<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
of the
SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1997 Commission File Number 1-9307
------------------
GUNDLE/SLT ENVIRONMENTAL, INC.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its Charter)
Delaware 22-2731074
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
19103 Gundle Road Houston, Texas 77073
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (281) 443-8564
----------------------------
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 period that the
Registrant is required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
-------- --------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the latest practicable date.
Class Outstanding at October 29, 1997
- ----------------------------------- -------------------------------------
Common stock, par value $.01 18,070,861
<PAGE> 2
GUNDLE/SLT ENVIRONMENTAL, INC.
INDEX
PAGE
PART I - FINANCIAL INFORMATION
Condensed Consolidated Balance Sheets as of
September 30, 1997 (Unaudited) and
December 31, 1996 3
Consolidated Statements of Income
for the Three and Nine Months Ended
September 30, 1997 and 1996 (Unaudited) 4
Consolidated Statements of Cash Flows
for the Nine Months Ended September 30, 1997
and 1996 (Unaudited) 5
Notes to Condensed Consolidated Financial
Statements 6
Management's Discussion and Analysis of Results
of Operations and Financial Condition 8
PART II - OTHER INFORMATION 11
2
<PAGE> 3
GUNDLE/SLT ENVIRONMENTAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1997 1996
-------------------- ------------------
(UNAUDITED)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
CASH AND CASH EQUIVALENTS $ 25,889 $ 43,122
ACCOUNTS RECEIVABLE, NET 62,335 53,506
CONTRACTS IN PROGRESS 5,405 3,948
INVENTORY 19,576 21,430
DEFERRED INCOME TAXES 6,756 6,991
PREPAID EXPENSES AND OTHER 1,719 2,154
------------------- ------------------
TOTAL CURRENT ASSETS 121,680 131,151
PROPERTY, PLANT AND EQUIPMENT, NET 36,911 40,282
EXCESS OF PURCHASE PRICE OVER FAIR VALUE
OF NET ASSETS ACQUIRED, NET 28,566 29,858
OTHER ASSETS 3,943 2,755
------------------- ------------------
$ 191,100 $ 204,046
=================== ==================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES $ 42,530 $ 33,138
ADVANCE BILLINGS ON CONTRACTS
IN PROGRESS 502 936
CURRENT PORTION OF LONG-TERM DEBT 5,592 5,648
INCOME TAXES PAYABLE 533 2,976
DEFERRED INCOME TAXES 1,025 1,868
------------------- ------------------
TOTAL CURRENT LIABILITIES 50,182 44,566
LONG-TERM DEBT 38,024 44,092
DEFERRED INCOME TAXES 4,230 4,584
OTHER LIABILITIES 1,456 1,291
STOCKHOLDERS' EQUITY:
PREFERRED STOCK, $1.00 PAR VALUE, 1,000,000 SHARES
AUTHORIZED, NO SHARES ISSUED OR
OUTSTANDING - -
COMMON STOCK, $.01 PAR VALUE, 30,000,000
SHARES AUTHORIZED, 18,087,111 AND 17,856,799 SHARES
ISSUED 180 179
ADDITIONAL PAID-IN CAPITAL 70,382 69,405
RETAINED EARNINGS 45,235 41,800
CUMULATIVE TRANSLATION ADJUSTMENT 1,993 3,600
UNEARNED COMPENSATION (1,813) (1,204)
------------------- ------------------
115,977 113,780
TREASURY STOCK AT COST, 2,587,906 and 500,000 SHARES (18,769) (4,267)
------------------- ------------------
TOTAL STOCKHOLDERS' EQUITY 97,208 109,513
------------------- ------------------
$ 191,100 $ 204,046
=================== ==================
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
3
<PAGE> 4
GUNDLE/SLT ENVIRONMENTAL, INC.
CONSOLIDATED STATEMENTS OF INCOME
(AMOUNTS IN THOUSANDS EXCEPT EARNINGS PER SHARE DATA)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
---------------------- -----------------------
1997 1996 1997 1996
-------- --------- --------- ---------
<S> <C> <C> <C> <C>
SALES AND OPERATING REVENUE $ 66,096 $ 71,898 $ 147,797 $ 159,630
COST OF PRODUCTS & SERVICES SOLD 53,825 54,122 121,082 120,205
-------- --------- --------- ---------
GROSS PROFIT 12,271 17,776 26,715 39,425
SELLING, GENERAL AND
ADMINISTRATIVE EXPENSES 5,955 6,619 18,047 19,720
AMORTIZATION OF GOODWILL 293 300 908 798
-------- --------- --------- ---------
OPERATING INCOME 6,023 10,857 7,760 18,907
OTHER EXPENSES:
INTEREST EXPENSE 1,028 1,150 3,181 3,702
INTEREST INCOME (421) (350) (1,453) (1,046)
OTHER (INCOME) EXPENSE, NET 232 (249) 111 (367)
-------- --------- --------- ---------
INCOME BEFORE INCOME TAXES 5,184 10,306 5,921 16,618
PROVISION FOR INCOME TAXES 2,174 4,329 2,486 6,980
-------- --------- --------- ---------
NET INCOME $ 3,010 $ 5,977 $ 3,435 $ 9,638
======== ========= ========= =========
EARNINGS PER COMMON SHARE $ 0.19 $ 0.34 $ 0.22 $ 0.56
======== ========= ========= =========
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 15,483 17,341 15,637 17,295
======== ========= ========= =========
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
4
<PAGE> 5
GUNDLE/SLT ENVIRONMENTAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
-----------------------
1997 1996
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME $ 3,435 $ 9,638
ADJUSTMENTS TO RECONCILE NET INCOME TO CASH
PROVIDED BY (USED IN) OPERATING ACTIVITIES:
DEPRECIATION 5,219 5,539
AMORTIZATION 1,099 1,006
DEFERRED INCOME TAXES (507) 176
GAIN ON SALE OF ASSETS (254) (82)
INCREASE (DECREASE) IN CASH DUE TO
CHANGES IN ASSETS AND LIABILITIES:
ACCOUNTS RECEIVABLE (10,791) 3,696
CONTRACTS IN PROGRESS (1,818) 2,279
INVENTORY 1,258 (4,891)
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 7,958 5,523
ADVANCE BILLINGS ON CONTRACTS IN PROGRESS (380) 130
INCOME TAXES PAYABLE (759) 2,960
OTHER 1,110 (4)
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 5,570 25,970
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
ADDITIONS TO PROPERTY, PLANT AND EQUIPMENT (3,234) (2,873)
PROCEEDS FROM SALE OF EQUIPMENT 369 240
PAYMENTS FOR ACQUISITION OF A BUSINESS
NET OF CASH ACQUIRED 0 (4,774)
OTHER, NET (123) 0
-------- --------
NET CASH USED IN INVESTING ACTIVITIES (2,988) (7,407)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
REPURCHASE OF COMMON STOCK (14,502) 0
PROCEEDS FROM THE EXERCISE OF STOCK OPTIONS AND
PURCHASES UNDER THE EMPLOYEE STOCK PURCHASE PLAN 486 22
RETIREMENT OF LONG-TERM DEBT (5,735) (5,543)
OTHER 0 439
-------- --------
NET CASH (USED IN) FINANCING ACTIVITIES (19,751) (5,082)
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH (64) 521
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (17,233) 14,002
CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD 43,122 16,057
CASH AND CASH EQUIVALENTS AT END OF THE PERIOD $ 25,889 $ 30,059
======== ========
CASH PAID FOR INTEREST $ 3,744 $ 4,028
======== ========
CASH PAID FOR INCOME TAXES $ 4,861 $ 4,746
======== ========
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
5
<PAGE> 6
GUNDLE/SLT ENVIRONMENTAL, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) Basis of Presentation -
General -
The accompanying unaudited, condensed consolidated financial
statements have been prepared by the Registrant ("Gundle/SLT Environmental,
Inc." or the "Company") pursuant to the rules and regulations of the Securities
and Exchange Commission. These condensed consolidated financial statements
reflect all normal recurring adjustments which are, in the opinion of
management, necessary for the fair presentation of such financial statements
for the periods indicated. Certain information relating to the Company's
organization and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles has been
condensed or omitted in this Form 10-Q pursuant to Rule 10-01 of Regulation S-X
for interim financial statements required to be filed with the Securities and
Exchange Commission. However, the Company believes that the disclosures herein
are adequate to make the information presented not misleading. The results for
the three and nine months ended September 30, 1997, are not necessarily
indicative of future operating results. It is suggested that these financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.
The accounting policies followed by the Company in preparing interim
consolidated financial statements are similar to those described in the "Notes
to Consolidated Financial Statements" in the Company's Annual Report on Form
10-K for the year ended December 31, 1996.
Earnings per common share are based on the weighted average number of
common shares and common share equivalents outstanding. Common share
equivalents (outstanding options to purchase shares of common stock) are
computed using the treasury stock method and were excluded from the earnings
per share calculations as dilution was less than 3%.
In February 1997, the Financial Accounting Standards Board issued
Statement No. 128, Earnings per Share, which is required to be adopted on
December 31, 1997. At that time, the Company will be required to change the
method currently used to compute earnings per share and to restate all prior
periods. Under the new requirements for calculating primary earnings per share,
the dilutive effect of stock options will be excluded. Statement 128 will have
no impact on the calculation of fully diluted earnings per share for these
quarters. The dilutive effect has already been excluded from earnings per share
due to its immaterial effect (less than 3%).
6
<PAGE> 7
The Company occasionally enters into forward contracts and cross
currency swaps in its management of foreign currency exposures. As a matter of
policy, the Company does not speculate in financial markets and therefore, does
not hold these contracts for trading purposes. The Company utilizes what it
considers straightforward instruments to accomplish its objectives.
The foreign currency forward contracts are used to hedge specific
transactions. Gains and losses on these contracts are recognized in the same
period as the gains and losses on the underlying position.
The Company is using a cross currency principal and interest rate swap
to effectively convert a portion of its U.S. dollar denominated debt into
German Marks. The objective of this hedging strategy is the management of the
foreign currency exchange risk associated with its net investment in Germany
and is based on the projected foreign currency cash flows from Germany over the
next eight years. The Company's investment in Germany and the foreign currency
portion of its swap are adjusted each period to reflect current foreign
exchange rates with the gains and losses recorded in the equity section of the
balance sheet. The differential paid or received on the interest rate
component is recognized as an adjustment to interest expense.
Organization -
Gundle/SLT Environmental, Inc., a Delaware corporation, through GSE
Lining Technology, Inc. and the Company's other wholly owned subsidiaries, is
primarily engaged in the manufacture, sale and installation of polyethylene
lining systems.
(2) Inventory -
Inventory is stated at the lower of cost or market. Cost, which
includes material, labor and overhead, is determined by the weighted average
cost method. Inventory consisted of the following (000's):
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
------------- -----------
<S> <C> <C>
Raw materials and supplies $ 6,414 $ 5,084
Finished goods 13,162 16,346
------- -------
$19,576 $21,430
======= =======
</TABLE>
(3) Income Taxes -
The Company's provision for income taxes is recorded at the statutory
rates adjusted for the effect of any permanent differences.
(4) Equity -
On January 23,1997, the Company purchased 2,071,656 shares of its
common stock at a price of $7 per share, for a total cost of $14,502,000. The
transaction was funded with the Company's available cash.
7
<PAGE> 8
(5) Acquisition -
On April 30, 1996, the Company acquired SGS Geosystems, Ltd. (SGS), a
UK geomembrane manufacturer, for $4,774,000 net cash plus the assumption of
certain obligations of SGS in the amount of $600,000. The acquisition was
accounted for as a purchase and, accordingly, the results of operations of SGS
have been included in the consolidated results of operations of the Company
from the date of acquisition. Pro forma financial information for SGS has not
been presented as it is not significant to the overall consolidated operating
results of the Company.
(6) Derivative Financial Instruments -
Effective October 18, 1996, the Company swapped $10,000,000 in
long-term debt with an annual interest rate of 7.34% for 15,380,000 Deutsche
Mark (DM) denominated long-term debt with an annual interest rate of 6.32%,
effectively hedging a portion of its net investment in Germany. The DM swap
agreement requires the Company to re-exchange 3,076,000 DM for $2,000,000 each
August 1 for the five year period beginning August 1, 2001. The DM swap is
included in long-term debt and is marked to market as the U.S. Dollar/DM
exchange rate changes. These adjustments are included as a component of
cumulative translation adjustment in shareholders' equity. Interest payments
and receipts are semi-annual on February 1 and August 1. The DM interest
payment is also subject to exchange rate fluctuations. Interest expense is
also impacted by these exchange rate fluctuations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
RESULTS OF OPERATIONS
Quarter:
For the three months ended September 30, 1997, sales were $66,096,000
compared with $71,898,000 for the same period last year. This 8% decrease in
sales resulted from 4% fewer units shipped this quarter and approximately a 4%
lower US dollar value of German Deutsche Mark(DM) sales. Sales into North
America of $36,204,000 were down $5,821,000, or 14% from the same quarter last
year, on a similar decrease in volume. Unit selling prices of North American
sales were relatively the same as last year. Foreign sales of $29,892,000 were
virtually the same as last year on 10% higher volume. The primary reason for
the lower unit value of foreign sales was the lower US dollar value of the
company's sales made in DM's.
8
<PAGE> 9
Gross profit for the quarter was $12,271,000, down 31% from the prior
year. As a percentage of sales, gross profit decreased from 25% to 18%. The
primary cause of this decrease was an increase in U.S. raw materials costs that
could not be passed on to customers as a result of competitors vying for orders
to use excess manufacturing capacity.
Selling, general and administrative (SG&A) expenses were $5,955,000
compared with $6,619,000 in the third quarter of 1996. The $664,000 difference
was primarily related to expense reductions at the company's foreign
operations. Of this difference, approximately $300,000 resulted from foreign
currency translation changes, and another $150,000 relates to last year's
consolidation of the UK administrative offices. Local foreign SG&A expenses
were reduced by approximately $200,000.
Other (Income) Expense, Net was an expense of $232,000 compared to
income of $249,000 in 1996. This change resulted mainly from foreign exchange
gains last year on Italian Lire sales out of the company's German operations.
Interest expense was $122,000 less than last year primarily due to a
decrease in outstanding debt resulting from scheduled repayments.
Interest income was $71,000 more than last year primarily due to
increased returns on invested cash balances as the amount of invested cash was
approximately the same.
The quarterly expense for income taxes was $2,174,000 compared with
$4,329,000 in the same period last year. The tax expense for both periods was
recorded at the statutory rates adjusted for certain nondeductible expenses.
Year to Date:
Sales for the nine months ended September 30, 1997, were $147,797,000
compared with $159,630,000 for the same period last year. This 7% decrease in
sales is the result of 2% lower volume, approximately a 3% reduction due to the
US Dollar value of sales in foreign currencies, and approximately a 2% decrease
in the weighted unit value. The lower weighted unit value resulted from the mix
of product sales as unit pricing was similar year-to-year. Sales into North
America of $74,316,000 were down $14,591,000, or 16% on 17% lower unit volume.
Foreign sales of $73,481,000 were up $2,758,000, or 4% on 18% higher unit
volume compared to last year. The effect of the changes in foreign exchange
rates reduced the US dollar value of foreign sales by $3,300,000 when compared
to last year. Also, a decrease in the value added by installation activity
further reduced the weighted unit value of sales.
9
<PAGE> 10
Gross profit for the nine months was $26,715,000, down 32% from the
prior year. As a percentage of sales, gross profit decreased from 25% for the
same period last year to 18%. The primary cause of this decrease was a 24%
increase in U.S. raw materials costs that could not be passed on to customers
as a result of competitors vying for orders to use excess manufacturing
capacity.
Selling, general and administrative (SG&A) expenses were $18,047,000
compared with $19,720,000 in 1996, or an 8% reduction. The $1,663,000
difference was primarily related to expense reductions at the company's foreign
operations. Of this difference, approximately $600,000 resulted from foreign
currency translation changes.
Interest expense was $821,000 less than last year due to a lower level
of outstanding debt, and the lower effective interest rate caused by the
company's cross currency swap discussed in footnote 6.
Interest income was $407,000 more than last year due to an increase in
average invested cash balances and higher returns on invested cash.
The year to date expense for income taxes was $2,486,000 compared with
$6,980,000 in the same period last year. The tax expense for both periods was
recorded at the statutory rates adjusted for the effect of certain
nondeductible expenses.
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 1997, the Company had working capital of $71,498,000,
including cash and temporary investments of $25,889,000. The Company's cash,
inventory and receivable balances fluctuate from quarter to quarter due to the
seasonality of sales. The Company's capital structure consisted of $43,616,000
in debt and $97,208,000 in stockholders' equity as of September 30, 1997.
The Company has a $35,000,000 multi-currency revolving credit facility
(the "Revolver") with NationsBank of Texas that was amended on September 30,
1996 to extend the credit commitment date to September 30, 1998. Under the
terms of the revolving credit agreement, the Company is required to maintain
certain financial ratios and a specific level of consolidated tangible net
worth. At September 30, 1997, there was no balance outstanding on the
Revolver, but $1,125,000 in letters of credit issued under this facility
reduced the balance available to $33,875,000. The letters of credit issued
under this facility secure performance of installation projects and
self-insurance programs.
The Company believes that its cash balance, cash generated by
operations, and the balance available under the Revolver are adequate to meet
its cash requirements over the next year.
10
<PAGE> 11
The Company's operations are subject to seasonal fluctuation with the
greatest volume of product deliveries and installations typically occurring in
the summer and fall months. In particular, the Company's operating results are
most impacted in the first quarter as both product deliveries and installations
are at their lowest levels due to the inclement weather experienced in the
Northern Hemisphere.
The Company's foreign subsidiaries routinely accept contracts in
currencies different than their functional currency. The Company recognizes
that such practices are subject to the risk of foreign currency fluctuations
not present in U.S. operations. Foreign exchange gains and losses to date have
not been material to the Company's operations as a whole.
Pricing for the Company's products and services is primarily driven by
worldwide manufacturing capacity in the industry, and raw material costs. The
Company's primary raw material, polyethylene, is occasionally in short supply
and subject to substantial price fluctuation in response to market demand. Any
increase in the industry's worldwide manufacturing capacity, interruption in
raw material supply, or abrupt raw material price increases could have an
adverse effect upon the Company's operations and financial performance.
Inflation has not had a significant impact on the Company's operations.
Due to a very competitive market for the Company's products, the
Company has not been able to increase it's selling price sufficiently to offset
year-on-year resin cost increases. The Company expects fourth quarter profits
to be significantly below those reported in the fourth quarter of 1996.
* * *
Forward-looking information:
The statements regarding future financial performance and results, and
other statements that are not historical facts contained in this report, are
forward-looking statements. The words "expect", "project", "estimate",
"predict" and similar expressions are also intended to identify forward-looking
statements. Such statements involve risks and uncertainties, including, but not
limited to, market factors, market prices, industry manufacturing capacity,
availability and cost of raw materials, and other factors detailed herein and
in the Company's other Securities and Exchange Commission filings. Should one
or more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual outcomes may vary materially from those
indicated.
PART II - OTHER INFORMATION
None
11
<PAGE> 12
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.
GUNDLE/SLT ENVIRONMENTAL, INC.
DATE November 4, 1997 BY /S/ Roger J. Klatt
------------------- ------------------------------
ROGER J. KLATT,
SENIOR VICE PRESIDENT &
CHIEF FINANCIAL OFFICER
DATE November 4, 1997 BY /S/ ERNEST C. ENGLISH, JR.
------------------- ------------------------------
ERNEST C. ENGLISH, JR.,
CORPORATE CONTROLLER
12
<PAGE> 13
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 3,941
<SECURITIES> 21,948
<RECEIVABLES> 65,446
<ALLOWANCES> 3,111
<INVENTORY> 19,576
<CURRENT-ASSETS> 121,680
<PP&E> 89,145
<DEPRECIATION> 52,234
<TOTAL-ASSETS> 191,100
<CURRENT-LIABILITIES> 50,182
<BONDS> 43,616
0
0
<COMMON> 180
<OTHER-SE> 96,928
<TOTAL-LIABILITY-AND-EQUITY> 191,100
<SALES> 66,096
<TOTAL-REVENUES> 66,096
<CGS> 53,825
<TOTAL-COSTS> 60,073
<OTHER-EXPENSES> 232
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,028
<INCOME-PRETAX> 5,184
<INCOME-TAX> 2,174
<INCOME-CONTINUING> 3,010
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,010
<EPS-PRIMARY> .19
<EPS-DILUTED> .19
</TABLE>
