<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
----------------------------------
WASHINGTON, D.C. 20549
FORM 10-Q/A
Amendment No. 1 to
(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 31, 1996
[_] 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 0-20215
MICROTOUCH SYSTEMS, INC.
(Exact name of Registrant as specified in its Charter)
<TABLE>
<CAPTION>
<S> <C>
Massachusetts 04-2802971
- ------------- ------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
300 Griffin Park, Methuen, MA 01844
- ----------------------------- -----
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number: 508-659-9000
- ----------------------------- ------------
</TABLE>
Indicate by check mark whether the Registrant (1) has filed all reports 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 last 90 days.
Yes X No
------------- -----------
Indicate the number of shares outstanding of each of the Registrant's classes of
common stock as of the latest practical date.
As of April 26, 1996 there were outstanding: 7,724,962 shares of common stock of
the Registrant.
<PAGE>
MICROTOUCH SYSTEMS, INC. AND SUBSIDIARIES
INDEX
PAGE NO.
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - March 31, 1996
and December 31, 1995 3
Consolidated Statements of Operations - Three
Months Ended March 31, 1996 and 1995 4
Consolidated Statement of Stockholders' Equity -
Three Months Ended March 31, 1996 5
Consolidated Statements of Cash Flows - Three
Months Ended March 31, 1996 and 1995 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II OTHER INFORMATION
Item 6. Exhibits and (b) Reports on Form 8-K 10
SIGNATURES 11
2
<PAGE>
MICROTOUCH SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN 000S EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
As Restated
-------------------------
March 31, December 31,
1996 1995
---- ----
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents. . . . . . . . . . . . . $ 4,940 $ 5,706
Marketable securities. . . . . . . . . . . . . . . 31,394 31,507
Accounts receivable, net of allowances of $2,742
at March 31, 1996 and $2,669 at December 31, 1995. 14,116 12,759
Inventories . . . . . . . . . . . . . . . . . . . 12,425 11,535
Deferred income taxes. . . . . . . . . . . . . . . 5,198 5,311
Prepaid expenses and other current assets. . . . . 1,684 1,432
------- -------
Total current assets. . . . . . . . . . . . . . 69,757 68,250
Property and equipment, net. . . . . . . . . . . . . 5,564 5,214
Other assets . . . . . . . . . . . . . . . . . . . . 2,847 2,889
------- -------
78,168 76,353
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable . . . . . . . . . . . . . . . . . $ 7,734 6,026
Accrued expenses . . . . . . . . . . . . . . . . . 6,192 6,476
------- -------
Total current liabilities. . . . . . . . . . . . 13,926 12,502
------- -------
Stockholders' equity
Preferred stock, $.01 par value per share--
500,000 shares authorized, none issued and
outstanding at March 31, 1996 and
December 31, 1995. . . . . . . . . . . . . . . . --- ---
Common stock, $.01 par value per share--
authorized - 20,000,000 at March 31,
1996 and December 31, 1995; 8,220,623
issued at March 31, 1996 and December 31,
1995. . . . . . . . . . . . . . . . . . . . . . 82 82
Additional paid-in capital. . . . . . . . . . . . 59,132 58,984
Treasury stock at cost -- 507,134 and 508,634
shares at March 31, 1996 and December 31, 1995. . (7,448) (7,513)
Cumulative translation adjustment. . . . . . . . . (1,187) (648)
Net unrealized gain on securities available
for sale. . . . . . . . . . . . . . . . . . . . . 127 142
Retained earnings. . . . . . . . . . . . . . . . . 13,536 12,804
------- -------
Total stockholders' equity. . . . . . . . . . . 64,242 63,851
------- -------
$78,168 $76,353
======= =======
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
3
<PAGE>
MICROTOUCH SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(AMOUNTS IN 000'S EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
AS RESTATED
------------------
THREE MONTHS ENDED
MARCH 31,
------------------
1996 1995
---- ----
<S> <C> <C>
Net Sales . . . . . . . . . . . . . . . . . . . . $21,055 $18,805
Cost of Sales . . . . . . . . . . . . . . . . . . 13,129 11,332
------- -------
Gross profit . . . . . . . . . . . . . . . . . . 7,926 7,473
Operating expenses:
Research and development . . . . . . . . . . . . 1,512 1,073
Sales and marketing. . . . . . . . . . . . . . . 3,274 2,472
General and administrative . . . . . . . . . . . 1,364 1,234
Amortization of intangible assets . . . . . . . 111 88
------- -------
Total operating expenses. . . . . . . . . . . . 6,261 4,867
------- -------
Operating income . . . . . . . . . . . . . . . . 1,665 2,606
Other income. . . . . . . . . . . . . . . . . . . 302 830
Arbitration costs . . . . . . . . . . . . . . . . 127 269
------- -------
Income before provision for income taxes. . . . . 1,840 3,167
Provision for income taxes. . . . . . . . . . . . 672 1,191
------- -------
Net income. . . . . . . . . . . . . . . . . . . . $ 1,168 $ 1,976
======= =======
Earnings per share:
Primary. . . . . . . . . . . . . . . . . . . . . $ 0.14 $ 0.23
Fully diluted. . . . . . . . . . . . . . . . . . $ 0.14 $ 0.23
Weighted average common and common equivalent
shares outstanding:
Primary. . . . . . . . . . . . . . . . . . . . . 8,065 8,681
Fully diluted. . . . . . . . . . . . . . . . . . 8,065 8,681
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
4
<PAGE>
MICROTOUCH SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31,1996--AS RESTATED
(AMOUNTS IN 000S EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
As Restated
----------------------------------------------------------------------------------------------------
Net Unrealized
Gain (Loss) On
Common Stock Additional Cumulative Securities Treasury Stock Total
--------------- Paid-in Translation Available for Retained ----------------- Stockholders'
Shares Amount Capital Adjustment Sale Earnings Shares Amount Equity
------ ------ ---------- ----------- ------------ --------- ------ ------ -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Balance December 31, 1995 8,220,623 $ 82 $ 58,984 $ (648) $ 142 $12,804 (508,634) $(7,513) $63,851
Exercise of stock options (436) 37,500 551 115
Employee stock purchase
plan --
Compensation expense
related to common
stock options
& other adj. 4 4
Effect of exchange rate
changes (539) (539)
Tax benefit related to
exercise of stock
options and disqual-
ifying dispositions 144 144
Unrealized loss on
securities available for
sale, net of tax (15) (15)
Purchase of treasury
stock (36,000) (486) (486)
Net income 1,168 1,168
--------- ------ -------- -------- ------- ------- -------- -------- -------
Balance March 31, 1996 8,220,623 $ 82 $ 59,132 $(1,187) $ 127 $13,536 (507,134) $(7,448) $64,242
========= ====== ======== ======== ======= ======= ======== ======== =======
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
5
<PAGE>
MICROTOUCH SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(AMOUNTS IN 000S)
<TABLE>
<CAPTION>
AS RESTATED
------------------
THREE MONTHS ENDED
MARCH 31,
------------------
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,168 $ 1,976
Adjustments to reconcile net income to net cash
provided by (used in) operating activities--
Depreciation and amortization 460 403
Decrease in deferred income taxes 113 --
Compensation expense related to common stock
options 4 10
(Increase) decrease in assets--
Accounts receivable (1,357) (2,315)
Inventories (890) 1,504
Prepaid expenses and other assets (279) (1,264)
Increase (decrease) in liabilities--
Accounts payable 1,708 (1,154)
Accrued expenses (285) 900
------- -------
Net cash provided by operating activities 642 60
Cash flows provided by(used in) investing activities:
Purchase of property and equipment, net (698) (381)
Sale and maturity of marketable securities 1,519 800
Purchase of marketable securities (1,463) (21,045)
Acquisition of business, net of cash acquired -- (196)
------- -------
Net cash (used in) investing activities (642) (20,822)
Cash flows provided by financing activities:
Exercise of stock options 115 177
Purchase of treasury stock (486) --
Tax benefit from exercise of stock options and
disqualifying dispositions 144 450
------- -------
Net cash provided by (used in) financing
activities (227) 627
Effect of exchange rates on cash (539) 484
------- -------
Net (decrease) in cash (766) (19,651)
Cash, beginning of period 5,706 43,613
------- -------
Cash, end of period $ 4,940 $23,962
======= =======
Supplemental disclosures of cash flow information:
Interest paid $ 16 $ 14
======= =======
Income taxes paid $ 36 $ 91
======= =======
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL
STATEMENTS.
6
<PAGE>
MICROTOUCH SYSTEMS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1996
(1) Nature of Business
------------------
MicroTouch Systems, Inc. develops, manufactures and sells touch sensitive
input systems including touch-sensitive screens, digitizers for pen computers
and kiosk enclosures.
(2) Consolidated Financial Statements
---------------------------------
The accompanying consolidated financial statements include the accounts of
MicroTouch Systems, Inc. and its wholly-owned subsidiaries (the Company). All
significant intercompany accounts, transactions and profits have been
eliminated.
(3) Interim Consolidated Financial Statements
-----------------------------------------
The accompanying consolidated financial statements as of March 31, 1996 and
for the three- month periods ended March 31, 1996 and 1995 include the accounts
of the Company, and have not been audited by independent public accountants;
however, these statements, prepared in accordance with generally accepted
accounting principles, reflect, in the opinion of management, all adjustments
(consisting only of normal recurring accruals) necessary to present fairly the
financial position as of March 31, 1996, and the results of operations and cash
flows for the three-month periods ended March 31, 1996 and 1995. The results of
operations for the three-month period ended March 31, 1996 are not necessarily
indicative of the results to be expected for the entire year.
These consolidated financial statements do not include all disclosures
associated with annual consolidated financial statements and, accordingly,
should be read in conjunction with the footnotes contained in the Company's
Annual Report on Form 10-K/A for the year ended December 31, 1995.
(4) Earnings Per Share
------------------
Earnings per share data are computed using the weighted average number of
shares of common and dilutive common equivalent shares outstanding during the
year. Dilutive common equivalent shares consist of stock options and are
calculated using the treasury stock method.
(5) Restatement of Prior Periods Financial Statements
-------------------------------------------------
In December 1996, the Company restated its December 31, 1995 and March 31,
1996 and 1995 Financial Statements to reflect Nissha arbitration costs as an
expense rather than as a charge to stockholders' equity representing a cost
incurred in connection with a treasury stock transaction. The following table
summarizes the effect on net income and related per share amounts.
(Amounts in 000's except per share data)
<TABLE>
<CAPTION>
As Reported As Restated
For the Three Months For the Three Months
Ended March 31, Ended March 31,
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Pre-tax income $1,967 $3,436 $1,840 $3,167
Net income 1,249 2,144 1,168 1,976
Earnings per share
Primary $0.15 $0.25 $0.14 $0.23
Fully diluted 0.15 0.25 0.14 0.23
</TABLE>
7
<PAGE>
MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
The following table sets forth for the fiscal periods indicated, the percentage
of net sales represented by certain items in MicroTouch's statements of
operations:
<TABLE>
<CAPTION>
AS RESTATED
---------------------------
PERCENTAGE OF TOTAL REVENUE
QUARTER ENDED MARCH 31,
------------------------
1996 1995
---- ----
<S> <C> <C>
Net Sales 100.0% 100.0%
Cost of Sales 62.4 60.3
------ ------
Gross Profit 37.6 39.7
Operating Expenses:
Research & Development 7.2 5.7
Sales & Marketing 15.5 13.0
General & Administrative 6.5 6.6
Amortization of Intangible Assets 0.5 0.5
------ ------
Total Operating Expenses 29.7 25.8
Operating Income 7.9 13.9
Other Income 1.4 4.4
Arbitration costs .6 1.4
Income Before Provision for Income Tax 8.7 16.9
Net Income 5.5% 10.5%
</TABLE>
NET SALES Net sales in the quarter ended March 31, 1996 increased over the
corresponding period of 1995 by $2,250,000 or 12.0%. The increase in net sales
was largely due to increased sales to gaming and entertainment customers and to
sales from kiosk and resistive touchscreen businesses acquired during 1995.
International sales accounted for 33.5% of net sales for the period, increased
slightly from 32.7% in the first quarter of 1995, reflecting increased sales
volume to Europe and Japan. Sales to IBM accounted for 5.2% of the Company's
net sales for the quarter ended March 31, 1996 as compared to 8.5% of sales for
the comparable period of 1995. The Company cannot predict at this time when, or
if, sales to IBM will return to former levels.
GROSS PROFIT Gross profit in the quarter ended March 31, 1996 increased from
the corresponding period of 1995 by $453,000 or 6.1% to $7,926,000. However, as
a percentage of net sales, gross profit declined from 39.7% in the first quarter
of 1995 to 37.6% in the first quarter of 1996. The decrease in gross profit as
a percentage of net sales reflects increased competitive price pressures in the
touchscreen industry as well as the impact of sales of kiosks and resistive
touchscreens, both of which experience lower gross profits as a percentage of
net sales than the Company's historical product lines.
RESEARCH AND DEVELOPMENT Research and development expenses for the quarter
ended March 31, 1996 increased over the corresponding period of 1995 by $439,000
or 40.9%. As a percentage of net sales, research and development expenses
increased from 5.7% in the first quarter of 1995 to 7.2% in the first quarter of
1996. The increase in research and development expenses resulted primarily from
development related to the Company's newly acquired resistive membrane
technology and continued development in the Company's ThruGlass and Prospector
product lines. The Company expects that research and development expenses may
increase in the future on an absolute spending basis.
8
<PAGE>
SALES AND MARKETING Sales and marketing expenses in the quarter ended March 31,
1996 increased over the corresponding period of 1995 by $802,000 or 32.4%, to
$3,274,000. The increase in sales and marketing expenses resulted primarily
from the sales and marketing costs associated with the kiosk and resistive
membrane technology acquisitions as well as the expenses resulting from two new
international sales offices that the Company opened in France and Germany in mid
May, 1995.
GENERAL AND ADMINISTRATIVE General and administrative expenses in the quarter
ended March 31, 1996 increased from the corresponding period of 1995 by $130,000
or 10.5% to $1,364,000. As a percentage of net sales, general and
administrative expenses decreased from 6.6% for the first quarter of 1995 to
6.5% for the first quarter of 1996. The increased spending primarily reflects
the ongoing administrative expenses associated with the Factura kiosk business
acquired during 1995 as well as increased legal expenses.
AMORTIZATION OF INTANGIBLE ASSETS For the quarter ended March 31, 1996,
operating expenses included $111,000 of amortization relating to various
acquisitions and purchases of technologies, as compared to $88,000 for the
quarter ended March 31, 1995.
OPERATING INCOME Operating income in the quarter ended March 31, 1996 decreased
from the corresponding period of 1995 by $941,000 or 36.1% to $1,665,000. As a
percentage of net sales, operating income declined from 13.9% in the first
quarter of 1995 to 7.9% for the first quarter of 1996. The decrease in
operating income reflects the lower gross profit percentage and the higher level
of operating costs required to support expanded operations, discussed above.
Domestic operations accounted for 98.6% of operating income in the first quarter
of 1996. In the first quarter of 1995, international operations showed a net
loss reflecting the expenses associated with the opening of two new sales
offices in France and Germany. These increased expenses were more than offset
by increasing sales volume in Europe and Japan in the first quarter of 1996.
OTHER INCOME Other income in the quarter ended March 31, 1996 decreased from
that of the corresponding period of 1995 by $528,000 or 63.6% to $302,000.
Other income in the first quarter of 1995 included $304,000 in foreign currency
exchange gains, attributable to fluctuations in both the Japanese Yen and the
British Pound Sterling. Foreign currency exchange losses in the first quarter
of 1996 were $6,000. Interest income, net of interest expenses, on the
investment of the Company's cash and investment portfolio for the first quarter
of 1996 was $308,000, compared to $455,000 for the first quarter of 1995,
reflecting a decrease in the Company's cash portfolio.
ARBITRATION COSTS During the first quarter of 1996, the Company incurred
$127,000 in arbitration costs and will continue to incur arbitration costs
related to its international arbitration versus Nissha Printing Company Ltd.,
("NISSHA") as compared to $269,000 in the first quarter of 1995. A decision on
the merits of the case is anticipated by early 1997. If the Company does not
prevail, the Company may be required to pay a portion or all of Nissha's fees
and costs, whch could be significant, as determined by the arbitrators in the
case. If the Company is successful in its arbitration, the fair market value of
any amount awarded will be recorded as income at that time.
RESTATEMENT OF PRIOR PERIODS FINANCIAL STATEMENTS In December 1996, the Company
restated its December 31, 1995 and March 31, 1996 and 1995 Financial Statements
to reflect Nissha arbitration costs as an expense rather than as a charge to
stockholders' equity representing a cost incurred in connection with a treasury
stock transaction. The following table summarizes the effect on net income and
related share amounts.
(Amounts in 000's except per share data)
<TABLE>
<CAPTION>
As Reported As Restated
For the Three Months For the Three Months
Ended March 31, Ended March 31,
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Pre-tax income $1,967 $3,436 $1,840 $3,167
Net income 1,249 2,144 1,168 1,976
Earnings per share
Primary $0.15 $0.25 $0.14 $0.23
Fully diluted 0.15 0.25 0.14 0.23
</TABLE>
PROVISION FOR INCOME TAXES The Company's effective tax rates were 36.5% and
37.6%, in the first quarter of 1996 and 1995, respectively. The effective tax
rates in both periods differed from the federal statutory rate of 34% primarily
as a result of the provision for state income taxes and the inability of the
company to record a tax benefit from certain foreign operating loss
carryforwards, partially offset by the benefit related to the Company's foreign
sales corporation and tax exempt interest income.
9
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 1996, the Company had net working capital of $55,831,000,
including approximately $36,334,000 in cash, cash equivalents and marketable
securities. The Company reported net cash generated by operating activities of
$642,000 for the quarter ended March 31, 1996. Additionally, the Company
maintains a $3,000,000 bank line of credit. As of March 31, 1996, the Company
had no borrowings under its bank line of credit.
In September, 1995, the Board of Directors of the Company authorized a one year
repurchase program of the Company's common stock, not to exceed $10 million.
Through March 31, 1996 the Company repurchased approximately 552,000 shares at
an aggregate cost of $8,119,000. These shares have been and will continue to be
used for the Company's equity incentive plan, employee stock purchase plan and
for other corporate purposes, including possible acquisitions.
Pending operational needs, the Company has invested its cash in investment
grade, short-term, interest-bearing securities and preferred stock. The Company
believes that these cash investments, together with anticipated cash flows from
operations pursuant to its current operating plan, will be sufficient to meet
the Company's working capital and capital expenditure requirements, at least
through 1997. While the Company regularly evaluates acquisition candidates,
conducts preliminary discussions regarding acquisitions and intends to pursue
acquisition opportunities available to it, there can be no assurance that any
such acquisition will be made.
The discussion contained in this section, as well as elsewhere in this Form 10-
Q, may contain forward-looking statements based on the current expectations of
the Company's management. Such statements are subject to certain risks and
uncertainties which could cause actual results to differ materially from those
projected. Readers are cautioned not to place undue reliance on these forward-
looking statements which speak only as of the date hereof. The Company
undertakes no obligation to publicly release the result of any revisions to
these forward-looking statements which may be made to reflect events or
circumstances occurring after the date hereof or to reflect the occurrence of
unanticipated events.
PART II OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) 27 Financial Data Schedule Filed Herewith.
(b) Reports on Form 8-K
On January 22, 1996, the Company filed a report on Form 8-K, dated
January 16, 1996, to report its adoption of a Shareholder Rights Plan.
10
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MicroTouch Systems, Inc.
Dated: December 23, 1996 BY: /s/Geoffrey P. Clear
---------------------
Geoffrey P. Clear
Vice President -
Finance & Administration,
Chief Financial Officer &
Treasurer
11
<PAGE>
Exhibit Index
No. Description PAGE
- ---- ----------- ----
27 Financial Data Schedule Filed Herewith 13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 4,940
<SECURITIES> 31,394
<RECEIVABLES> 15,167
<ALLOWANCES> 2,742
<INVENTORY> 12,425
<CURRENT-ASSETS> 6,882
<PP&E> 9,471
<DEPRECIATION> 3,907
<TOTAL-ASSETS> 78,168
<CURRENT-LIABILITIES> 13,926
<BONDS> 0
0
0
<COMMON> 82
<OTHER-SE> 64,160
<TOTAL-LIABILITY-AND-EQUITY> 78,168
<SALES> 21,055
<TOTAL-REVENUES> 21,055
<CGS> 13,129
<TOTAL-COSTS> 13,129
<OTHER-EXPENSES> 5,995
<LOSS-PROVISION> 75
<INTEREST-EXPENSE> 16
<INCOME-PRETAX> 1,840
<INCOME-TAX> 672
<INCOME-CONTINUING> 1,168
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,168
<EPS-PRIMARY> .14
<EPS-DILUTED> .14
</TABLE>
