<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended August 3, 1996 COMMISSION FILE NO. 0-17870
LECHTERS, INC.
----------------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW JERSEY No. 13-2821526
- ----------------------------------------------- --------------------
(STATE OR OTHER JURISDICTION OF INCORPORATION) (I.R.S. EMPLOYER
IDENTIFICATION NO.)
1 Cape May Street, Harrison, NEW JERSEY 07029
- ----------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code: (201) 481-1100
--------------
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, and (2) has been subject to such filing
requirements for the past 90 days.
YES x NO
--- ---
The number of shares of the Registrant's common stock, without par
value, outstanding at September 13, 1996: 17,155,086:
<PAGE> 2
LECHTERS, INC. AND SUBSIDIARIES
FORM 10-Q
FOR QUARTER ENDED AUGUST 3, 1996
INDEX
PAGE NO.
--------
PART I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets -
August 3, 1996 and February 3, 1996 1
Consolidated Statements of Income
for the Thirteen and Twenty-Six Weeks Ended
August 3, 1996 and July 29, 1995 2
Consolidated Statements of Cash Flows
for the Twenty-Six Weeks Ended
August 3, 1996 and July 29, 1995 3
Consolidated Statement of Shareholders'
Equity for the Twenty-Six Weeks Ended
August 3, 1996 4
Notes to Consolidated Financial
Statements 5-7
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations 8-11
PART II. Other Information
Item 6. Exhibits and Reports 12
<PAGE> 3
LECHTERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except share and per share amounts)
<TABLE>
<CAPTION>
August 3, February 3,
1996 1996
--------- -----------
A S S E T S (unaudited)
<S> <C> <C>
Current Assets:
Cash and Cash Equivalents $ 10,694 $ 4,234
Marketable Securities 22,169 37,606
Accounts Receivable 10,102 5,573
Merchandise Inventories 118,959 109,898
Prepaid Expenses 11,195 5,519
-------- --------
Total Current Assets 173,119 162,830
Property and Equipment:
Fixtures and Equipment 66,057 64,688
Leasehold Improvements 101,677 100,840
-------- --------
167,734 165,528
Less Accumulated Depreciation & Amortization 67,534 60,446
-------- --------
100,200 105,082
Other Assets 4,996 4,400
-------- --------
Total Assets $278,315 $272,312
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts Payable $ 15,696 $ 7,827
Salaries, Wages and Other Accrued Expenses 15,952 13,546
Taxes, Other Than Income Taxes 1,858 1,591
Federal and State Income Taxes 88 753
Current Portion Long-Term Debt 2,625 3,000
-------- --------
Total Current Liabilities 36,219 26,717
Long-term Debt
Senior Notes Payable - 17,250
5% Convertible Subordinated Debentures
due September 27, 2001 (Net of Unamortized
Discount of $6,689 and $7,212, respectively) 58,311 57,788
-------- --------
Total Long-term Debt 58,311 75,038
Deferred Income Taxes and Other Deferred Credits 22,146 21,915
Shareholders' Equity:
Convertible Preferred Stock, $100 Par Value
Authorized 1,000,000 Shares,
Issued and Outstanding - Series A - 149,999
Shares; Series B - 50,001 Shares 20,000 --
Common Stock, Without Par Value,
Authorized 50,000,000 Shares,
Issued and Outstanding 17,155,086
and 17,155,086 Shares, Respectively 58 58
Unrealized Holding (Loss) Gain on Available
for Sales Securities (111) 38
Additional Paid-in Capital 62,273 62,773
Retained Earnings 79,419 85,773
-------- --------
Total Shareholders' Equity 161,639 148,642
-------- --------
Total Liabilities and Shareholders' Equity $278,315 $272,312
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 4
LECHTERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except share and per share data)
<TABLE>
<CAPTION>
Thirteen Weeks Ended Twenty-Six Weeks Ended
-------------------------------- -------------------------------
August 3, July 29, August 3, July 29,
1996 1995 1996 1995
------------ ------------ ------------ ------------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Net Sales $ 92,727 $ 88,671 $ 177,719 $ 168,987
Cost of Goods Sold (including
occupancy and indirect costs) 70,849 65,926 135,227 126,002
------------ ------------ ------------ ------------
Gross Profit 21,878 22,745 42,492 42,985
Selling, General and
Administrative Expenses 25,853 24,626 51,361 47,914
------------ ------------ ------------ ------------
Operating Loss (3,975) (1,881) (8,869) (4,929)
Other Expenses (Income):
Interest Expense 1,186 1,818 2,742 3,456
Interest Income (369) (506) (845) (1,219)
Loss (Gain) on Sale of
Government Securities 1 (30) 4 (30)
------------ ------------ ------------ ------------
Total Other Expenses (Income) 818 1,282 1,901 2,207
------------ ------------ ------------ ------------
Loss Before Income Taxes (4,793) (3,163) (10,770) (7,136)
Income Tax Benefit (1,965) (1,297) (4,416) (2,926)
------------ ------------ ------------ ------------
Net Loss $ (2,828) $ (1,866) $ (6,354) $ (4,210)
============ ============ ============ ============
Net Loss Per Share ($ 0.16) ($ 0.11) ($ 0.37) ($ 0.24)
============ ============ ============ ============
Weighted Average Common Shares
Outstanding 17,327,000 17,333,000 17,286,000 17,374,000
============ ============ ============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 5
LECHTERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
<TABLE>
<CAPTION>
Twenty-Six Weeks Ended
----------------------
August 3, July 29,
1996 1995
--------- --------
(unaudited)
<S> <C> <C>
Cash Flows From Operating Activities:
Net Loss $ (6,354) ($ 4,210)
Adjustments to Reconcile Net Loss to Net
Cash (Used In) Provided By Operating
Activities:
Depreciation and Amortization 8,349 7,768
Other 888 422
Changes in Assets and Liabilities:
Increase in Accounts Receivable (4,529) (440)
Increase in Merchandise Inventories (9,061) (14,123)
Increase in Prepaid Expenses (5,676) (5,033)
Increase in Accounts Payable,
Accrued Expenses and Taxes Other
Than Income Taxes 10,542 5,534
Decrease in Income Taxes Payable (665) (236)
Increase in Other Assets (687) (175)
-------- --------
Net Cash Used In
Operating Activities (7,193) (10,493)
-------- --------
Cash Flows From Investing Activities:
Capital Expenditures (3,907) (9,813)
Decrease in Available for Sale
Securities 15,185 15,205
-------- --------
Net Cash Provided by
Investing Activities 11,278 5,392
-------- --------
Cash Flows From Financing Activities:
Issuance of Preferred Stock 20,000 --
Payment of Senior Notes Payable (17,625) --
Exercise of Stock Options -- 267
-------- --------
Net Cash Provided by Financing
Activities 2,375 267
-------- --------
Net Increase (Decrease) in Cash and
Cash Equivalents 6,460 (4,834)
Cash and Cash Equivalents, Beginning of
Period 4,234 14,774
-------- --------
Cash and Cash Equivalents, End of Period $ 10,694 $ 9,940
======== ========
Supplemental Disclosure of Cash Flows
Information:
Non Cash Investing Activities:
Unrealized Holding (Loss) Gain Adjustment
on Available for Sale Securities $ (252) $ 329
======== ========
Cash Paid During the Period for:
Interest $ 1,100 $ 1,207
======== ========
Income Taxes Paid/(Refunded) $ 665 ($ 1,190)
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 6
LECHTERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(Amounts in thousands)
<TABLE>
<CAPTION>
Common Preferred Additional Unrealized
Stock Stock Paid-In Retained Holding
Issued Issued Capital Earnings Gain(Loss) Total
------ ------ ------- -------- ---------- -----
<S> <C> <C> <C> <C> <C> <C>
Balance,
February 3,
1996 $58 $ -- $62,773 $85,773 $ 38 $148,642
Issuance of
Preferred Stock
Net of Issuance
Expenses -- 20,000 (500) -- -- 19,500
Net Loss Twenty-Six
Weeks Ended August 3,
1996 -- -- -- (6,354) -- (6,354)
Unrealized
Holding Loss
Adjustment -- -- -- -- (149) (149)
--- ------- ------- ------- ------ --------
Balance, August 3,
1996 (unaudited) $58 $20,000 $62,273 $79,419 ($111) $161,639
=== ======= ======= ======= ====== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 7
LECHTERS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. GENERAL
The accompanying unaudited Consolidated Financial Statements have been
prepared in accordance with the instructions for Form 10-Q and do not
include all the information and footnotes required by generally
accepted accounting principles for complete financial statements. In
the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation for
interim periods have been included.
The Company's results of operations for the thirteen and twenty-six
weeks ended August 3, 1996 are not necessarily indicative of the
operating results for the full year.
Certain reclassifications have been made to the financial statements of
the prior year to conform with the classification used for fiscal 1996.
2. NET LOSS PER SHARE
Net loss per share data were computed by dividing net loss by the
weighted average number of common shares and common share equivalents
outstanding during the thirteen and twenty-six weeks ended August 3,
1996 and July 29, 1995. Common stock equivalents include outstanding
stock options. The Company's 5% Convertible Subordinated Debentures
issued in September 1991 did not qualify as a common stock equivalent
at the time of issue and were not included in the calculation of
primary net loss per share for the periods ended August 3, 1996 and
July 29, 1995. The Company's Convertible Preferred Stock issued on
April 5, 1996 also did not qualify as a Common Stock equivalent at the
time of issue. For the purpose of computing fully diluted net loss per
share, the assumed conversion of such debentures would have an
anti-dilutive effect on fully diluted loss per share for the thirteen
and twenty-six weeks ended August 3, 1996 and July 29, 1995. With
respect to the Convertible Preferred Stock, conversion of such
preferred stock would have an anti-dilutive effect on the calculation
of fully diluted loss per share for the thirteen and twenty-six weeks
ended August 3, 1996.
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<PAGE> 8
3. CONVERTIBLE PREFERRED STOCK
On April 5, 1996, the Company issued 149,999 shares of Series A
Convertible Preferred Stock, $100 par value ("Series A Preferred
Stock") and 50,001 shares of Series B Convertible Preferred Stock, $100
par value ("Series B Preferred Stock") at par value. Said shares of
Convertible Preferred Stock were sold to Prudential Private Equity
Investors III, L.P. for $20,000,000. The proceeds from the sale of the
Series A and Series B Preferred Stock were used to prepay $2,625,000 of
the 10.5% Senior Notes due 1998 and $15,000,000 of the 9.53% Senior
Notes due 2001. The balance of the proceeds are being used for general
corporate purposes. Expenses of the private placement were charged to
Additional Paid-in Capital. Series A Preferred Stock and Series B
Preferred Stock are convertible to Common Stock at a conversion price
of $6.25 per share. Series A Preferred Stock is convertible to
2,399,984 shares of common stock and has voting rights equivalent to
the same number of common shares. Series B Preferred stock is
convertible to 800,016 shares of common stock but has no voting rights.
Both Series A Preferred Stock and Series B Preferred Stock receive a
dividend of 5.05% payable annually. Series A Preferred Stock and Series
B Preferred stock did not qualify as a common stock equivalent the time
of issue.
Robert Knox, a Director of the Company, is a limited partner in
Prudential Private Equity Investors III, L.P.
4. AMENDMENT AND EXTENSION OF THE CREDIT AGREEMENT - On May 23, 1996, the
Company amended and extended its $40,000,000 unsecured credit agreement
by entering into an Amended and Restated Credit Agreement ("Credit
Agreement") with a group of banks. The Credit Agreement includes a
sub-allocation of $30,000,000 for letters of credit. Borrowings under
the Credit Agreement bear a base rate interest of either (1) higher of
the prime rate or Federal Funds Rate plus 1/2% or (2) an Adjusted
Eurodollar Rate based on LIBOR. The amended Credit Agreement requires
maintenance of certain earnings and fixed charge coverage ratios. The
interest rate is adjusted by from 1.4% to 2.5% depending on the ratio
of consolidated indebtedness to pre-tax cash earnings. The Credit
Agreement terminates on May 22, 1998.
- 6 -
<PAGE> 9
5. NOTE 5. RECENT ACCOUNTING PRONOUNCEMENTS - In March 1995, the
Financial Accounting Standards Board issued 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." This statement establishes accounting
standards for the impairment of long-lived assets, certain
intangibles and goodwill related to those assets to be held and
used, and for long-lived assets and certain identifiable
intangibles to be disposed of. The Company has adopted this new
Statement in the first quarter of Fiscal 1996 and the adoption
has had no material effect on reported earnings for the thirteen
and twenty-six weeks ended August 3, 1996.
In October 1995, the Financial Accounting Standards Board issued SFAS
123, "Accounting for Stock-Based Compensation," that establishes a fair
value method of accounting and reporting for stock-based employee
compensation plans. Under the fair value method, compensation cost is
recognized over the service period, which is usually the vesting period.
The statement encourages but does not require adoption of the fair value
method. As provided for in the Statement, the Company will continue to
apply the accounting provisions of Accounting Principles Board Opinion
No. 25. "Accounting for Stock Issued to Employees," and make the
appropriate disclosures in its fiscal 1996 annual report footnotes.
- 7 -
<PAGE> 10
RESULTS OF OPERATIONS
THIRTEEN WEEKS ENDED AUGUST 3, 1996 IN COMPARISON WITH THIRTEEN WEEKS ENDED JULY
29, 1995.
Net sales for the thirteen weeks ended August 3, 1996, were $92,727,000, an
increase of $4,056,000 (4.6%) over net sales of $88,671,000 for the thirteen
weeks ended July 29, 1995. The increase in net sales was primarily attributable
to the increase in the number of stores open in Fiscal 1996 compared to the
prior year. With respect to comparable store sales, sales for the thirteen weeks
ended August 3, 1996 declined 0.8% compared to the thirteen weeks ended July 29,
1995. On August 3, 1996, there were 643 stores open compared to 618 stores open
on July 29, 1995, an increase of 25 stores (4.0%). During the thirteen weeks
ended August 3, 1996, the Company opened three new stores and closed one store.
Gross profit for the thirteen weeks ended August 3, 1996, was $21,878,000,
or 23.6% as a percent of sales. The comparable gross profit for the thirteen
weeks ended July 29, 1995 was $22,745,000 or 25.7% as a percent of sales. The
decline in gross profit was $867,000 and 2.1% point as a percent of sales. The
reduction in gross profit dollars and margin was attributable to several
factors. There was an increase in the proportion of lower gross margin
producing outlet stores within the Company. There also was an increased use of
promotional pricing as a competitive marketing strategy. Finally, gross
profit was adversely impacted by the under-absorption of fixed occupancy costs
given the experienced decline in comparable store sales.
Selling, general and administrative expenses for the thirteen weeks ended
August 3, 1996, increased $1,227,000, a 5.0% increase over the thirteen weeks
ended July 29, 1995. As a percent of sales, selling, general and administrative
expenses for the second quarter of Fiscal 1996 were 27.9%, a 0.1% point increase
compared to the rate of 27.8% for the thirteen weeks ended July 29, 1995. The
addition of 25 stores over the prior year incrementally increased operating
expenses. Additionally, the Company received fewer vendor allowance dollars
given its experienced increase in directly sourced and imported merchandise.
- 8 -
<PAGE> 11
Other expenses at $818,000 for the thirteen weeks ended August 3, 1996,
decreased $464,000 from $1,282,000 reported for the same period of the prior
year. As a percent of sales, other expenses were 0.9% for the period compared to
1.4% for the same period last year. Interest expense declined $632,000 from the
prior year due to the prepayment of $17,625,000 of senior notes payable during
the first quarter of Fiscal 1996 and the repayment of $3,750,000 of senior notes
payable during the third quarter of Fiscal 1995. Interest income for the
thirteen weeks ended August 3, 1996 was $369,000, a decrease of $137,000 caused
by the reduction in the year-to-year average balance of marketable securities.
TWENTY-SIX WEEKS ENDED AUGUST 3, 1996 IN COMPARISON WITH TWENTY-SIX WEEKS ENDED
JULY 29, 1995
Net sales for the twenty-six week period ended August 3, 1996 increased
$8,732,000 to $177,719,000, or 5.2 % over net sales of $168,987,000 for the
twenty-six weeks ended July 29, 1995. This increase was primarily attributable
to the increase in the number of stores open during the current fiscal year
compared to the prior fiscal year. Comparable store sales for the twenty-six
weeks ended August 3, 1996 declined 0.8% from the comparable twenty-six week
period for fiscal 1995. As of August 3, 1996 the Company operated 643 stores
compared to 618 stores open as of July 29, 1995 an increase of 4.0%. During the
twenty-six week period ended August 3, 1996, the Company has opened 5 stores and
closed 4 stores, a net increase of 1 store for the fiscal year to date.
Renovations and relocation of several stores coupled with the net addition of
one store has increased the Company's total retail selling space approximately
4,000 square feet to 2,408,000 at August 3, 1996.
Gross profit for the twenty-six weeks ended August 3, 1996 was $42,492,000,
23.9% as a percent of sales which is $493,000 and 1.5% point below the gross
profit of $42,985,000 reported for the twenty-six week period ended July 29,
1995. Gross profit performance compared to the prior year has been adversely
impacted by the same issues as effected results in the thirteen weeks ended
August 3, 1996. There was a greater proportion of lower gross margin producing
outlet stores, increased use of promotional marketing strategies and an
under-absorption of fixed occupancy costs given the experienced decline in
comparable store sales.
- 9 -
<PAGE> 12
Selling, general and administrative expenses for the twenty-six week period
ended August 3, 1996 were $51,361,000, 28.9% as a percent of sales, a $3,447,000
increase over the twenty-six weeks ended July 29, 1995 and a 0.5% point increase
as a percent of sales. This increase was due to additional store operating
expenses from the twenty-five additional stores over the prior year.
Additionally, vendor allowance support declined compared to the prior year due
to the increase in directly sourced and imported merchandise.
Other expenses for the twenty-six week period ended August 3, 1996
decreased by $306,000 to $1,901,000. As a percent of sales, other expenses for
year to date 1996 were 1.1%, a 0.2% point decline. Interest expense declined
$714,000 from the prior year reflecting the prepayment of $17,625,000 of senior
notes payable in the first quarter of fiscal 1996 and the repayment of
$3,750,000 of senior notes payable during the third quarter of 1995. Interest
income for the twenty-six weeks ended August 3, 1996 decreased $374,000 from the
prior year due to the reduction in the year-to-year balance in marketable
securities.
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents have increased by $6,460,000 during the
twenty-six weeks ended August 3, 1996. This compared to a $4,834,000 cash
reduction for the same period for fiscal 1995. Operating activities utilized
$7,193,000 in cash which was $3,300,000 less than last year. While the net loss
for the year to date required $2,144,000 more of cash and the incremental
increase in accounts receivable of $4,089,000 reduced cash flow, the increase
merchandise inventories was $5,062,000 less than the prior year due to fewer
new stores. The other major factor impacting operating cash flow was accounts
payable, accrued expenses and taxes other than income which increased by
$5,008,000 more than the prior year as the proportion of imported merchandise
stabilized. Investing activities produced $5,876,000 more in cash as capital
expenditures declined by $5,906,000 from the prior year. Finally, investing
activities produced $2,108,000 more cash than the prior year related to the
sale of the Convertible Preferred Stock net of the prepayment of Senior Notes
Payable.
- 10 -
<PAGE> 13
As disclosed in Note 3 to the Consolidated Financial Statements, the Company
issued convertible preferred stock for $20,000,000. The proceeds of the issuance
net of $500,000 of expenses were used to prepay $15,000,000 of the 9.53% senior
notes due 2001 and $2,625,000 of the 10.5% senior notes payable due 1998. On
September 3, 1996, the Company paid the remaining outstanding balance of
$2,625,000 of the 10.5% senior notes due 2001. The total payment made was
$2,808,000 which represented the scheduled principal payment of $1,500,000, a
principal prepayment of $1,125,000, scheduled interest of $138,000 and a premium
of $45,000. Capital expenditures for the twenty-six weeks ended August 3, 1996
were $3,907,000 compared to $9,813,000 for the comparable prior year period.
Capital expenditures were primarily for the construction of and fixtures for
five new stores and the remodeling and renovation of stores. For the comparable
period of fiscal 1995, the Company constructed sixteen new stores.
As disclosed in Note 4 to the Consolidated Financial Statements, on May 23,
1996, the Company entered into an Amended and Restated Credit Agreement which
provided for borrowings up to $40,000,000. The unsecured credit agreement
established a sub- allocation of $30,000,000 for letters of credit. The term of
the agreement was extended from November 1996, to May 22, 1998.
- 11 -
<PAGE> 14
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K.
None
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.
LECHTERS, INC.
By: /s/ John W. Smolak
---------------------------
John W. Smolak
Senior Vice President and
Chief Financial Officer
Date: September 17, 1996
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<PAGE> 15
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
27 FINANCIAL DATA SCHEDULE
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> FEB-01-1997 FEB-01-1997
<PERIOD-START> FEB-04-1996 FEB-04-1996
<PERIOD-END> AUG-03-1996 AUG-03-1996
<CASH> 10,694 0
<SECURITIES> 22,169 0
<RECEIVABLES> 10,102 0
<ALLOWANCES> 0 0
<INVENTORY> 118,959 0
<CURRENT-ASSETS> 173,119 0
<PP&E> 167,734 0
<DEPRECIATION> 67,534 0
<TOTAL-ASSETS> 278,315 0
<CURRENT-LIABILITIES> 36,219 0
<BONDS> 58,311 0
0 0
20,000 0
<COMMON> 58 0
<OTHER-SE> 141,581 0
<TOTAL-LIABILITY-AND-EQUITY> 278,315 0
<SALES> 92,727 177,719
<TOTAL-REVENUES> 92,727 177,719
<CGS> 70,849 135,227
<TOTAL-COSTS> 25,853 51,361
<OTHER-EXPENSES> 818 1,901
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 1,186 2,742
<INCOME-PRETAX> (4,793) (10,770)
<INCOME-TAX> (1,965) (4,416)
<INCOME-CONTINUING> (2,828) (6,354)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (2,828) (6,354)
<EPS-PRIMARY> ($0.16) ($0.37)
<EPS-DILUTED> ($0.16) ($0.37)
</TABLE>