For the Six Months
Ended December 31, (1) Ended December 31, (1)
---------------------- ----------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $27,277 $20,810 $51,593 $39,253
Cost of good sold 15,701 10,747 28,552 20,957
------- ------- ------- -------
Gross profit 11,576 10,063 23,041 18,296
Selling, general and administrative expenses 3,620 3,292 7,548 6,074
Research, development and engineering expenses 2,465 1,859 4,910 3,239
Nonrecurring acquisition-related charges 0 0 1,585 11,083
Failed merger costs 0 0 335 0
Amortization of goodwill and other intangibles 196 145 338 231
------- ------- ------- -------
Operating profit (loss) 5,295 4,767 8,325 (2,331)
------- ------- ------- -------
Other income (expense):
Interest income 240 156 525 543
Miscellaneous (expense), net (135) (50) (156) (77)
------- ------- ------- -------
105 106 369 466
------- ------- ------- -------
Earnings (loss) before income taxes 5,400 4,873 8,694 (1,865)
Income tax expense 1,711 1,774 3,307 2,980
------- ------- ------- -------
Net earnings (loss) 3,689 3,099 5,387 (4,845)
======= ======= ======= =======
Earnings per common share (4):
Basic $ .34 $ .30 $ .50 $ (.47)(3)
======= ======= ======= =======
Diluted $ .30 $ .26 $ .44 $ (.47)(3)
======= ======= ======= =======
Weighted average number of shares:
Basic (2) 10,921 10,405 10,816 10,333
======= ======= ======= =======
Diluted (2) 12,338 11,976 12,275 10,333(3)
======= ======= ======= =======
</TABLE>
- --------------
(1) The results of Sight Systems, Inc. which is being accounted for as an
immaterial pooling-of-interests, are included from July 1, 1997; the
results of Syncotec Neue Technologien und Instrumente GmbH are included
from September 1, 1997 when the acquisition of the remaining 50% of
Syncotec was completed; and the results of Technical Instrument Co. are
included in the consolidated results of the Company from August 8, 1996
when that acquisition was effective, since both of Syncotec and TIC were
accounted for as purchases.
(2) The difference between basic shares outstanding and diluted shares
outstanding is the assumed conversion of common stock equivalents (stock
options) in the amounts of 1,417,000 and 1,571,000 in the three months
ended December 31, 1997 and 1996, respectively, and 1,459,000 in the six
months ended December 31, 1997.
(3) As per generally accepted accounting principles, the computation of the
net loss per share is based on the weighted average basic shares
outstanding.
(4) The net earnings per common share have been restated as a result of the
adoption of Statement of Financial Accounting Standards No 128, Earnings
per Share.
<PAGE>
-2-
CONSOLIDATED BALANCE SHEETS
As of December 31, 1997 and June 30, 1997
(Thousands, except share amounts)
ASSETS December 31, June 30,
- ------ 1997 1997
------------ --------
Current Assets:
Cash and cash equivalents $16,815 $10,981
Marketable securities 8,466 12,766
Receivables 20,571 20,730
Inventories:
Raw materials and manufactured parts 9,079 7,435
Work in process 4,126 3,248
Finished goods 789 973
------- -------
Total inventories 13,994 11,656
------- -------
Costs in excess of billings 2,472 2,082
Prepaid expenses and taxes 280 590
Deferred income taxes 2,311 2,205
------- -------
Total current assets 64,909 61,010
------- -------
Property, plant and equipment, at cost 26,622 21,865
Less accumulated depreciation 14,062 12,691
------- -------
Net property, plant and equipment 12,560 9,174
------- -------
Goodwill and other intangible assets, net 8,814 7,818
Other assets 366 797
------- -------
Total assets $86,649 $78,799
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Current Liabilities:
Accounts payable $ 6,663 $ 4,659
Accrued expenses and customer progress payments 6,577 8,246
Federal and state income taxes 3 472
------- -------
Total current liabilities 13,243 13,377
------- -------
Deferred income taxes 3,448 3,014
Stockholders' Equity:
Common stock, $.10 par value per share:
15,000,000 shares authorized; 11,136,147
shares issued (10,765,940 at June 30, 1997) 1,114 1,077
Additional paid-in capital 41,785 40,210
Retained earnings 27,335 21,405
Currency translation effects 7 0
Net unrealized gain on marketable securities 18 17
------- -------
70,259 62,709
Less treasury stock, at cost; 207,600 shares 301 301
------- -------
Total stockholders' equity 69,958 62,408
------- -------
Total liabilities and stockholders' equity $86,649 $78,799
======= =======
<PAGE>
-3-
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended December 31, 1997 and 1996
(Thousands of dollars)
1997 1996
---- ----
Cash provided by (used for)
operating activities:
Net earnings (loss) $ 5,387 $(4,845)
Adjustments to reconcile net earnings (loss)
to cash provided by (used for) operating
activities:
Depreciation and amortization 1,652 1,152
Deferred income taxes 0 726
Loss on disposal of assets 232 141
Nonrecurring in-process R&D 879 10,084
Gain on sale of marketable securities (70) (50)
Intangible and other assets 0 386
Changes in operating accounts:
Receivables 984 (2,628)
Costs in excess of billings (390) (625)
Inventories (1,859) (2,594)
Prepaid expenses 315 (56)
Accounts payable and accrued expenses (1,847) (4,677)
------- -------
Net cash provided by (used for) operating
activities 5,283 (2,986)
------- -------
Cash provided by (used for)
investing activities:
Additions to property, plant and equipment (4,684) (2,062)
Investment in marketable securities (2,704) (1,605)
Investment in other assets (345) (188)
Acquisition of business (1,268) (11,786)
Proceeds from sale of marketable securities 2,208 4,848
Proceeds from maturity of marketable securities 4,805 2,845
Proceeds from sale of assets 0 17
Cash acquired from acquisitions 2,059 0
------- -------
Net cash provided by (used for) investing
activities 71 (7,931)
------- -------
Cash provided by (used for)
financing activities:
Repayment of long-term debt 0 (2,662)
Exercise of employee stock options 480 211
------- -------
Net cash provided by (used for) financing
activities 480 (2,451)
------- -------
Net increase (decrease) in cash and cash equivalents 5,834 (13,368)
Cash and cash equivalents, beginning of year 10,981 18,449
------- -------
Cash and cash equivalents, end of quarter $16,815 $ 5,081
======= =======
The interim financial statements furnished herein reflect all adjustments which
are, in the opinion of management, necessary for a fair statement of the results
for the interim periods presented. All such adjustments are of a normal and
recurring nature. The results for the quarter ended December 31, 1997 are not
necessarily indicative of the results to be expected for the entire fiscal year.
These interim financial statements should be read in conjunction with the
financial statements and notes included in the Company's June 30, 1997 Annual
Report on Form 10-K including items incorporated by reference herein.
<PAGE>
-4-
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Zygo Corporation, through its divisions and wholly owned subsidiaries,
Middlefield, Technical Instrument Company ("TIC"), and NexStar Automation, Inc.
("NexStar"), designs, develops, manufactures, and markets high performance
noncontact electro-optical measuring instruments and systems, automation
systems, and components. The Middlefield division also manufactures optical
components to precise tolerances both for sale and for use as key elements in
its own products. Utilizing proprietary laser and white light optical technology
combined with advanced software and electronics, Zygo's precision noncontact
measuring instruments and systems enable manufacturers in a variety of high
technology industries, including data storage, semiconductor, and precision
optics, to increase operating efficiencies and production yields by identifying
and collecting quantitative data on product defects, both during and after the
manufacturing process. Zygo's interferometric and confocal components are sold
directly to OEMs for incorporation into their products. Zygo's optical
components are used in many applications, including laser fusion research,
semiconductor manufacturing equipment, and aerospace optical systems, as well as
being an integral part of precision optical components.
Predominantly all of Zygo's instruments and systems employ either a laser or
white light source to make noncontact measurements. Zygo is a leader in
interferometric and confocal metrology. Interferometric metrology, utilizing a
process called interferometry, whereby a pattern of bright and dark lines
(called fringes) results from an optical path difference between a reference and
a measurement beam. Zygo's products then analyze these patterns through a series
of steps and generate quantitative three-dimensional surface profiles, which are
used to determine conformity to dimensional specification and, increasingly, to
analyze and enhance manufacturing processes. Interferometric measurement
instruments and systems are used by a variety of industries, including by the
data storage industry to inspect and analyze the surface of computer hard disks
and read/write heads, and by the semiconductor industry for high precision
distance measurement and motion control. Confocal Scanning Optical Microscopy
("CSOM") is a key base technology employed in TIC's products. The majority of
TIC's microscope systems and subsystems employ white light CSOM technology. In a
microscope utilizing white light CSOM imaging, a high-intensity white light
illuminates a section of a spinning disk containing pinholes arranged in
multiple spiral patterns. Acting as point illumination sources, the pinholes
direct light to points on the sample. The reflected light from the sample
returns through the same section of the disk. Only light from points on the
sample near the focal plane will pass through the pinholes for imaging. Zygo's
NexStar Automation unit designs, develops, manufactures, and markets
comprehensive automated system solutions to enable manufacturers in a variety of
high technology industries, including the data storage, semiconductor, and
electronics industries, to enhance operational efficiencies and product yields.
NexStar's high speed production solutions reduce downtimes, especially in
manufacturing processes adaptable to the manufacture of multiple products
differing in size, features, and functionality.
The Company completed its acquisition of Sight Systems, Inc. ("SSI"), effective
August 19, 1997, a privately held business located in Newbury Park, California.
SSI is engaged in the business of designing, developing, manufacturing, and
marketing application-specific machine vision systems. SSI serves the data
storage industry and the semiconductor industry with application-specific vision
systems which are primarily used in production by its customers. These vision
systems are unique in that they are configured from a vast collection of
software and hardware components into a system which meets specific customer
requirements. Examples of such applications in the data storage industry where
SSI has sold the majority of its systems to date include: pole geometry
measurements and gap width on various types of read/write heads, straightness,
and measurements of read/write heads mounted on row bars in the manufacturing
process.
<PAGE>
-5-
The Company, via its wholly owned subsidiary, Technical Instrument Company,
completed the acquisition of Syncotec Neue Technologien und Instrumente GmbH
("Syncotec"), a German-based company, effective September 1, 1997. Zygo, prior
to this acquisition, completed all necessary legal requirements allowing for
appropriate transfer and registration of its original 50 percent ownership on
June 30, 1997. Syncotec, located in Asslar, Germany, designs, develops,
manufactures, and markets high precision metrology systems and components which
incorporate TIC's confocal scanning optical microscopy technology for European
customers to improve their production efficiency and manufacturing yields.
The acquisitions of both SSI and Syncotec will enhance the Company's ability to
provide yield improvement to the high technology market. The Company continues
to integrate the activities of all of its operations and is focused on providing
both standalone systems and components as well as fully integrated systems to
its customers in the data storage, semiconductor, and other high technology
industries.
Results of Operations
- ---------------------
Net sales of $27,277,000 for the three months and $51,593,000 for the six months
ended December 31, 1997, increased by $6,467,000 or 31% and $12,340,000 or 31%,
respectively, from the net sales in the comparable prior year periods. Net sales
of the Company's instruments and systems increased by 8.5% to $17,093,000 and
net sales of modules and components, which includes revenues recorded on the NIF
optics facility contract with Lawrence Livermore National Laboratory, increased
by 101.5% to $10,184,000 in the second quarter of fiscal 1998, each from the
comparable quarter in fiscal 1997. Net sales of the Company's instruments and
systems and net sales of modules and components increased by $6,347,000 or 23%
and $5,993,000 or 53%, respectively, for the six months ended December 31, 1997
as compared to the six-month period ended December 31, 1996. On a pro forma
basis, including the net sales of all acquired businesses in both the second
quarter and half-year periods of fiscal 1998 and fiscal 1997, the increase in
net sales in the second quarter of fiscal 1998 amounted to $4,769,000 or 21%
compared to the second quarter of fiscal 1997 and the increase in the first half
of fiscal 1998 amounted to $7,232,000 or 16% compared to the first half of
fiscal 1997.
Gross profit for the three months and six months ended December 31, 1997,
amounted to $11,576,000 and $23,041,000, respectively, an increase of $1,513,000
and $4,745,000 from the comparable prior year periods. Gross profit as a
percentage of sales for the quarter and six months ended December 31, 1997,
amounted to 42.4% and 44.7%, respectively, a decrease of 6.0 and 1.9 percentage
points, respectively, from gross profit as a percentage of sales of 48.4% and
46.6%, respectively, for the three months and six months ended December 31,
1996. While gross profit dollars increased due to sales volume increases, gross
profit as a percentage of sales decreased principally due to the impact of the
NIF facility project with its generally lower margins, the effects of product
mix, and the underutilization of certain fixed manufacturing costs, primarily in
the Company's Longmont, Colorado, facility.
Selling, general and administrative expenses of $3,620,000 and $7,548,000,
respectively, in the three months and six months ended December 31, 1997,
increased by $328,000 or 10%, and $1,474,000 or 24%, respectively, from the same
periods the year earlier. The increases in the three-month and six-month periods
ended December 31, 1997, were primarily due to the impact of increased spending
on selling and service infrastructure, and volume-related expenses, such as
commissions paid to the Company's direct sales personnel and external sales
agents, partially offset by lower administrative expenses of certain variable
expense items. As a percentage of sales, selling, general and administrative
expenses declined in the three months and six months ended December 31, 1997, to
13.3% and 14.6%, respectively, as compared to 15.8% and 15.5%, respectively, in
the comparable prior year period.
<PAGE>
-6-
Research, development and engineering expenses ("R&D") amounted to $2,465,000 or
9.0% of sales and $4,910,000 or 9.5% of sales, respectively, for the three
months and six months ended December 31, 1997. In the comparable three- and
six-month periods in the prior year, R&D expenses totaled $1,859,000 or 8.9% of
sales and $3,239,000 or 8.3% of sales, respectively. The Company's increase in
R&D expenses primarily resulted from increased spending on new product
development, particularly engineering resources, and the inclusion of Syncotec
from September 1997 and SSI from July 1997.
Results of operations for the six-month period ended December 31, 1997 includes
$1,920,000 of nonrecurring acquisition-related charges recorded in the three
months ended September 30, 1997. These nonrecurring charges consisted of
$707,000 of expenses incurred to complete the Company's acquisition of SSI, the
write-off of $878,000 of in-process research and development costs in
conjunction with the Company's acquisition of Syncotec, and $335,000 of expenses
relating to the Company's failed merger discussions with Digital Instruments,
Inc. which were terminated in October 1997. In the three months ended September
30, 1996 the Company recorded acquisition-related charges amounting to
$11,083,000 relating to its acquisitions of TIC and NexStar.
Operating profit in the three months ended December 31, 1997 amounted to
$5,295,000, an increase of $528,000 or 11% from the $4,767,000 of operating
profit in the comparable prior year period. Excluding the nonrecurring charges
for both periods, the Company's operating profit in the six months ended
December 31, 1997 was $10,245,000, an increase of $1,493,000 or 17% from the
$8,752,000 of operating profit in the six months ended December 31, 1996.
Including the nonrecurring charges for both periods, the Company reported an
operating profit of $8,325,000 for the six months ended December 31, 1997 as
compared with an operating loss of $2,331,000 in the comparable prior year
period.
Net earnings totaled $3,689,000 in the three-month period ended December 31,
1997, an increase of $590,000 or 19% from the $3,099,000 reported in the
three-month period ended December 31, 1996. The Company reported diluted per
share earnings of $.30 in the quarter ended December 31, 1997, an increase of
15% over diluted per share earnings of $.26 in the comparable quarter in the
prior year. Excluding nonrecurring charges, net income for the first half of
fiscal 1998 totaled $7,307,000, an increase of $1,069,000 or 17% from the first
half of fiscal 1997. Diluted earnings per share for the first half of fiscal
1998, excluding the nonrecurring charges, were $.60, up 15% from $.52 in the
first half of fiscal 1997. Including the nonrecurring charges, the Company
reported net earnings of $5,387,000 or $.44 per share for the first half of
fiscal 1998, as compared to a net loss in the comparable prior period of
$(4,845,000) or $(.47) per share.
The Company has adopted the requirements of Statement of Financial Accounting
Standards 128 (SFAS 128) "Earnings per Share." The statement replaces the
presentation of primary earnings per share with basic earnings per common share
and fully diluted earnings per share, with diluted earnings per common share.
The difference between basic shares outstanding and diluted shares outstanding
is the assumed conversion of common stock equivalents (stock options) in the
amounts of 1,417,000 and 1,571,000 in the three months ended December 31, 1997
and 1996, respectively, and 1,459,000 in the six months ended December 31, 1997.
As per generally accepted accounting principles, the computation of the net loss
per common share for the six months ended December 31, 1996 is based on the
weighted average basic shares outstanding.
Financial Condition
- -------------------
At December 31, 1997, working capital was $51,666,000, an increase of $4,033,000
from the amount at June 30, 1997 and $2,067,000 from September 30, 1997 levels.
The Company at December 31, 1997
<PAGE>
-7-
had cash and cash equivalents of $16,815,000 and marketable securities of
$8,466,000 for a total of $25,281,000, an increase of $1,195,000 from September
30, 1997. The increase in working capital in the quarter was principally due to
increases in the levels of accounts receivable due to higher sales levels and of
cash, while reductions in tax liabilities were largely offset by increased
payable levels. When compared to June 30, 1997, the increase in working capital
was principally a result of an increase in cash and cash equivalents and, to a
lesser extent, in inventories, due to growth in sales. During the year, the
Company has primarily utilized cash flow from operations to fund its capital
plan [and the cash portion of the purchase price of acquiring Syncotec.] Capital
expenditures increased 127% to $4,684,000 for the six months ended December 31,
1997, as compared to the same period in the prior year, primarily due to the
building addition under construction at the Company's Middlefield, Connecticut,
location. As of December 31, 1997, there were no borrowings outstanding under
the Company's $3,000,000 bank line of credit. Unused amounts under the line of
credit are available for short-term working capital needs.
The Company's backlog at December 31, 1997 totaled $36,006,000, an increase of
24% from the backlog at December 31, 1996. While the Company had anticipated a
decline in its backlog from the record $43,765,000 at September 30, 1997 due to
revenue recognized on the NIF optics facility program, the softness in two major
market sectors, semiconductor and data storage, resulted in a more significant
decline than planned. Management is particularly concerned with the Asian
currency crisis and the resultant uncertainty in demand for data storage and
semiconductor components which has led customers in those sectors to hold back
their capital spending plans affecting orders for Zygo equipment.
This Form 10-Q may contain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, which reflect the Company's current
judgment on certain issues. Because such statements apply to future events, they
are subject to risks and uncertainties that could cause the actual results to
differ materially. Important factors which could cause actual results to differ
materially are described in the Company's reports on Form 10-K and 10-Q and
other materials on file with the Securities and Exchange Commission.
PART II
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders was held on November 13, 1997. The following
matters were submitted to a vote of the Company's stockholders:
Proposal No. 1 -- Election of Board of Directors
To elect nine directors for the ensuing year. The following
individuals, all of whom were Company directors immediately prior to
the vote, were elected as a result of the following vote:
For Against
--- -------
Michael R. Corboy 9,003,530 245,655
Paul F. Forman 9,003,364 245,821
Seymour E. Liebman 9,003,868 245,317
Robert G. McKelvey 9,003,779 245,406
Paul W. Murrill 9,003,773 245,412
John R. Rockwell 9,003,730 245,455
Robert B. Taylor 9,003,853 245,332
Gary K. Willis 9,003,868 245,317
Carl A. Zanoni 9,003,779 245,406
<PAGE>
-8-
Proposal No. 2 -- Adoption of an amendment to the Company's Amended and
Restated Non-Qualified Stock Option Plan
To adopt an amendment to the Company's Amended and Restated
Non-Qualified Stock Option Plan to increase the number of shares of
common stock authorized for issuance under the plan from 2,850,000 to
3,350,000. The amendment to the Company's Amended and Restated
Non-Qualified Stock Option Plan was adopted, as written in the proxy
statement dated October 8, 1997, as a result of the following vote:
Votes For 7,047,715
Votes Against 2,173,503
Abstentions 27,967
There were no other matters submitted to a vote of the Company's
stockholders.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27. Financial Data Schedule.
(b) 1. On October 20, 1997, the Company filed a Current Report on Form 8-K,
dated October 8, 1997 reporting the termination of merger discussion
with Digital Instruments, Inc.
<PAGE>
-9-
SIGNATURE
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.
Zygo Corporation
------------------------------
(Registrant)
/s/ GARY K. WILLIS
-------------------------------------------
Gary K. Willis
President and Chief Executive Officer
/s/ MARK J. BONNEY
-------------------------------------------
Mark J. Bonney
Vice President, Finance and Administration,
Treasurer, and Chief Financial Officer
Date: February 12, 1998
<PAGE>
EXHIBIT INDEX
Exhibit Description Page
- ------- ----------- ----
27 Financial Data Schedule for the quarterly report on
Form 10-Q for the period ended December 31, 1997.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheet and the consolidated statement of earnings and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> DEC-31-1997
<CASH> $16,815
<SECURITIES> 8,466
<RECEIVABLES> 20,935
<ALLOWANCES> 694
<INVENTORY> 13,994
<CURRENT-ASSETS> 64,909
<PP&E> 26,622
<DEPRECIATION> 14,062
<TOTAL-ASSETS> 86,649
<CURRENT-LIABILITIES> 13,243
<BONDS> 0
0
0
<COMMON> 1,114
<OTHER-SE> 69,145
<TOTAL-LIABILITY-AND-EQUITY> 86,649
<SALES> 51,593
<TOTAL-REVENUES> 51,593
<CGS> 28,552
<TOTAL-COSTS> 14,716
<OTHER-EXPENSES> 452
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 8,694
<INCOME-TAX> 3,307
<INCOME-CONTINUING> 5,387
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,387
<EPS-PRIMARY> .50
<EPS-DILUTED> .44
</TABLE>
