<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 29, 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 3367908
MOSLER INC.
(Exact name of registrant as specified in its charter)
Delaware 31-1172814
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
8509 Berk Boulevard
Hamilton, Ohio 45015-2213
(Address of principal executive offices) (Zip Code)
(513) 870-1900
(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
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 periods 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 Corporate Issuers
Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practical date.
Common Stock, $0.10 Par Value 2,102,488.15036 shares as of
March 29, 1997
<Page 1>
<TABLE>
INDEX
<S> <C>
Financial Information (Part I) Page
Item 1. Financial Statements (Unaudited)
Consolidated condensed balance sheets - June 29, 1996
and March 29, 1997 3-4
Consolidated condensed statements of operations - Three
months ended March 30, 1996 and March 29, 1997. 5
Consolidated condensed statements of operations - Nine
months ended March 30, 1996 and March 29, 1997. 6
Consolidated condensed statement of common stockholders'
deficiency - Nine months ended March 29, 1997. 7
Consolidated condensed statement of cash flows - Nine
months ended March 30, 1996 and March 29, 1997. 8
Notes to consolidated condensed financial statements 9-12
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 13-17
Other information (Part II)
Item 1. Legal Proceedings 18
Signatures 19
</TABLE>
<Page 2>
<TABLE>
<CAPTION>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
MOSLER INC.
CONSOLIDATED CONDENSED BALANCE SHEET
(in thousands)
<S> <C> <C>
Mar. 29, June 29,
1997 1996
(Unaudited) (Derived from
Audited Financial
Statements)
Assets
Current assets:
Cash and cash equivalents $ 501 $ - 0 -
Accounts receivable, net 43,162 52,490
Inventories 13,774 13,528
Other current assets 1,383 575
Total current assets 58,820 66,593
Property, plant & equipment:
Land and land improvements 721 1,146
Buildings 4,269 7,853
Machinery and equipment 36,588 34,257
Improvement in progress 1,652 1,236
Gross property, plant & equipment 43,230 44,492
Less accumulated depreciation 31,799 33,091
Net property, plant & equipment 11,431 11,401
Other assets:
Service agreements 14,665 18,049
Deferred debt issuance costs 3,436 3,853
Goodwill 4,925 6,057
Other intangible assets 393 291
Sundry 2,256 2,881
Total Other Assets 25,675 31,131
Total Assets $ 95,926 $ 109,125
</TABLE>
<Page 3>
<TABLE>
<S> <C> <C>
Mar. 29, June 29,
1997 1996
(Unaudited) (Derived from
Audited Financial
Statements)
Liabilities, redeemable stock
and common stockholders' deficiency
Current liabilities:
Accounts payable $ 12,358 $ 9,923
Accrued liabilities:
Compensation & payroll taxes 3,880 3,101
Product warranty 873 1,240
Accrued workers' compensation 4,679 5,011
Accrued interest 2,238 5,962
Other 8,191 8,988
Unearned revenue 16,483 13,366
Income taxes payable 283 299
Long-term debt due within one year 1,321 1,000
Total current liabilities 50,306 48,890
Long Term Liabilities:
Long-term debt due after one year 129,202 132,948
Post retirement health benefits 11,363 10,812
Pension liability 1,604 1,604
Total Long Term Liabilities 142,169 145,364
Commitments and contingencies:
Redeemable stock
Series D increasing rate preferred stock 45,415 40,302
Series C adjustable rate preferred stock 34,014 35,424
Common Stock 2,011 2,011
81,440 77,737
Common stockholders' deficiency:
Common stock 254 254
Accumulated deficit (170,178) (155,640)
Excess of additional pension liability
over unrecognized prior service cost (546) (546)
Redemption value common stock held by ESOP (2,011) (2,011)
Foreign currency translation adjustments (1,152) (1,123)
Common stock held in treasury (4,356) (3,800)
Total common stockholders' deficiency (177,989) (162,866)
$ 95,926 $ 109,125
See accompanying notes to financial statements.
</TABLE>
<Page 4>
<TABLE>
<CAPTION>
MOSLER INC.
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
(In thousands except per share amounts)
<S> <C> <C>
Three months ended
Mar. 29, Mar. 30,
1997 1996
Net sales:
Service $ 26,765 $ 27,047
Product 23,532 28,215
50,297 55,262
Cost of sales:
Service 20,244 19,897
Product 19,542 21,855
Plant Closing Costs 1,937
Gain on pension and benefit plan curtail (1,616)
39,786 42,073
Gross profit 10,511 13,189
Selling and administrative expense 9,939 9,079
Other (income) expense 123 (212)
10,062 8,867
Operating income 449 4,322
Debt expense:
Interest expense 4,292 4,418
Amortization of debt expense 145 159
Interest income (2) (31)
4,435 4,546
Loss before income taxes (3,986) (224)
Provision for income taxes 25 5
Net loss (4,011) (229)
Preferred dividends (2,151) (1,944)
Amortization of preferred stock discount (170) (308)
Net loss applicable to common stockholders $ (6,332) $ (2,481)
Net loss per common share ($3.01) ($1.13)
See accompanying notes to financial statements.
</TABLE>
<Page 5>
<TABLE>
<CAPTION>
MOSLER INC.
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
(In thousands except per share amounts)
<S> <C> <C>
Nine months ended
Mar. 29, Mar. 30,
1997 1996
Net sales:
Service $ 79,667 $ 81,063
Product 73,819 82,336
153,486 163,399
Cost of sales:
Service 59,320 59,874
Product 59,811 65,717
Plant closing cost 2,608
Gain on pension and benefit plan curtail (1,616)
119,131 126,583
Gross profit 34,355 36,816
Selling and administrative expense 28,337 26,966
Other (income) expense (185) (74)
28,152 26,892
Operating income 6,203 9,924
Debt expense:
Interest expense 13,252 13,086
Amortization of debt expense 432 735
Interest income (38) (112)
13,646 13,709
Loss before income taxes (7,443) (3,785)
Provision for income taxes 72 15
Net loss (7,515) (3,800)
Preferred dividends (6,500) (5,948)
Amortization of preferred stock discount (504) (734)
Net loss applicable to common stockholders $(14,519) $ (10,482)
Net loss per common share ($6.83) ($4.77)
See accompanying notes to financial statements.
</TABLE>
<Page 6>
<TABLE>
<CAPTION>
MOSLER INC.
CONSOLIDATED CONDENSED STATEMENT OF COMMON STOCKHOLDERS' DEFICIENCY
NINE MONTHS ENDED MARCH 29, 1997
(In thousands of dollars except share data)
<S> <C> <C> <C> <C> <C> <C> <C>
Redemption
Common Value of Foreign
Stock Common Currency
$.10 Par Accumulated Pension Stock held Translation Treasury
Value Deficit Liability by ESOP Adjustments Stock Total
Balance at June 29, 1996 $254 ($155,640) ($546) ($2,011) ($1,123) ($3,800) ($162,866)
Net loss (7,515) (7,515)
Amortization of Series D
preferred stock discount (504) (504)
Dividends on Series D
preferred stock (2,136) (2,136)
Dividends on Series C
preferred stock (4,383) (4,383)
Foreign currency
translation adjustment (29) (29)
Repurchase of 54803 shares
of Common stock (556) (556)
Balance at March 29, 1997 $254 ($170,178) ($546) ($2,011) ($1,152) ($4,356) ($177,989)
See accompanying notes to financial statements.
</TABLE>
<Page 7>
<TABLE>
<CAPTION>
MOSLER INC.
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
UNAUDITED
(In thousands)
<S> <C> <C>
Nine months ended
Mar. 29, Mar. 30,
1997 1996
Net loss $ (7,515) $ (3,800)
Adjustments to reconcile net loss to
net cash used by operating activities:
Depreciation 1,848 1,702
Amortization 4,951 5,222
Gain on pension and benefit plan curtail (1,616)
Gain on disposal of facilities 2 (18)
Interest paid in shares of preferred stock 2,665 1,784
Provision for doubtful accounts 73 637
Decrease (increase) in:
Accounts receivable 9,233 (4,256)
Inventories (274) 724
Other current assets (810) (155)
Increase (decrease) in:
Accounts payable 2,450 (590)
Accrued liabilities (6,293) (6,466)
Unearned revenue 3,120 2,542
Income taxes payable (16) (56)
Net cash provided (used) by operating activities 9,434 (4,346)
Cash flows from investing activities:
Proceeds from sale of property and equip. 158
Capital expenditures (3,890) (3,072)
Decrease (increase) in other assets 624 (348)
Net cash used by investing activities (3,266) (3,262)
Cash flows from financing activities
Purchase of common stock (556) (431)
Purchase of preferred stock (1,684) (1,313)
Proceeds (repayments) on debt (3,425) 5,112
Net cash provided (used) by financing activities (5,665) 3,368
Effect of exchange rate changes on cash (2) (119)
Net increase/(dec) in cash and cash equivalents 501 (4,359)
Cash and cash equivalents at beginning of period 0 4,359
Cash and cash equivalents at end of period $ 501 $ 0
See accompanying notes to financial statements.
</TABLE>
<Page 8>
FINANCIAL INFORMATION
Item 1. Notes to Consolidated Condensed Financial Statements
1. Basis of Presentation
In the opinion of management, the unaudited consolidated financial
statements include all adjustments (which consist of only normal,
recurring accruals) necessary to present fairly the consolidated
financial position as of March 29, 1997, and the results of
operations for the three months and nine months ended March 29, 1997
and March 30, 1996 and the cashflows for the nine months ended
March 29, 1997 and March 30, 1996. In accordance with generally
accepted accounting principles for interim financial information,
these statements do not include all of the information and footnotes
required by generally accepted accounting principles for complete
annual financial statements. Financial information as of June 29,
1996 has been derived from or the audited consolidated financial
statements of the Registrant. The results of operations and cash
flows for the three months and nine months ended March 29, 1997 and
March 30, 1996 are not necessarily indicative of the results to be
expected for the full year. For further information, refer to the
consolidated financial statements and footnotes thereto for the year
ended June 29, 1996, included in the Registrant's Annual Report on
Form 10-K.
2. Accounting Method Changes
The Registrant adopted Statement of Financial Accounting Standards
(SFAS) No. 121, Accounting for the Impairment of Long-Lived Assets
and for Long-Lived Assets to Be Disposed Of, effective June 30, 1996.
This statement requires that long-lived assets and certain
identifiable intangibles be reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amounts of these
assets may not be recoverable. The adoption of SFAS No. 121 did not
have a material effect on the Consolidated Financial Statements.
The Registrant adopted SFAS No. 123, Accounting for Stock-Based
Compensation, effective June 30, 1996. This statement encourages, but
does not require, adoption of a fair-value-based accounting method for
employee stock-based compensation arrangements. Management has
elected to disclose in the fiscal 1997 annual Consolidated Financial
Statements pro forma net income and net income per share as if the
fair value - based method had been applied in measuring compensation
cost.
<Page 9>
SFAS No. 128, "Earnings Per Share" was issued in February, 1997 and
is effective for financial periods ending after December 15, 1997.
Earlier application is not permitted. The statement requires dual
presentation of basic and diluted earnings per share on the face of
the income statement and provides guidance on other computational
changes. Management has determined that earnings per share amounts
computed under the new standard will not be materially different
from the amounts reported herein.
3. Inventories
The Companys inventories are stated at the lower of cost (determined
using the first-in, first-out method) market.
The components of inventories are as follows:
<TABLE>
<S> <C> <C>
Mar. 29, June 29,
1997 1996
(in thousands)
Finished products and service $10,526 $10,096
Products in Process 3,740 4,251
Raw materials 1,836 1,318
Less Allowance (2,328) (2,137)
Total Inventory $13,774 $13,528
</TABLE>
4. Net Loss per share
Net loss per share is computed based on the weighted average number of
common shares outstanding for the period after deducting preferred
dividend requirements including amortization of preferred stock
discount. The average number of shares for the nine month period of
fiscal 1997 is 2,126,527 as compared to 2,196,195 shares for the same
period of fiscal 1996.
5. Contingencies
The Internal Revenue Service (IRS) has conducted examinations of the
Companys federal income tax returns for the fiscal years 1988 through
1993 and has proposed various adjustments to increase taxable income.
The Company agreed to certain issues and has paid all tax with
respect to those issues. Three issues remain unresolved, and the IRS
has issued a proposed adjustment on these issues. The issues relate
to 1) the allocation of the Companys purchase price of assets from
American Standard, 2) the value of the Companys Series C preferred
stock contributed to its ESOP and 3) the deduction of certain costs
incurred in connection with a 1990 transaction.
<Page 10>
The Company allocated approximately $70 million of the purchase price
of assets from American Standard to intangible assets which are being
amortized over a period of generally 14 years. The IRS proposes to
reduce this allocation to approximately $45 million and increase the
amortization period to generally 45 years.
From 1990 through 1993, the Company contributed to its ESOP, and
claimed a tax deduction for, shares of Series C preferred stock
having a value aggregating approximately $9.6 million. The IRS
proposes to reduce this value to approximately $7.1 million.
The Company capitalized costs amounting to approximately $7.1 million
in connection with a 1990 transaction involving debt and common stock,
and is amortizing such costs over the life of the related debt. The
IRS has taken the position that all costs incurred in connection with
a redemption of stock are non-deductible and proposes to disallow the
full amount.
If the IRSs proposed adjustments are sustained, the Company would be
liable for additional income taxes of approximately $5.3 million plus
interest, and would lose the benefit of substantial deductions in
future years.
Management believes that it has meritorious defenses to the adjust-
ments proposed by the IRS and that the ultimate liability, if any,
resulting from this matter will have no material effect on the
Companys consolidated financial position. The significance of this
matter on the Companys future operating results depends on the level
of future results of operations as well as on the timing and amount
of the ultimate outcome.
Various lawsuits and claims arising during the normal course of
business are pending against the company. In the opinion of
management, the ultimate liability, if any, resulting from these
matters will have no significant effect on the companys consolidated
financial position, results of operations or cash flows.
The Company is involved in an audit by the Department of Labor (DOL)
of its Employee Stock Ownership Plan. On June 23, 1995, the DOL
issued an audit letter claiming the Company's Employee Stock
Ownership Plan engaged in a prohibited transaction. Essentially, the
DOL alleges that Series C Preferred Stock contributed to the Plan was
not a proper investment since it was neither stock nor a qualified
equity as required by ERISA.
<Page 11>
The Company has responded to the claim
and intends to pursue the matter vigorously as it believes the
Series C Preferred Stock is stock and, therefore, constitutes a proper
investment for the Plan.
6. Reclassification
Certain prior years data has been reclassified to conform to current
presentation.
<Page 12>
MOSLER INC.
Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations
Managements Discussion and Analysis of Financial Condition and
Results of Operations contains forward looking statments that are
subject to risks and uncertainties, including, but not limited to,
the impact of competitive products and pricing, product demand and
market acceptance, fluctuations in operating results and other risks
detailed from time to time in the Company's filings with the
Securities and Exchange Commission.
Results of Operations
Three months Ended March 29, 1997 Compared to the
Three Months Ended March 30, 1996
Sales
The Company's sales decreased during the three months
ended March 29, 1997 by 9.0% to $50.2 million from $55.2
million for the three months ended March 30, 1996. Product
sales in Physical security products decreased 12.6%,
Electronic security products decreased 11.2%, Currency
Handling product sales decreased 31.5% and International
sales decreased by 46.0% for the three months ending March
29, 1997 compared to the same period in fiscal 1996. Service
sales decreased by 1.0% for the three months ended March
29, 1997 as compared to the same period in fiscal 1996.
However, the Company was awarded several large service
contract orders in quarter ended March 29, 1997, which will
offset this reduction in the future.
Gross Profit
Gross profit decreased during the three months ended
March 29, 1997 by 20.3% to $10.5 million from $13.1 million.
Volume, price and product mix accounted for the majority of the
decrease in gross profit. The Company believes that the physical
security industry has experienced a significant increase in price
competition. Increased distribution costs and lower production
levels which generated under-absorbed overhead, also contributed
to the decline in product gross profit. Increased installation
and direct labor cost contributed to the decline in Service
gross profit.
<Page 13>
Selling and Administrative Expenses
Selling and administrative expenses increased in the three
months ended March 29, 1997 by 9.4% to $9.9 million from
$9.1 million for the three months ended March 30, 1996.
Plant closing cost of .7 million for the third quarter 1996 were
reclassified from the selling and administrative expense
category.
Operating Income
The Company's operating income/(loss) for the three
months ended March 29, 1997 of $0.5 million is $3.8 million
less than the three months ended March 30, 1996. The
deviation from prior year is mainly driven by the revenue
shortfall and increased expenses.
Nine months Ended March 29, 1997 Compared to the Nine
Months Ended March 30, 1996
Sales
The Company's sales decreased during the nine months
ended March 29, 1997 by 6.1% to $153.5 million from
$163.4 million. Service sales decreased by 1.7% to $79.7
million from $81.1 million due to a decline in service contract
sales of $1.1 million and time and material sales of $0.3
million.
Product net sales decreased during the nine months
ended March 29, 1997 by 10.3% to $73.8 million from $82.3
million. Electronic Security sales decreased 13.4% with
decreases in COMSEC sales of $2.5 million, Currency
Handling sales of $1.0 million, Access Control sales of $1.2
million offset in part by RTS sales increasing $0.3 million.
Physical Security product sales decreased 6.6% primarily due to a
decrease in financial institution product sales. In fiscal 1997,
financial institutions reduced investment in full service branches
and began "in-store/mini-branch" programs. The "in-store/
mini-branch" contains one-half the Company's product content versus
a full service facility. This resulted in lower Physical Security
product orders. As "in-store/mini-branch" programs accelerate, the
Company anticipates that the increasing number of locations will
offset the lower dollar amount of content per location.
<Page 14>
In addition, the Company will announce the "ChoiceNet" system, which
has traditionally been restricted to larger financial institutions
and multi-location commercial customers.
Backlog
Product order backlog increased 6.8% during the nine
months ended March 29, 1997 to $26.7 million from $25.0
primarily due to an increase in Electronic Security orders.
Gross Profit
Gross profit decreased during the nine months ended
March 29, 1997 by 6.7% to $34.4 million from $36.8 million.
As a percentage of sales gross profit decreased to 22.4% for
the nine months ended March 29, 1997 from 22.5% for the
nine months ended March 30, 1996. The decrease was
caused by lower gross profit levels on Electronic Security
products and Service sales.
Selling and Administrative Expenses
Selling and administrative expenses increased in the nine
months ended March 29, 1997 by 4.7% to $28.2 million from
$26.9 million for the nine months ended March 30, 1996.
Included in administrative expense for the nine months ended
March 29, 1997 are costs associated with the previously announced
service and administrative restructuring.
Operating Income
The Company's operating income for the nine months
ended March 29, 1997 of $6.2 million is $3.7 million less than
the nine months ended March 30, 1996. The deviation from
prior year is mainly driven by the revenue shortfall and
increased expenses.
Debt Expense
Debt expense for the nine months ended March 29, 1997
remained consistent at $13.7 million as compared to the
previous year. The slight increase was interest on the unpaid
dividends for preferred stock being offset by less interest
being paid on the bank note. Average interest expense for the
first three quarters of fiscal 1997 is 9.1% as compared to
10.2% for the same period of fiscal 1996.
<Page 15>
Net loss
Net loss increased $3.7 million for the nine months ended
March 29, 1997 to $7.5 million as compared to $3.8 million for
the same period of fiscal 1996 due to reasons discussed
above.
Financial Condition
Liquidity and Capital Resources
On October 1, 1996 the Company entered into a $32.5
million amended and restated financing agreement with a
group of banks represented by Star Bank, N.A. of Cincinnati,
Ohio. The original agreement dated December 1, 1995 was
for $29.5 million. Included in the $32.5 million amended credit
facility is a $3.5 million term loan payable in consecutive
equal quarterly installments of $250,000 commencing
December 1, 1996. As of March 29, 1997, after considering
outstanding letters of credit, guarantees and other obligations
which limit the availability of the credit facility, available
borrowing capacity under this amended facility was $ 6.9
million. Borrowings under the credit facility will bear interest
at the prime lending rate plus 0.5%. The Company's on going
cash requirements in addition to normal operations consist
primarily of interest payments on the notes, capital
expenditures and ESOP related payments.
Cash provided by operating activities was $9.4 million for
the nine months ended March 29, 1997 as compared to cash
used of $4.3 million for the same period of fiscal 1996 for an
favorable variance of $13.8 million. This favorable variance is
due to overall cash management techniques implemented by
the corporation. The Company has increased its efforts in cash
collection as well as improved the controls over cash
disbursements. The Company has increased the use of billing
terms which require down payments on receipt of order. It
has also improved the management of past due accounts.
<Page 16>
The Company's capital expenditures were $3.9 million for
the three quarters ended March 29, 1997 as compared to
$3.0 million for the nine months ending March 30, 1996. The
Company anticipates capital expenditures for fiscal 1997 will
be approximately $4.2 million.
The Company currently makes cash contributions to the
ESOP only to the extent necessary to fund the cash needs of
the ESOP for payments to retired, terminated and deceased
participants and for administrative expenses.
The Company is required to maintain certain financial
debt covenants under its credit agreement, as amended
on October 1, 1996. As of March 29, 1997 the company
completed an agreement with Star Bank N.A. under
which the credit facility covenants were amended. The
Company is currently in compliance with these covenants.
General
To keep pace with the ever changing market conditions, the Company
has made several significant changes in its management structure.
Historically the Company's sales, service and installation management
had been structured geographically. Each region had full profit and
loss responsibility for the sales, service and installation. With
the continued consolidation in the banking industry and in the
commercial sector, the geographical approach has led to
conflicts between regions. As such the company has implemented a
market channel structure that eliminates the regional approach.
To support this change as well as other management goals, the Company
is currently implementing a new computer system that will allow it to
better manage its operations. In conjunction with the new system the
Company will be changing certain accounting methods and procedures
in order to implement a Job Cost Management system. This will improve
the matching of revenue and expenses. This system will also allow
the company to better track the performance of projects.
On April 29, 1997 the Company settled a law suit with Dun
& Bradstreet Inc. The settlement was favorable to the Company.
The case centered around the performance of business and
financial software purchased by the Company.
<Page 17>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On April 29, 1997 the Company settled a law suit with
Dun & Bradstreet Inc. The settlement was favorable to
Mosler. The case centered around the performance of
business and financial software purchased by Mosler.
<Page 18>
MOSLER INC.
Signature
Pursuant to the requirements of Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Mosler Inc.
(Registrant)
Date: May 13, 1997 /s/ John W. Castle
John W. Castle
Acting CFO/Treasurer
<Page 19>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-28-1997
<PERIOD-END> MAR-29-1997
<CASH> 501
<SECURITIES> 0
<RECEIVABLES> 43,162,000
<ALLOWANCES> 904,000
<INVENTORY> 13,774,000
<CURRENT-ASSETS> 1,383,000
<PP&E> 43,230,000
<DEPRECIATION> 31,799,000
<TOTAL-ASSETS> 95,926,000
<CURRENT-LIABILITIES> 51,306,000
<BONDS> 192,202,000
<COMMON> 2,011,000
0
79,429,000
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 95,926,000
<SALES> 73,819,000
<TOTAL-REVENUES> 153,486,000
<CGS> 59,811,000
<TOTAL-COSTS> 120,131,000
<OTHER-EXPENSES> 28,546,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 13,252,000
<INCOME-PRETAX> (8,443,000)
<INCOME-TAX> 72,000
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (8,515,000)
<EPS-PRIMARY> (6.83)
<EPS-DILUTED> 0
</TABLE>
