<PAGE>
Form 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
----- EXCHANGE ACT OF 1934
For the quarterly period ended January 31, 1995
--------------------
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 0-17754
CONSILIUM, INC.
---------------
(Exact name of registrant as specified in its charter)
Delaware 94-2523965
-------- ----------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
640 Clyde Court, Mountain View, California 94043
- ------------------------------------------ -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 691-6100
--------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed under 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 January 31, 1995:
Common Stock, $0.01 par value 7,509,187
- ----------------------------- ------------------
Class Number of Shares
1
<PAGE>
CONSILIUM, INC.
INDEX
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets --
January 31, 1995 and October 31, 1994........... 3
Consolidated Statements of Operations --
Three months ended January 31, 1995
and 1994........................................ 4
Consolidated Statements of Cash Flows --
Three months ended January 31, 1995 and 1994.... 5
Notes to Consolidated Financial Statements...... 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations................ 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.................................. 13
Item 2. Changes in Securities.............................. 13
Item 3. Defaults upon Senior Securities.................... 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information.................................. 13
Item 6. Exhibits and Reports on Form 8-K................... 13
Signatures......................................... 16
</TABLE>
2
<PAGE>
PART I. FINANCIAL INFORMATION
CONSILIUM, INC.
CONDENSENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
January 31, 1995 October 31, 1994
---------------- ----------------
(unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 9,552 $ 8,682
Short term investments 1,227 3,500
Accounts receivable, net 6,238 5,181
Other current assets 1,147 1,055
--------- ---------
Total current assets 18,164 18,418
Property and equipment (net) 2,233 2,351
Software production costs (net) 5,416 5,524
Other assets 701 705
--------- ---------
Total assets $ 26,514 $ 26,998
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,386 $ 1,209
Deferred revenue 4,928 4,962
Capital lease obligation 213 313
Other current liabilities and
accrued expenses 3,786 4,589
--------- ---------
Total current liabilities 10,313 11,073
Deferred revenue 1,640 1,846
Deferred income taxes 348 348
Accrued lease obligation 68 85
--------- ---------
Total liabilities 12,369 13,352
--------- ---------
Total stockholders' equity 14,145 13,646
--------- ---------
Total liabilities and
stockholders' equity $ 26,514 $ 26,998
========= =========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
3
<PAGE>
CONSILIUM, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data; unaudited)
<TABLE>
<CAPTION>
Three months ended
January 31,
1995 1994
----------- ----------
<S> <C> <C>
Revenues:
Product $ 3,801 $ 2,359
Services 1,110 1,954
Maintenance 2,580 2,384
Development 128 343
---------- ----------
Total revenues 7,619 7,040
---------- ----------
Costs and expenses:
Product 798 622
Services 975 1,880
Research and development 2,235 1,981
Selling and marketing 2,647 2,767
General and administrative 820 776
---------- ----------
Total costs and expenses 7,475 8,026
Income/(loss) from operations 144 (986)
Interest income 141 109
Interest expense (5) (11)
---------- ----------
Income/(loss) before income taxes 280 (888)
Provision for income taxes 182 187
---------- ----------
Net income/(loss) $ 98 $ (1,075)
========== ==========
Net income/(loss) per share $ 0.01 $ (0.15)
========== ==========
Shares used in per share
calculations: 7,621 7,275
========== ==========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE>
CONSILIUM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands; unaudited)
<TABLE>
<CAPTION>
Three months ended
January 31,
-------------------
1995 1994
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 98 $ (1,075)
-------- ---------
Adjustments to reconcile net income (loss) to
net cash used in operating activities:
Depreciation and amortization 834 859
Provision for doubtful accounts 114 79
Change in assets and liabilities:
Accounts receivable, net (1,171) (1,118)
Other assets (88) 1,033
Accounts payable 177 92
Deferred revenue (240) 105
Other liabilities and accrued expenses (820) (462)
Deferred income taxes --- (1,026)
-------- --------
Total adjustments (1,194) (438)
-------- --------
Net cash used in operating activities (1,096) (1,513)
-------- --------
Cash flows from investing activities:
Capital expenditures (251) (248)
Capitalized software production costs (357) (407)
Purchases of short-term investments (18,504) (18,576)
Sales of short-term investments 20,777 20,824
-------- --------
Net cash provided by investing activities 1,665 1,593
-------- --------
Cash flows from financing activities:
Issuance of common stock 401 525
Principal payments on capital leases (100) (93)
-------- --------
Net cash provided by financing activities 301 432
-------- --------
Net increase in cash and cash equivalents 870 512
-------- --------
Cash and cash equivalents at beginning of period 8,682 7,153
-------- --------
Cash and cash equivalents at end of period $ 9,552 $ 7,665
======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
5
<PAGE>
CONSILIUM, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. These interim condensed consolidated financial statements are unaudited but
reflect, in the opinion of management, all normal recurring adjustments
necessary to present fairly the financial position of Consilium, Inc. and
Subsidiaries (the Company) as of January 31, 1995 and October 31, 1994,
including the results of operations and cash flows for the three month
periods ended January 31, 1995 and 1994. Because all the disclosures
required by generally accepted accounting principles are not included,
these interim condensed consolidated financial statements should be read in
conjunction with the audited financial statements and notes thereto in the
Company's Annual Report as of and for the year ended October 31, 1994. The
year-end condensed consolidated balance sheet data as of October 31, 1994
was derived from audited financial statements, but does not include all
disclosures required by generally accepted accounting principles.
The results of operations and cash flows for the three month period ended
January 31, 1995 are not necessarily indicative of results of operations
and cash flows for any future period.
2. Software Production Costs (In thousands):
<TABLE>
<CAPTION>
Three Months ended
January 31,
1995 1994
------ ------
<S> <C> <C>
Capitalized software
production costs $357 $407
Amortization of
capitalized software
production costs $466 $529
</TABLE>
3. Net income per common share is computed using the weighted average number
of common and dilutive common equivalent shares outstanding during the
period. Diluted common equivalent shares consist of stock options. Loss
per share is based upon the weighted average number of common shares
outstanding during the period.
4. The income tax charge for the three month period ended January 31, 1995
represents taxes on earnings of foreign subsidiaries, which are profitable,
and taxes withheld on sales made in Korea and Japan. No income tax benefit
has been computed on the loss of the parent company for the three month
period ended January 31, 1994.
6
<PAGE>
5. The Company adopted Statement of Financial Accounting Standards No. 109
("SFAS 109"), Accounting for Income Taxes as of November 1, 1993. Under
SFAS 109, deferred income taxes are recognized for the tax consequences
that will occur in future years because of differences between the tax
basis of assets and liabilities and the financial accounting basis of such
assets and liabilities. A valuation allowance has been established to
reduce the deferred tax asset to the amount the Company believes is more
likely than not to be realized.
The cumulative effect of adoption of SFAS 109 was not material to the
Company's results of operations or financial position for the year ended
October 31, 1994. Prior periods have not been restated.
6. Effective November 1, 1994, the Company adopted Statement of Financial
Accounting Standards No. 115, "Accounting for Certain Investments in Debt
and Equity Securities." This statement requires the Company to classify
debt and equity securities into one of three categories: held-to-maturity,
trading, or available-for-sale. At January 31, 1995, substantially all of
the Company's investments were classified as held-to-maturity and the
difference between the cost and fair market value of those securities was
negligible.
The following table summarizes the Company's securities at January 31, 1995
(in thousands):
<TABLE>
<CAPTION>
Amortized Market
Issue Cost Value
----- --------- ------
<S> <C> <C>
State, municipal, and
county government notes $1,227 $1,227
and bonds
</TABLE>
7. During the third quarter of fiscal 1994, the Company announced a worldwide
consolidation of its operations and recorded a restructuring charge of
$1,407,000. The consolidation primarily affected five field offices and
was designed to improve efficiencies and bring operational expenses in line
with revenues. Major cost components associated with the restructuring and
their respective percentage of the total charge were severance pay amounts
for fifteen terminated employees (38%), and lease and rental costs
associated with the consolidation of the five offices and the consolidation
of operations at the Company's headquarters facilities (39%). The balance
is comprised of property and equipment write-offs in the offices affected,
and incremental travel and legal fees.
From a cash flow perspective, approximately $80,000 and $450,000 of this
charge was paid out in the third and fourth quarters of fiscal 1994.
During the first quarter of fiscal 1995, approximately $200,000 was paid
out. Restructuring activities are expected to be completed by mid-year
1995 and the Company expects to pay out approximately $250,000 in cash
related to remaining restructuring activities.
7
<PAGE>
8. Certain reclassifications were made to the 1994 amounts to conform to the
1995 presentation. These reclassifications did not change the previously
reported net loss of the Company.
9. In the ordinary course of business, various legal actions and claims
pending have been filed against the Company. In the opinion of management,
the ultimate liability, if any, with respect to these matters, will not
materially affect the results of operations or financial position of the
Company.
8
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
--------------------------------------------------
Condition and Results of Operations
-----------------------------------
Results of Operations
- ---------------------
Revenues. Total revenues for the first quarter of fiscal 1995 increased 8%
--------
to $7,619,000 compared with $7,040,000 in the first quarter of 1994. The
increase was due primarily to higher product revenues, offset by a decline in
development and development-related services revenues.
Product revenues for the three month period ended January 31, 1995
increased 61% over the same period of the previous year. The current quarter
increase was primarily due to higher revenue levels from the Company's newer
WorkStream Open and FlowStream products. The Company expects that product
revenue may be adversely impacted in the near term due to lack of broad market
acceptance for its newer products.
The Company's product license revenue has historically been concentrated in
a relatively small number of customers and its products have a high average
selling price. The large size of individual sales orders will continue to
contribute to uncertainty about the results of future periods. The Company also
has experienced delays in transitioning from a single product on a proprietary
operating system to developing and supporting two products on new, standards-
based technology.
Domestic product revenue for the three months ended January 31, 1995
represented 54% of total product revenue compared with 56% in the same period of
the previous year. License revenues attributable to the Company's WorkStream
Open and FlowStream products represented 65% of product revenue in the three
months ended January 31, 1995, compared with 49% in the same period of the
previous year. License revenues attributable to the Company's original
WorkStream product represented 35% of product revenue during the current fiscal
quarter compared with 51% in same period last year.
Services revenues for the three month period ended January 31, 1995
decreased 43% compared with the same period of fiscal 1994. Service revenues
are derived primarily from custom programming services, resident and application
consulting services, and customer training. In the first quarter of fiscal
1994, the Company recorded $850,000 of revenue earned on an automation project
with a semiconductor customer to carry out custom programming and development
work. This project became part of core product development after the first
quarter of fiscal 1994. The Company had no such custom programming service
revenue during the current quarter. Excluding this transaction, services
revenues were essentially unchanged during the current quarter compared with the
prior year period. The Company does not expect significant custom programming
service revenues in the near term as programming resources are utilized on
development projects and ongoing research and development activities.
Maintenance revenues for the three month period ended January 31, 1995
increased 8% compared with the same period of fiscal 1994. The
9
<PAGE>
increase was attributable to higher maintenance levels from the Company's
WorkStream Open and FlowStream product lines. The Company anticipates
maintenance revenues associated with these newer products will increase slightly
in the near term due to the higher volume of license revenues recorded in recent
quarters. The Company also expects that maintenance revenues will remain a
significant portion of total revenue for the foreseeable future.
Development revenues for the three month period ended January 31, 1995
decreased 63% to $128,000, compared with $343,000 in the first quarter of fiscal
1994. The decrease is associated with the winding down and completion of recent
porting and co-development activity. The Company is currently negotiating with
customers for certain targeted development efforts that could result in an
increase in development revenues. Development revenues include work associated
with porting agreements and co-funded development contract work for third
parties. Under these contracts and agreements, the Company earns development
and porting revenues, with the third parties having the non-exclusive rights to
license and use the software. The results of these development contracts and
porting projects are expected to become standard products upon completion of the
work.
Costs and Expenses. Cost of product revenue was 21% of product revenue for
-------------------
the three month period ended January 31, 1995, compared with 26% in the
comparable period of fiscal 1994. Cost of product revenue includes amortization
of software production costs, royalties, distributor commissions, and purchased
software which is resold to the end customer, typically along with the Company's
proprietary software. The absolute dollar increase in cost of product revenues
from the comparable 1994 period was due to a change in the mix of product
revenues coupled with associated higher royalties and purchased third party
software, and offset by lower software amortization costs. Cost of product
revenue is higher on sales of the Company's WorkStream Open and FlowStream
products compared with its original WorkStream product. This is primarily due
to royalties associated with third party applications embedded within these
product lines.
Cost of services revenue represented 88% of total service revenues for the
quarter ended January 31, 1995, compared with 96% in the comparable quarter of
fiscal 1994. Services costs include expenses for the customer response center,
resident and application consulting services, customer services, and training
groups within the Company. The absolute dollar decrease in cost of services
compared with the same period last year was primarily due to a change in the
nature of work performed by the corporate professional services group. The
nature of a portion of the group's work changed from service-oriented projects
to research and development, principally for the automation project discussed in
the services revenue section above. These expenses, which were included in cost
of services in the comparable period of 1994, are now included in research and
development costs. Approximately $700,000 of costs attributable to this
10
<PAGE>
automation project were included in cost of services revenue in the comparable
quarter of fiscal 1994. Other costs associated with the service departments
remained essentially unchanged.
Research and Development Expenses. Research and development expenses were
----------------------------------
29% of total revenues for the quarter ended January 31, 1995, compared with 28%
for the same quarter of the previous year. Included in these expenses are costs
associated with porting and co-funded development projects, as well as costs of
enhancing and maintaining existing products. The increase for the three month
period ended January 31, 1995 compared with the same period last year was due to
higher contractor expenses and a lower level of capitalized software costs.
Capitalized software costs decreased to 14% of total research and
development costs from 17% in the comparable quarter of 1994. The percentage
decrease was due to a decline in the absolute dollar amount of software costs
capitalized during these periods, and higher research and development expenses
incurred for ongoing development of the Company's WorkStream, FlowStream and
next generation products. Capitalized costs attributable to the Company's
FlowStream product were lower during the current quarter compared with the same
period last year due to the completion of projects associated with an upcoming
release. In accordance with FASB 86, the amount of research and development
expenditures capitalized in a given period of time depends upon the nature of
development performed. Accordingly, amounts capitalized may vary from period to
period.
Selling and Marketing Expenses. Selling and marketing expenses were 35%
-------------------------------
of total revenues for the quarter ended January 31, 1995, compared with 39% in
the comparable quarter of fiscal 1994. The absolute dollar decrease for the
three months ended January 31, 1995 compared with the same period last year was
primarily due to a decline in salary, travel and office expenses and in part to
the consolidation of sales operations which occurred during the third quarter of
fiscal 1994.
General and Administrative Expenses. General and administrative expenses
------------------------------------
were essentially unchanged at 11% of total revenues for three month periods
ended January 31, 1995 and 1994. General and administrative costs include the
costs of the finance, accounting, purchasing and administrative operations of
the Company. The absolute dollar increase for the current quarter ended January
31, 1995 compared with the same period last year was due to an increase in the
allowance for doubtful accounts and salary related expenses.
Interest Income and Expense. For the three month period ended January 31,
----------------------------
1995, interest income was $141,000, compared with $109,000 for the same period
of the previous year. Higher interest rate levels during this comparable period
offset by lower invested cash balances accounted for the increase. Interest
expense for the three month period ended January 31, 1995 was $5,000, compared
with interest expense of $11,000 for the same period of the last fiscal year.
Interest expense relates to property and equipment financed under capital
leases.
11
<PAGE>
Provision for Income Taxes. The current period's effective tax rate of 65%
--------------------------
represents taxes on earnings of foreign subsidiaries and taxes withheld on sales
made primarily in Japan and Korea. The comparable rate for the first quarter of
fiscal 1994 was 21%.
Net Income (Loss) The Company had net income of $98,000 or $.01 per share
-----------------
in the quarter ended January 31, 1995, compared with a net loss of $1,075,000 or
$.15 per share, in the same period of the prior year. The current quarter net
income was the result of higher revenues and lower costs and expenses compared
with the same period of the previous year.
Quarterly Results. The Company's results of operations have historically
-----------------
fluctuated on a quarterly basis due to several factors. The relatively high
average selling price of the Company's products, the dependence on a small base
of customers, a relative small number of transactions, and the entry of the
Company's new products into new markets can cause significant variations in
revenues and net income or loss from quarter to quarter. The operating results
in any quarter are not necessarily indicative of results for future financial
periods.
Liquidity and Capital Resources. As of January 31, 1995, the Company had
--------------------------------
$9,552,000 in cash and cash equivalents, as well as $1,227,000 in short-term
investments. These balances result primarily from $10,600,000 in net proceeds
remaining from the Company's 1989 initial public offering of securities and
approximately $3,000,000 from stock sold to Digital Equipment Corporation during
1990 and 1989. The Company's total cash and investment holdings have declined
15% over the past twelve months, primarily due to operational losses and the
payment of expenses associated with restructuring in late fiscal 1994.
Management believes the existing cash and cash equivalents, including
short-term investments, will be sufficient to meet the Company's currently
anticipated working capital and capital expenditure requirements for the next
twelve months.
12
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
The information required by this item is set forth in note 9 of the
Condensed Consolidated Financial Statements on page 8 of this Form 10Q
for the quarterly period ended January 31, 1995, and is hereby
incorporated by reference.
Item 2. Changes in Securities
---------------------
None
Item 3. Defaults upon Senior Securities
-------------------------------
None
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
None
Item 5. Other Information
------------------
None
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a). List of Exhibits
Exhibit
Number Exhibit Title
------- -------------
3.1* Certificate of Incorporation of the Company.
3.2* Bylaws of the Company.
10.1** Lease agreement for the Company's principal facility, dated
November 28, 1988, among the Company and John Arrillaga, Trustee
of the John Arrillaga Separate Trust and Richard T. Peery,
Trustee of the Richard T. Peery Separate Property Trust.
10.2** Master Lease Agreement, dated December 2, 1988, between the
Company and General Electric Capital Corporation, with schedules.
10.3*** Lease agreement paperwork for the 630 Clyde Court facility, dated
March 6, 1990, among the Company and Santa Clara Property
Associates.
10.5** Letter Agreement, dated July 22, 1987, with respect to the
employment of Thomas Tomasetti.
10.6@* Form of Director and Officer Indemnity Agreement.
13
<PAGE>
10.7**@ Form of Stock Purchase Agreement entered into with certain of the
Company's officers dated June 3, 1983.
10.8**@ Amended and Restated 1983 Stock Option Plan.
10.10**@ Forms of Stock Option Agreement used in conjunction with the 1983
Stock Option Plan.
10.11**@ 1989 Employee Stock Purchase Plan.
10.12**@ Consilium Savings and Retirement Plan.
10.14**# Series C Preferred Stock Purchase Agreement, dated March 6, 1989,
between the Company and Digital Equipment Corporation.
10.15**# Development Agreement between the Company and Digital Equipment
Corporation, dated March 6, 1989.
10.17@*** 1990 Outside Director's Stock Option Plan.
10.18@*** Forms of Outside Directors Stock Option Agreement used in
conjunction with the 1990 Outside Director's Stock Option Plan.
10.19#****Agreement between the Company and Honeywell, Inc., Industrial
Automation and Control, dated April 1, 1993.
10.20* Nonqualified Stock Option Agreement between the Company and L.
Barton Alexander dated November 30, 1993.
10.21* Nonqualified Stock Option Agreement between the Company and L.
Barton Alexander dated November 30, 1993.
10.22* Nonqualified Stock Option Agreement between the Company and
Gerard H. Langeler dated November 30, 1993.
11.1 Computation of Earnings and Loss Per Share (three months ended
January 31, 1995 and 1994).
27 Financial Data Schedule
* Incorporated by reference from exhibits of the same number in
Registrant's quarterly report on 10-Q filed on September 14, 1994.
** Incorporated by reference from exhibits of the same number in
Registrant's Registration Statement on Form S-1 (File No. 33-27947),
effective May 9, 1989.
14
<PAGE>
*** Incorporated by reference from exhibits 10.16 and 10.17 of the
Company's Annual Report on Form 10-K for the year ended October 31,
1990.
**** Incorporated by reference from exhibit 10.19 to Registrant's quarterly
report on Form 10-Q filed on June 11, 1993.
# The Securities and Exchange Commission has granted confidential
treatment for portions of this document.
@ Compensatory or employment arrangement.
(b) Reports on Form 8-K
No report on Form 8-K was filed during the quarter ended
January 31, 1995.
15
<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, a duly authorized officer and the chief accounting officer of the
registrant.
CONSILIUM, INC.
-----------------------
(Registrant)
Date March 15, 1995 by: /s/ Richard H. Van Hoesen
-------------------- ----------------------------
Richard H. Van Hoesen
Vice President, Finance and
Administration and
Principal Financial Officer
16
<PAGE>
EXHIBIT 11.1
CONSILIUM, INC.
COMPUTATION OF EARNINGS AND LOSS PER SHARE
(Unaudited)
(Amounts in thousands, except per share amounts)
<TABLE>
<CAPTION> Three months ended
January 31,
1995 1994
---------- ----------
<S> <C> <C>
Primary and Fully Diluted
Earnings per Share:
Weighted average number of 7,468 7,275
shares outstanding
Weighted average number of shares 153 ---
assuming exercise of stock
options outstanding (1)
------ -------
Weighted average number of shares
outstanding, as adjusted 7,621 7,275
====== =======
Net income (loss) $ 98 $(1,075)
====== =======
Net income (loss) per share $ 0.01 $ (0.15)
====== =======
</TABLE>
(1) Stock options have not been included in the calculation of loss per share
as their effect would be anti-dilutive.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1995
<PERIOD-START> NOV-01-1994
<PERIOD-END> JAN-31-1995
<CASH> 9,552
<SECURITIES> 1,227
<RECEIVABLES> 6,238
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 18,164
<PP&E> 2,233
<DEPRECIATION> 0
<TOTAL-ASSETS> 26,514
<CURRENT-LIABILITIES> 10,313
<BONDS> 0
<COMMON> 14,145
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 26,514
<SALES> 7,619
<TOTAL-REVENUES> 7,619
<CGS> 1,773
<TOTAL-COSTS> 1,773
<OTHER-EXPENSES> 5,702
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (5)
<INCOME-PRETAX> 280
<INCOME-TAX> 182
<INCOME-CONTINUING> 144
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 98
<EPS-PRIMARY> 0.01
<EPS-DILUTED> 0
</TABLE>
