<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
- ---
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
- --- SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 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 1-5356
PENN ENGINEERING & MANUFACTURING CORP.
- -----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 23-0951065
- ------------------------------- --------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P.O. Box 1000, Danboro, Pennsylvania 18916
- ---------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(215) 766-8853
- ---------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- ---------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all
documents and 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 last practicable
date: 1,707,082 shares of Class A common stock, $.01 par value and
6,927,123 shares of common stock, $.01 par value, outstanding on
November 10, 1997.
<PAGE> 2
PART I. FINANCIAL INFORMATION
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS
(Unaudited)
September 30, 1997 December 31, 1996
CURRENT ASSETS ------------------ ------------------
<S> <C> <C>
Cash and cash equivalents $6,142,821 $4,208,339
Short-term investments 11,725,415 10,857,728
Accounts receivable-trade 25,891,769 29,579,972
Allowance for doubtful accounts (900,000) (1,000,000)
Refundable income taxes 852,868 245,682
Inventories (Note 2) 26,057,256 27,533,220
Prepaid expenses 2,492,291 2,124,335
Deferred income taxes 362,205 391,244
---------- ----------
Total current assets 72,624,625 73,940,520
---------- ----------
PROPERTY
Property, plant & equipment 117,062,042 101,260,757
Less accumulated depreciation 43,995,329 39,428,723
---------- ----------
Property - net 73,066,713 61,832,034
---------- ----------
OTHER ASSETS 2,805,000 2,765,000
---------- ----------
TOTAL $148,496,338 $138,537,554
============ ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable-trade $4,985,477 $3,740,603
Dividends payable 948,609 0
Accrued expenses:
Pension & profit sharing 2,526,427 2,139,844
Income taxes 95,276 0
Payroll & commissions 4,661,197 2,809,711
Other 978,648 1,017,518
---------- ----------
Total current liabilities 14,195,634 9,707,676
---------- ----------
ACCRUED PENSION COST 4,330,429 4,792,857
---------- ----------
DEFERRED INCOME TAXES 3,809,196 2,899,870
---------- ----------
STOCKHOLDERS' EQUITY (See Note 3)
Class A common stock 17,720 17,720
Common stock 71,766 71,661
Additional paid-in capital 35,587,913 35,420,903
Retained earnings 93,499,487 85,822,011
Unrealized loss on
investments -net of tax (64,060) (61,671)
Cumulative foreign currency
translation adjustment (633,592) 818,484
Treasury stock (2,318,155) (951,957)
----------- -----------
Total stockholders' equity 126,161,079 121,137,151
----------- -----------
TOTAL $148,496,338 $138,537,554
============ ============
</TABLE>
See Notes to Condensed Consolidated Financial Statements
<PAGE> 3
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
STATEMENTS OF CONDENSED CONSOLIDATED INCOME AND RETAINED EARNINGS
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
-------------------------------- ------------------------------
(Unaudited) (Unaudited)
September 30, 1997 September 30, 1996 September 30, 1997 September 30, 1996
------------------ ------------------ ------------------ ------------------
<S> <C> <C> <C> <C>
REVENUES:
Net Sales $42,531,365 $38,713,584 $123,521,017 $119,224,887
Other income 557,472 437,714 1,027,933 668,529
----------- ----------- ----------- -----------
43,088,837 39,151,298 124,548,950 119,893,416
----------- ----------- ----------- -----------
COSTS AND EXPENSES
Cost of products sold 29,414,064 26,454,165 85,657,943 81,970,468
Selling, general & administrative 7,690,801 6,823,851 22,522,212 21,101,852
----------- ----------- ----------- -----------
37,104,865 33,278,016 108,180,155 103,072,320
----------- ----------- ----------- -----------
INOME BEFORE INCOME TAXES 5,983,972 5,873,282 16,368,795 16,821,096
PROVISION FOR INCOME TAXES 2,156,000 2,198,500 6,006,000 6,307,000
----------- ----------- ----------- -----------
NET INCOME 3,827,972 3,674,782 10,362,795 10,514,096
RETAINED EARNINGS - BEGINNING 90,620,125 80,538,457 85,822,011 74,851,423
CASH DIVIDEND (948,610) (867,833) (2,685,319) (2,020,113)
----------- ----------- ----------- -----------
RETAINED EARNINGS - ENDING $93,499,487 $83,345,406 $93,499,487 $83,345,406
=========== =========== =========== ===========
NET INCOME PER SHARE (See Note 3) $0.44 $0.43 $1.19 $1.41
=========== =========== =========== ===========
WEIGHTED AVERAGE SHARES
OUTSTANDING (See Note 3) 8,685,190 8,638,111 8,705,183 7,435,992
CASH DIVIDEND PER SHARE (see Note 3) $.11 $.10 $.31 $.27
</TABLE>
See Notes to Condensed Consolidated Financial Statements
<PAGE> 4
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
STATEMENTS OF CONDENSED CONSOLIDATED CASH FLOWS
<TABLE>
<CAPTION>
NINE MONTHS ENDED
-----------------------------
(Unaudited)
September 30, 1997 September 30, 1996
------------------ ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $10,362,795 $10,514,096
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 4,708,515 3,825,472
Loss (gain) on disposal of property (6,171) 47,339
Gain on disposal of investments (7,662) 0
Changes in assets and liabilities:
(Increase)decrease in receivable 3,588,203 (3,911,468)
(Increase) in refundable income taxes (607,186) 0
(Increase)decrease in inventories 1,475,964 (8,485,594)
(Increase) in prepaid expenses, etc. (367,956) (8,724)
(Increase)decrease in deferred
income taxes-current 29,039 (41,533)
(Increase) in other assets (40,000) (350,000)
Increase in accounts payable 1,244,874 509,661
Increase in accrued expenses 2,294,474 1,262,559
(Decrease)in accrued pension cost (462,428) (498,692)
Increase in deferred income
taxes- noncurrent 909,326 523,022
---------- ----------
Net cash provided by operating
activities 23,121,787 3,386,138
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Property additions (16,161,540) (18,646,182)
Additions to held-to-maturity
investments (23,589,128) (412,182,675)
Additions to available-for-sale
investments 0 (4,367)
Proceeds from disposal of held-to-
maturity investments 22,277,321 399,514,033
Proceeds from disposal of available-
for-sale investments 447,865 193,636
Proceeds from disposal of property 164,097 41,225
---------- -----------
Net cash used in investing activities (16,861,385) (31,084,330)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net short-term borrowings 0 41,750,000
Net short-term repayments 0 (43,250,000)
Dividends paid (1,736,710) (1,152,281)
Issuance of common stock 167,115 32,755,445
Acquisition of treasury stock (1,366,198) 0
--------- ----------
Net cash provided by (used in)
financing activities (2,935,793) 30,103,164
--------- ----------
Effect of exchange rate and investment
reserve changes on cash (1,390,127) 159,966
--------- ---------
Net increase in cash and cash equivalents 1,934,482 2,564,938
Cash and cash equivalents at
beginning of year 4,208,339 1,459,370
--------- ---------
Cash and cash equivalents at end of year $6,142,821 $4,024,308
========== ==========
SUPPLEMENTAL CASH FLOW DATA:
Cash paid during the year for:
Income taxes $5,086,490 $5,521,600
Interest 1,380 217,907
</TABLE>
See Notes to Condensed Consolidated Financial Statements
<PAGE> 5
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1997
Note 1. Condensed Consolidated Financial Statements (Unaudited)
- ---------------------------------------------------------------
The accompanying interim financial statements should be read in conjunction
with the annual financial statements and notes thereto included in
Registrant's Annual Report for the year ended December 31, 1996. The
information contained in this report is unaudited and subject to year-end
audit and adjustment. In the opinion of management, all adjustments (which
include only normal recurring adjustments) have been made which are necessary
for a fair presentation of Registrant's consolidated financial position at
September 30, 1997 and December 31, 1996 and the consolidated statements of
income and cash flows for the three and nine-month periods ended September 30,
1997 and 1996, respectively. The results of operations for the three and nine
months ended September 30, 1997 are not necessarily indicative of the results
of operations to be expected for the year ending December 31, 1997.
Note 2. Inventories
- -------------------
Substantially all of the Registrant's domestic fastener inventories are
priced on the lower of last-in, first-out (LIFO) cost or market method. The
remainder of the inventories are priced on the first-in, first-out (FIFO)
method, at the lower of cost or market.
Inventories are as follows:
<TABLE>
<CAPTION>
(Unaudited)
September 30, 1997 December 31, 1996
------------------ -----------------
<S> <C> <C>
Raw material $4,435,396 $4,469,666
Tooling 4,082,710 3,882,298
Work-in-process 7,894,281 7,648,141
Finished goods 9,644,869 11,533,115
---------- ---------
TOTAL $26,057,256 $27,533,220
========== ==========
</TABLE>
If the FIFO method of inventory valuation had been used by Registrant for
all inventories, inventories would have been $8,840,112 and $8,117,442 higher
than reported at September 30, 1997 and December 31, 1996, respectively, and
net income would have been $454,000 and $170,000 higher than reported for the
nine months ended September 30, 1997 and 1996, respectively, and $320,000
higher than reported for the three months ended September 30, 1997 and $3,000
lower than reported for the three months ended September 30, 1996. Included in
other assets is long-term tooling inventory totaling $2,805,000 and
$2,765,000 at September 30, 1997 and December 31, 1996, respectively.
In the fourth quarter of 1996, the Company changed its method of calculating
the index on its domestic fastener LIFO inventory from the unit cost method
to the components of cost method. Management believes that the change in its
LIFO method of application better reflects the effects of inflation and
results in a more representative LIFO cost index for product mix changes.
Accordingly, the statement of Condensed Consolidated Income and Retained
Earnings for the three months and nine months ended September 30, 1996 has
been restated to reflect the results of this change.
<PAGE 6>
Note 3. Reclassification & Stock Repurchase
- -------------------------------------------
On May 22, 1996, Registrant effected a reclassification of its existing
common stock whereby each share of existing $1.00 par value voting common
stock became one share of new $.01 par value Class A voting common stock (the
"Stock Reclassification"). On May 23, 1996, the Registrant effected a 4-for-1
stock split, in the form of a stock dividend, payable in shares of $.01 par
value non-voting common stock to stockholders of record on May 3, 1996
(the "Stock Dividend"). The change in par value of the Class A common stock
as a result of the Stock Reclassification resulted in the transfer of
$1,754,305 from Class A common stock to additional paid-in capital, and the
Stock Dividend resulted in the issuance of 5,316,075 new shares of non-voting
common stock and in the transfer of $53,161 from retained earnings to common
stock. In the forgoing consolidated financial statements, all per share
amounts and number of shares have been restated to reflect the Stock
Reclassification and the Stock Dividend.
On August 12, 1997, Registrant repurchased 65,034 shares of $.01 par value
non-voting common stock from a director of the Company at a price of $21.00
per share. The amount paid for the repurchase has been included in treasury
stock.
Note 4. Newly Issued Accounting Pronouncement
- ---------------------------------------------
In February 1997, the Financial Accounting Standards Board issued
Statement No. 128, "Earnings per Share" (SFAS No. 128). SFAS No. 128 requires
the presentation of basic EPS, calculated by dividing income available to
common shareholders by the weighted-average number of common shares
outstanding during the period, and diluted EPS, calculated the same as basic
EPS except that the denominator is increased to include the number of
additional common shares that would have been issued if all dilutive
potential common shares had been issued. SFAS No. 128 is effective for
periods ending after December 15, 1997, and requires the restatement of EPS
for all periods presented. On a pro forma basis, the adoption of SFAS No. 128
would not have a material effect on the Company's calculation of primary or
fully diluted earnings per share in the accompanying financial statements.
<PAGE> 7
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
September 30, 1997
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
Quarter Ended September 30, 1997 vs. Quarter Ended September 30, 1996
- ---------------------------------------------------------------------
Consolidated net sales for the quarter ended September 30, 1997 were $42.5
million, versus $38.7 million for the quarter ended September 30, 1996, a 9.8%
increase. Sales to customers outside the United States for the quarter
ended September 30, 1997 were $10.2 million, versus $10.1 million for the
quarter ended September 30, 1996, a 1.0% increase. Net sales for the fastener
operation for the quarter ended September 30, 1997 were $34.4 million, versus
$31.7 million for the quarter ended September 30, 1996, an 8.5% increase.
Motor sales were $8.1 million for the quarter ended September 30, 1997, versus
$7.1 million for the quarter ended September 30, 1996, a 14.1% increase.
The number of fastener units sold to independent customers increased 7.5%
in the third quarter of 1997 compared to the third quarter of 1996. The number
of fastener units sold within North America increased approximately 7.5% in
the third quarter of 1997 compared to the third quarter of 1996, and
represented approximately 72.7% of total fasteners sold in the third quarter
of 1997. The number of fastener units sold into Europe increased approximately
24.3% in the third quarter of 1997 compared to the third quarter of 1996 and
represented approximately 22.2% of total fasteners sold in the third quarter
of 1997. Point-of-sale demand remains strong in these two regions and sales
volume is now increasing after adjustments were made to unusually high
distributor inventory levels in late 1996 and early 1997. The number of
fastener units sold into the Asia-Pacific region decreased approximately
32.7% in the third quarter of 1997 compared to the third quarter of 1996.
This decrease is attributable to the economic uncertainty faced by this region
during the third quarter of 1997 forcing several customers to shift their
production to other regions. The number of motors sold increased 23.0% in the
third quarter of 1997 compared to the third quarter of 1996. Strong demand
from the semiconductor equipment manufacturing market, the data storage and
retrieval market, and the graphic imaging market all contributed to the
motor sales increase.
The average selling price for fasteners shipped in the third quarter of
1997 increased approximately 1.6% from $62.49 per thousand fasteners sold in
the third quarter of 1996 to $63.48 per thousand fasteners sold in the third
quarter of 1997. This increase is mainly due to a price increase which was
effective in the second quarter of 1997. The average selling price of Pittman
motors decreased approximately 6.7% from the third quarter of 1996 to the
third quarter of 1997 mainly due to a change in product mix towards less
expensive brush motors.
Consolidated gross profit for the third quarter of 1997 was $13.1 million,
versus $12.3 million for the third quarter of 1996, a 6.5% increase.
Fastener gross profit increased 4.7% in the third quarter of 1997 compared to
the third quarter of 1996 mainly due to higher sales volume offset by higher
fixed costs due to the large level of capital expenditures during 1996 and
early 1997. Motor gross profit increased 20.7% due to the large sales volume
increase during the quarter.
Consolidated selling, general, and administrative expenses ("SG&A") for
the third quarter of 1997 were $7.7 million, versus $6.8 million for the
third quarter of 1996, a 13.2% increase. A major reason for the increase is
that commission expense increased 8.7% from the third quarter of 1996 to the
third quarter of 1997 due to continued strong end customer demand.
<PAGE> 8
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
September 30, 1997
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
Nine Months Ended September 30, 1997 vs. Nine Months Ended September 30, 1996
- -----------------------------------------------------------------------------
Consolidated net sales for the nine months ended September 30, 1997 were
$123.5 million, versus $119.2 million for the nine months ended September 30,
1996, a 3.6% increase. Sales to customers outside the United States for the
nine months ended September 30, 1997 were $30.4 million, versus $29.5 million
for the nine months ended September 30, 1996, a 3.1% increase. Net sales for
the fastener operation for the nine months ended September 30, 1997 were
$100.6 million, versus $96.8 million for the nine months ended September 30,
1996, a 3.9% increase. Motor sales were $22.9 million for the nine months
ended September 30, 1997, versus $22.4 million for the nine months ended
September 30, 1996, a 2.2% increase.
The number of fastener units sold to independent customers decreased
approximately 3.0% in the first nine months of 1997 compared to the first
nine months of 1996. The number of fastener units sold within North America
decreased approximately 5.9% in the first nine months of 1997 compared to the
first nine months of 1996, and represented approximately 71.4% of total
fasteners shipped in the first nine months of 1997. This decrease is mainly
due to adjustments in distributor inventory levels which were unusually high
during the latter part of 1996 and early 1997. The number of fastener
units sold into Europe increased approximately 6.3% in the first nine months
of 1997 compared to the first nine months of 1996, and represented
approximately 23.1% of total fasteners shipped in the first nine months of
1997. The number of fastener units sold to the Asia-Pacific region decreased
approximately 0.9% in the first nine months of 1997 compared to the first
nine months of 1996. The increase in Europe is due to continued strong point-
of-sale demand throughout all three quarters of 1997 as opposed to 1996 when
point-of-sales demand trended significantly downward in the latter part of the
year. Sales in the Asia-Pacific region have been affected by the relocation
of manufacturing operations away from the region due to currency fluctuations
and other economic problems being experienced in the area during the third
quarter. The number of motors sold increased 2.3% from the first nine months
of 1996 to the first nine months of 1997 as demand picked up significantly in
the third quarter of 1997.
The average selling price of fasteners shipped in the first nine months of
1997 increased approximately 6.3% from $60.35 per thousand fasteners sold in
the first nine months of 1996 to $64.16 per thousand fasteners sold in the
first nine months of 1997. This increase is mainly due to a change in product
mix toward higher priced fasteners and a 3.98% price increase effective in the
second quarter of 1997. The average selling price of Pittman motors increased
from $40.93 per motor in the first nine months of 1996 to $40.98 per motor in
the first nine months of 1997.
Consolidated gross profit increased slightly from $37.3 million in the
first nine months of 1996 to $37.9 million in the first nine months
of 1997. Fastener gross profit increased 1.9% in the first nine months of
1997 compared to the first nine months of 1996 as a result of increased sales
offset by higher depreciation expense. Motor gross profit in the first nine
months of 1997 was equal to the comparable period in 1996.
Consolidated SG&A for the first nine months of 1997 was $22.5 million,
versus $21.1 million for the first nine months of 1996, a 6.6% increase. This
increase was caused by increased commission expense due to continued strong
end customer demand and increased legal, investor relations, and other
professional fees resulting from the Company's 1996 public offering and
subsequent listing on the New York Stock Exchange.
Consolidated net income for the first nine months of 1997 was $10.4
million, versus $10.5 million for the first nine months of 1996. Other income
increased mainly due to higher investment income and more favorable currency
transactions.
<PAGE> 9
PENN ENGINEERING & MANUFACTURING CORP. & SUBSIDIARIES
September 30, 1997
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
Liquidity and Capital Resources
- -------------------------------
Net cash provided by operations totaled $23.1 million for the nine months
ended September 30, 1997. The Company experienced a 12% decrease in receivable
days outstanding from December 31, 1996 to September 30, 1997 as well as a
planned decrease in inventory levels which contributed to the increased cash
from operations. This cash from operations was mainly used to finance $16.1
million in capital expenditures including the construction of a 120,000 square
foot manufacturing facility in Winston-Salem, North Carolina which is now
fully operational. Cash was also used to pay $1.7 million in dividends and
to repurchase shares of non-voting common stock at a cost of $1.4 million
for treasury. Short-term investments increased 7.3% from $10.9 million at
December 31, 1996 to $11.7 million at September 30, 1997. Also, the Company
had approximately $27.5 million available at September 30, 1997 under its
short-term lines of credit. Accordingly, the Company anticipates that its
existing capital resources and cash flow generated from future operations will
enable it to maintain its current level of operations and its planned growth
for the foreseeable future.
<PAGE> 10
PART II OTHER INFORMATION
Item 1. Legal Proceedings
- -------------------------
Reference is made to Part 1, Item 3 of the Registrant's Form 10-K Annual
Report for the year ended December 31, 1996.
Item 2. Changes in Securities
- -----------------------------
Not Applicable
Item 3. Defaults Upon Senior Securities
- ---------------------------------------
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
- -----------------------------------------------------------
Not Applicable
Item 5. Other Information
- -------------------------
Not Applicable
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(a) Exhibits:
Exhibit No. Description
----------- -----------
3.1 Restated Certificate of Incorporation. (Incorporated by
reference to Exhibit 3.1 of Registrant's Form 10-Q
Quarterly Report for the period ended June 30, 1996.)
3.2 Bylaws, as amended. (Incorporated by reference to Exhibit
3(ii) of the Registrant's Form 10-K Annual Report for the
year ended December 31, 1994.)
27 Financial Statement Data Schedule. (Filed herewith.)
(b) Reports on Form 8-K
Registrant filed a Form 8-K dated September 26, 1997 to report under
Item 4 that it would not be retaining Deloitte & Touche LLP as its
independent auditors and that on September 29, 1997 had retained Ernst &
Young LLP to serve as its certifying accountant.
<PAGE> 11
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.
PENN ENGINEERING & MANUFACTURING CORP.
Dated: November 13, 1997 By: /s/ Kenneth A. Swanstrom
----------------------------
Kenneth A. Swanstrom
Chairman/ CEO/ President
Dated: November 13, 1997 By: /s/ Mark W. Simon
----------------------------
Mark W. Simon
Vice-President - Finance
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 6,142,821
<SECURITIES> 11,725,415
<RECEIVABLES> 25,891,769
<ALLOWANCES> 900,000
<INVENTORY> 26,057,256
<CURRENT-ASSETS> 72,624,625
<PP&E> 117,062,042
<DEPRECIATION> 43,995,329
<TOTAL-ASSETS> 148,496,338
<CURRENT-LIABILITIES> 14,195,634
<BONDS> 0
<COMMON> 89,486
0
0
<OTHER-SE> 126,071,593
<TOTAL-LIABILITY-AND-EQUITY> 148,496,338
<SALES> 123,521,017
<TOTAL-REVENUES> 124,548,950
<CGS> 85,657,943
<TOTAL-COSTS> 108,178,775
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,380
<INCOME-PRETAX> 16,368,795
<INCOME-TAX> 6,006,000
<INCOME-CONTINUING> 10,362,795
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,362,795
<EPS-PRIMARY> 1.19
<EPS-DILUTED> 1.19
</TABLE>
