SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
[X] Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the Quarterly period ended January 30, 1998
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Act of 1934
For the transition period from to
Commission file number 1-6711
OEA, INC.
- ---------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 36-2362379
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
P. O. Box 100488, Denver, Colorado 80250
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 693-1248
(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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
20,594,757 Shares of Common Stock at March 5, 1998.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Index to Financial Statements Page No.
Consolidated Condensed Balance Sheets
January 30, 1998 (unaudited)
and July 31, 1997.............................. 3
Consolidated Condensed Statements
of Earnings (unaudited)
Three Months and Six Months
Ended January 30, 1998 and
January 31, 1997............................... 4
Consolidated Condensed Statements
of Cash Flows (unaudited) Six Months
Ended January 30, 1998 and
January 31, 1997............................... 5
Notes to Consolidated Condensed Financial
Statements (Unaudited)......................... 6
<PAGE>
<TABLE>
OEA, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands)
ASSETS
January July
30, 31,
1998 1997
--------- -------
Current Assets: (Unaudited)
<S> <C> <C>
Cash and Cash Equivalents $ 2,747 $ 4,138
Accounts Receivable, Net 48,926 45,099
Unbilled Costs and Accrued Earnings 4,189 4,062
Income Taxes Receivable 365 2,568
Inventories
Raw Material and Component Parts 41,470 39,786
Work-in-Process 23,637 21,107
Finished Goods 13,189 9,513
-------- ---------
78,296 70,406
Prepaid Expenses and Other 1,646 1,046
-------- ---------
Total Current Assets 136,169 127,319
-------- ---------
Property, Plant and Equipment 264,984 238,545
Less: Accumulated Depreciation 63,922 54,651
-------- ---------
Property, Plant and Equipment, 201,062 183,894
Net
Cash Value of Life Insurance 317 317
Long-Term Receivable 3,000 3,000
Investment in Foreign Joint Venture 2,323 2,323
Deferred Charges --- 13,527
Other Assets 1,218 1,176
-------- ---------
Total Assets $ 344,089 $ 331,556
======== ========
LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities:
Accounts Payable $ 19,821 $ 27,043
Interest Payable 2,034 1,431
Accrued Expenses 5,541 6,251
Federal and State Income Taxes 1,306 1,306
-------- ---------
Total Current Liabilities 28,702 36,031
Long-term Bank Borrowings 128,000 93,200
Deferred Income Taxes 9,388 14,562
Other 985 985
-------- ---------
Total Liabilities 167,075 144,778
-------- ---------
Stockholders' Equity:
Common Stock - $.10 par value,
Authorized 50,000,000 shares:
Issued - 22,019,700 shares 2,202 2,202
Additional Paid-In Capital 13,144 12,956
Retained Earnings 166,727 176,547
Less: Cost of Treasury Shares, (2,169) (2,164)
1,442,943 and 1,467,531
Equity Adjustment from Translation (2,890) (2,763)
-------- ---------
Total Stockholders' Equity 177,014 186,778
-------- ---------
Total Liabilities and $ 344,089 $ 331,556
Stockholders' Equity ======== =========
</TABLE>
<PAGE>
<TABLE>
OEA, INC.
CONSOLIDATED CONDENSED STATEMENTS OF
EARNINGS (Unaudited)
(in thousands, except share data)
Three Six
Months Months
Ended Ended
January January January January
30, 31, 30, 31,
1998 1997 1998 1997
--------- -------- --------- --------
<S> <C> <C> <C> <C>
Net Sales $ 59,414 $ 51,486 $ 116,749 $ 96,826
Cost of Sales 51,305 37,029 98,476 67,853
--------- -------- --------- --------
Gross Profit 8,109 14,457 18,273 28,973
General and Administrative Expenses 2,118 1,950 4,003 3,524
Research and Development Expenses 376 83 677 1,267
--------- -------- --------- --------
Operating Profit 5,615 12,424 13,593 24,182
Other Income (Expense):
Interest Income 69 63 200 108
Interest Expense (1,401) (3) (2,376) (16)
Other, Net (291) 174 (137) 60
--------- -------- --------- --------
(1,623) 234 (2,313) 152
--------- -------- --------- --------
Earnings Before Income Taxes 3,992 12,658 11,280 24,334
Federal and State Income Tax Expense 1,614 4,854 4,270 9,424
--------- -------- --------- --------
Net Earnings Before
Cumulative Effect of a
Change in Accounting $ 2,378 $ 7,804 $ 7,010 $ 14,910
Principle
Cumulative Effect of a Change in --- --- (10,040) ---
Accounting Principle
--------- -------- --------- --------
Net Earnings (Loss) $ 2,378 $ 7,804 $ (3,030) $ 14,910
======== ======== ======== ========
Earnings per Share Before Cumulative
Effect of a
Change in Accounting Principle:
Earnings per Share - Basic $ 0.12 $ 0.38 $ 0.34 $ 0.73
Earnings per Share -
Diluted $ 0.12 $ 0.38 $ 0.34 $ 0.72
Cumulative Effect of Change in
Accounting Principle:
Earnings (Loss) per Share - --- --- (0.49) ---
Basic
Earnings (Loss) per Share - --- --- (0.49) ---
Diluted
--------- -------- --------- --------
Net Earnings (Loss) per Share:
Earnings (Loss) per Share - $ 0.12 $ 0.38 $ (0.15) $ 0.73
Basic
Earnings (Loss) per Share - $ 0.12 $ 0.38 $ (0.15) $ 0.72
Diluted ======== ======== ======== ========
<S> <C> <C> <C> <C>
Weighted Average Number of Shares 20,576,208 20,541,348 20,566,693 20,531,781
Outstanding - Basic ======== ======== ======== ========
Weighted Average Number of Share 20,610,612 20,617,819 20,596,784 20,605,581
Outstanding - Diluted ======== ======== ======== ========
</TABLE>
<PAGE>
<TABLE>
OEA, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
(in thousands)
Six
Months
Ended
January January
30, 31,
1998 1997
-------- ---------
Operating Activities:
<S> <C> <C>
Net Earnings $ (3,030) $ 14,910
Adjustments to reconcile net earnings to
net cash provided by operating activities:
Undistributed earnings of foreign joint 10,040 ---
venture
Cumulative effect of a change in --- (301)
accounting principal
Depreciation and amortization 10,867 7,388
Increase in deferred compensation payable --- 61
Loss on disposal of property, plant and 3 ---
equipment
Changes in operating assets and liabilities:
Accounts receivable (3,758) (3,012)
Unbilled costs and accrued earnings (127) (617)
Inventories (7,883) (7,769)
Prepaid expenses and other (598) 19
Accounts payable and accrued (7,339) (6,378)
expenses
Income taxes payable 2,985 930
-------- ---------
Net cash provided by/(used in) 1,160 5,231
operating activities
Investing activities:
Capital expenditures (30,757) (38,931)
Proceeds from sale of property, plant, and 255 ---
equipment
Increase in deferred charges --- (3,920)
Increase in other assets, net (80) (23)
-------- ---------
Net cash used in investing (30,582) (42,874)
activities
Financing activities:
Purchases of common stock for treasury (43) (117)
Proceeds from issuance of treasury stock 226 359
Increase in borrowings, net (6,791) (6,162)
34,800 44,000
-------- ---------
Net cash provided by financing 28,192 38,080
activities
Effect of exchange rate (161) (179)
changes on cash
-------- ---------
Net increase/(decrease) in (1,391) 258
cash and cash equivalents
Cash and cash equivalents at beginning of 4,138 2,560
period
-------- ---------
Cash and cash equivalents at end of period $ 2,747 $ 2,818
======== =========
</TABLE>
<PAGE>
Notes to Consolidated Condensed Financial Statements (Unaudited)
Note 1 - Basis of Presentation
The unaudited financial statements furnished above have been restated to reflect
the early adoption of the AICPA's Statement of Position 98-5 "Reporting on the
Costs of Start-up Activities" (see Note 3 below). Additionally, the unaudited
financial statements reflect all other adjustments (consisting primarily of
normal recurring accruals) which are, in the opinion of OEA's management,
necessary for a fair statement of the results for the three-month and six-month
periods ended January 30, 1998.
Refer to the Company's annual financial statements for the year ended July 31,
1997, for a description of the accounting policies, which have been continued
without change, except for the Company's policy with respect to deferred
start-up costs, as discussed at Note 3 below. Also, refer to the footnotes with
those financial statements for additional details of the Company's financial
condition, results of operations, and changes in financial position. The details
in those notes have not changed, except as a result of normal transactions in
the interim.
Note 2 - Earnings per Share
In February 1997, the FASB issued Statement No. 128, Earnings per
Share. The statement simplifies the standards for computing
earnings per share ("EPS"), and requires the presentation of both
basic and diluted EPS on the face of the statement of earnings with
supplementary disclosures. Statement No. 128 became effective for
financial statements issued for periods ending after December 15,
1997, including interim periods. The Company has adopted Statement
No. 128 for the second quarter of fiscal 1998.
Earnings per share of common stock is computed on the basis of the weighted
average number of shares outstanding during the year. The dilutive effect on
reported basic earnings per share from the assumed exercise of stock options
outstanding was 34,404 shares for the three months ended January 30, 1998 and
30,091 shares for the six months ended January 30, 1998. The dilutive effects on
reported basic earnings per share were 76,471 and 73,800, respectively, for the
prior-year periods.
Note 3 - Start-up Costs
In April 1998, the American
Institute of Certified Public Accountants (AICPA) issued Statement of Position
98-5, "Reporting on the Costs of Start-up Activities." This Statement requires
entities to expense costs of start-up activities as they are incurred and to
report the initial adoption as a cumulative effect of a change in accounting
principle as described in Accounting Principles Board Opinion No. 20,
"Accounting Changes." Statement of Position No. 98-5 is effective for fiscal
years beginning after December 15, 1998. However, in July 1998 the Company
elected to adopt Statement of Position 98-5 retroactively to the first quarter
of fiscal 1998. This election required the restatement of fiscal 1998 quarterly
financial statements to reflect a $10 million cumulative effect of a change in
accounting principle in the first quarter and to expense start-up costs
previously capitalized during the year. Note 4 - Recently Issued
Pronouncements
In June 1997, the FASB issued Statement No. 130, Reporting
Comprehensive Income. The Statement establishes standards for reporting and
display of comprehensive income and its components in a full set of
general-purpose financial statements. Statement No. 130 will be effective for
fiscal years beginning after December 15, 1997. The Company will adopt Statement
No. 130 during the first quarter of fiscal year 1999, and does not expect the
impact to be material.
In June 1997, the FASB issued Statement No. 131, Disclosures about Segments of
an Enterprise and Related Information. The Statement requires public business
enterprises to report certain information about operating segments in complete
sets of financial statements of the enterprise and in condensed financial
statements of interim periods issued to shareholders. It also requires that
public business enterprises report certain information about their products and
services, the geographic areas in which they operate, and their major customers.
Statement No. 131 will be effective for fiscal years beginning after December
15, 1997. The Company will adopt Statement No. 131 in its fiscal year 1999.
Note 5 - Bank Borrowings
On December 18, 1996, the Company entered into an unsecured, four-year, $100
million Revolving Credit Agreement with a group of four banks. This agreement
was amended on September 10, 1997 to increase the revolving credit facility to
$130 million. The interest rate is .625% above the federal funds rate when total
indebtedness is equal to or less than 30% of total capitalization and increases
to .7% above the federal funds rate when total indebtedness exceeds 30% of total
capitalization. Additionally, the Company pays an annual fee equal to .125% of
the banks' total commitment. At the Company's discretion, it may convert all or
part of the total debt to Eurodollar or Alternate Base Rate loan(s). The credit
facility expires on December 18, 2000, and provides for annual twelve-month
extensions to the termination date. In addition to this facility, the Company
recently secured a $10 million line of credit with an interest rate of .8% above
the federal funds rate from two of the banks participating in the $130 million
revolving credit facility. At January 30, 1998, the total debt outstanding
related to these credit facilities was $128 million. All outstanding debt at
January 30, 1998 is classified as long-term since no portion is either due or
expected to be permanently repaid within the next twelve-month period.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
This report contains certain forward-looking statements within the meaning
of Section 27E of the Securities Exchange Act of 1934, as amended, with
respect to the Company's sales, earnings, market penetration, plans,
products, projections and other matters. These statements are based on
assumptions as to future events and are therefore inherently uncertain. A
number of factors, including those discussed below and elsewhere herein,
may cause the Company's actual results to differ materially from those
contemplated by these forward-looking statements.
The Company's future sales in the automotive segment are expected to
consist increasingly of passenger, driver and side-impact inflators that
are being produced by the Company in new manufacturing facilities. These
facilities are currently in operation and are expected to have the ability
to run at full capacity by the end of fiscal year 1998. The Company's
future inflator sales and market penetration will depend on its success in
achieving planned automation and production efficiencies in its new
inflator facilities and on its continued success in manufacturing
inflators that meet the expectations of its customers in 1998 and beyond.
The Company's expectations as to future sales are based upon annual
blanket purchase orders received by customers in the automotive segment
and governmental orders received in the nonautomotive segment. Annual
blanket purchase orders are not binding on the Company's customers and
actual quantities will depend upon weekly releases received from these
customers. However, because the customers have designed the Company's
products into their air bag modules and inflators, the Company believes
the actual quantity sold will vary based on its customers sales.
Governmental orders in the nonautomotive segment can be canceled or
terminated for the convenience of the government. In addition, future
technological developments could adversely impact sales of the Company's
products.
<PAGE>
A summary of the period to period changes in the principal items included in the
consolidated statements of earnings is shown below:
<TABLE>
Comparison of
---------------------------------------
Three Months Ended Six Months Ended
January 30, 1998 January 30, 1998
and January 31, 1997 and January 31, 1997
Increase (Decrease) Increase (Decrease)
(in thousands) (in thousands)
---------------- -----------------
<S> <C> <C> <C> <C>
Net Sales 7,928 15.4% 19,923 20.6%
Cost Of Sales 14,276 38.6% 30,623 45.1%
General and
Administrative Expenses 168 8.6% 479 13.6%
Research and
Development Expenses 293 353.0% (590) (46.6%)
Net Earnings Before Cumulative Effect
of a Change in Accounting Principle (5,426) (69.5%) (7,900) (53.0%)
Net Earnings (5,426) (69.5%) (17,940) (120.3%)
</TABLE>
<PAGE>
NET SALES
Net sales increased 15.4% for the three months ended January 30, 1998, and
20.6% for the six months ended January 30, 1998, as compared to the
prior-year periods, primarily due to increased sales in both the
automotive and nonautomotive segments. The automotive segment sales
increased 15.4% ($6.4 million) to $47.8 million in the second quarter and
19.3% ($15.0 million) to $92.8 million for the first half of the fiscal
year. These increases are due primarily to increased inflator sales,
partially offset by lower initiator sales. The increased inflator sales
reflect continued strong customer acceptance of the Company's inflator
program and increased demand for air bags from both domestic and foreign
automobile manufacturers. The nonautomotive segment sales increased by
15.4% ($1.5 million) to $11.6 million for the second quarter, and by 25.8%
($4.9 million) to $23.9 million for the first half of the fiscal year.
This is primarily due to increases in engineering development contracts,
the Delta satellite launcher program and the V-22 Osprey (tiltrotor
aircraft) program.
COST OF SALES
Cost of sales increased by 38.6% for the three months ended January 30,
1998, and by 45.1% for the six months ended January 30, 1998, as compared
to the prior-year periods. Gross margins were $8.1 million, or 13.6% of
sales, for the second quarter and $18.3 million, or 15.7% of sales, for
the first half of fiscal year 1998, as compared to the prior-year margins
of $14.5 million, or 28.1% of sales, for the second quarter and $29.0
million, or 29.9% for the first half. Both initiator and inflator gross
margins for the first half of fiscal 1998 were below prior-year levels in
the automotive segment. Initiator margins in the second quarter were
consistent with the prior-year period; however, margins for the first half
were lower than the prior-year period due to scheduled price reductions
and lower leverage of fixed costs. These factors, plus lower volume,
resulted in a $5.1 million decrease in initiator gross margins for the
first half of fiscal 1998, as compared to the prior-year period. Inflator
costs for both the second quarter and the first half were higher than in
the prior-year periods due to 1) costs for the continued ramp-up of the
Company's four new inflator production lines, including delays in reaching
target efficiencies; 2) a parts shortage resulting in periodic production
shut-downs on the Company's passenger inflator lines; and 3) reduced
driver and second-generation passenger volume due to customer program
delays. During the second quarter, the Company produced in excess of 1.4
million inflators. When the new inflator production lines are fully
implemented, the Company's annual production capacity is expected to
increase from 3 million to 15 million units. Initial production on these
new inflator lines began late in the fourth quarter of fiscal 1997 and the
production ramp-up is expected to continue through the fourth quarter of
fiscal 1998. Automotive margins were further reduced 2.1 percentage points
by the continuing shift in product mix from initiators to inflators.
Initiators represent a more mature, higher margin product line, whereas
inflators are in the early production and start-up stages of the products'
life cycle.
Additionally, inflator costs were higher than in the prior-year periods
due to the adoption of the AICPA's Statement of Position 98-5, "Reporting
the Costs of Start-up Activities." This resulted in expensing previously
capitalized start-up costs in the amounts of $3.5 million and $6.1
million, respectively, for the three months and six months ended January
30, 1998. These were offset by the reversal of capitalized start-up
amortization in the amounts of $.9 million and $1.3 million, respectively,
for the three months and six months ended January 30, 1998.
GENERAL AND ADMINISTRATIVE EXPENSES
General and administrative expenses increased $0.2 million for the three
months ended January 30, 1998, and $0.5 million for the first half of
fiscal 1998, as compared to the prior-year periods. These increases were
primarily attributed to increases in general and administrative support
necessary for the new inflator production lines. As a percentage of sales,
general and administrative expenses decreased to 3.6% in the second
quarter of fiscal 1998 and 3.4% for the first half of fiscal 1998 from
3.8% and 3.6%, respectively, in the prior-year periods.
RESEARCH AND DEVELOPMENT EXPENSES
Research and development costs increased $0.3 million for the three months
ended January 30, 1998 and decreased $0.6 million for the six months ended
January 30, 1998, as compared to the prior-year periods. Because the
Company has completed the product development phase for its driver,
side-impact, and second-generation passenger inflators, development costs
are not expected to increase significantly for the remainder of fiscal
year 1998.
NET EARNINGS BEFORE CUMULATIVE EFFECT OF A CHANGE IN ACCOUNTING
PRINCIPLE
For the reasons described above, net earnings before cumulative effect of
a change in accounting principle decreased $5.4 million, or 69.5%, for the
three months ended January 30, 1998 and decreased $7.9 million, or 53.0%,
for the six months ended January 30, 1998, as compared to the prior-year
periods. This resulted in a decrease in basic earnings per share to $.12
for the second quarter and $.34 for the first half of fiscal 1998 from
$.38 and $.73, respectively, for the prior-year periods.
CUMULATIVE EFFECT OF A CHANGE IN ACCOUNTING PRINCIPLE
In April 1998, the American Institute of Certified Public Accountants
(AICPA) issued Statement of Position 98-5, "Reporting on the Costs of
Start-up Activities" (SOP 98-5). This Statement requires entities to
expense costs of start-up activities as they are incurred and to report
the initial adoption as a cumulative effect of a change in accounting
principle as described in Accounting Principles Board Opinion No. 20,
"Accounting Changes." Start-up activities are defined broadly as those
one-time activities related to opening a new facility, introducing a new
product or service, conducting business in a new territory, conducting
business with a new class of customer or beneficiary, initiating a new
process in an existing facility, or commencing some new operation.
SOP 98-5 is effective for fiscal years beginning after December 15, 1998.
However, in July 1998 the Company elected to adopt it retroactively to the
first quarter of fiscal 1998. Accordingly, the fiscal 1998 quarterly
financial statements have been restated to expense start-up costs in the
net amounts of $2.6 million and $4.8 million, respectively, for the three
months and six months ended January 30, 1998 (see "Cost of Sales" above).
Additionally, the Company wrote off in the first quarter the net book
value ($10.0 million) of its start-up and related costs included in the
scope of SOP 98-5 as a one-time adjustment referred to as a Cumulative
Effect of a Change in Accounting Principle. The total after-tax amount of
these adjustments was $13.2 million for the six months ended January 30,
1998.
NET EARNINGS
Net earnings decreased $5.4 million, or 69.5%, for the three months ended
January 30, 1998 and decreased $17.9 million, or 120.3%, for the six
months ended January 30, 1998, as compared to the prior-year periods. This
resulted in a decrease in basic earnings per share to $.12 for the second
quarter and ($.15) for the first half of fiscal 1998 from $.38 and $.73,
respectively, for the prior-year periods.
The Company has taken and is planning to take a number of steps that it
believes will improve earnings in future periods. To further improve
margins in initiator production, the Company's domestic initiator
operations will be consolidated in the Utah facility in the second half of
fiscal 1998. Additionally, several steps are being taken to improve
inflator margins, including certain equipment design modifications to
improve efficiencies in the Company's three new product lines, and
material cost reductions resulting from design improvements and new
supplier partnering arrangements.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital increased during the quarter to $107.5
million. During the six months ended January 30, 1998, the Company made
capital expenditures totaling approximately $30.8 million, which were
funded from bank borrowings. On December 18, 1996, the Company entered
into a four-year, $100 million Revolving Credit Agreement with a group of
four banks. The Company's principal bank is acting as agent for this
agreement. On September 10, 1997, the agreement was amended to increase
the revolving credit facility to $130 million. In addition to this
facility, the Company recently secured a $10 million line of credit with
two of the banks participating in the $130 million revolving credit
facility. The Company had $128 million of long-term debt against these
credit facilities at January 30, 1998. Anticipated working capital
requirements, capital expenditures, and facility expansions are expected
to be met through bank borrowings and from internally generated funds.
<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.
OEA, INC.
(Registrant)
October 27, 1998 /s/ J Thomas McConathy
Date J. Thompson McConathy
Vice President Finance
(Principal Financial and Accounting Officer)
October 27, 1998 /s/ Charles B Kafadar
Date Charles B. Kafadar
Chief Executive Officer
(Principal Executive Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000073864
<NAME> OEA, INC./DE/
<CURRENCY> U.S. DOLLAR
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUL-31-1998
<PERIOD-START> AUG-01-1997
<PERIOD-END> JAN-30-1998
<EXCHANGE-RATE> 1.00
<CASH> 2,747,000
<SECURITIES> 0
<RECEIVABLES> 48,926,000
<ALLOWANCES> 0
<INVENTORY> 78,296,000
<CURRENT-ASSETS> 136,169,000
<PP&E> 264,984,000
<DEPRECIATION> 63,922,000
<TOTAL-ASSETS> 344,089,000
<CURRENT-LIABILITIES> 28,702,000
<BONDS> 0
0
0
<COMMON> 2,202,000
<OTHER-SE> 174,812,000
<TOTAL-LIABILITY-AND-EQUITY> 344,089,000
<SALES> 116,749,000
<TOTAL-REVENUES> 116,749,000
<CGS> 98,476,000
<TOTAL-COSTS> 103,156,000
<OTHER-EXPENSES> 2,313,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,376,000
<INCOME-PRETAX> 11,280,000
<INCOME-TAX> 4,270,000
<INCOME-CONTINUING> 7,010,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> (10,040,000)
<NET-INCOME> (3,030,000)
<EPS-PRIMARY> (.15)
<EPS-DILUTED> (.15)
</TABLE>
