FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
------------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission file number 0-19983
SYBRON CHEMICALS INC.
---------------------
(Exact name of registrant as specified in its charter)
DELAWARE 51-0301280
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Birmingham Rd., P.O. Box 66, Birmingham New Jersey 08011
-------------------------------------------------- -----
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (609) 893-1100
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 (or for 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 the latest practicable date.
Class Outstanding at September 30, 1997
----- ---------------------------------
Common stock, $.01 par value 5,672,061
<PAGE>
SYBRON CHEMICALS INC.
INDEX
Page No.
Part I Financial information
Item 1 - Financial Statements
Consolidated Balance Sheet -
September 30, 1997 and December 31, 1996 1
Consolidated Statement of Operations -
nine months ended September 30, 1997 and 1996 2
Consolidated Statement of Operations -
three months ended September 30, 1997 and 1996 3
Consolidated Statement of Cash Flows -
nine months ended September 30, 1997 and 1996 4
Notes to Consolidated Financial Statements 5 - 6
Item 2 - Management's Discussion and Analysis
of Financial Condition and Results of
Operations 7 - 12
Part II Other information
Item 1 Legal Proceedings 12
Item 6 Exhibits and Reports on Form 8-K 12
<PAGE>
PART I - FINANCIAL INFORMATION
SYBRON CHEMICALS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Unaudited in thousands except share and per share data)
ASSETS
<TABLE>
<CAPTION>
Sept. 30, Dec. 31,
1997 1996
---- ----
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 21,031 $ 14,909
Accounts receivable, net 38,560 32,863
Inventories, net 25,349 22,125
Prepaid and other current assets 2,810 2,522
Deferred income taxes 42 43
-------- --------
Total current assets 87,792 72,462
Property, plant and equipment, net 31,940 31,533
Intangible assets, net 20,053 12,383
Other assets 742 686
-------- --------
$140,527 $117,064
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Notes payable $ 515 $ 778
Accounts payable 18,771 16,603
Accrued liabilities 15,299 13,184
Current portion of long-term debt 2,429 2,433
Income taxes payable 3,010 609
Deferred income taxes 50 188
------- --------
Total current liabilities 40,074 33,795
Long-term debt 29,850 17,787
Deferred income taxes 2,936 2,926
Postretirement benefits 3,939 3,999
Other liabilities 2,298 2,469
-------- --------
Total liabilities 79,097 60,976
-------- --------
Commitments and contingencies
Shareholders' equity:
Preferred stock, $.01 par value -
500,000 shares authorized; none issued
Common stock - $.01 par value -
20,000,000 shares authorized;
issued 5,907,035 shares 59 59
Additional paid-in capital 23,548 23,530
Retained earnings 50,199 41,349
Cumulative translation adjustment (7,425) (3,509)
--------- ---------
66,381 61,429
Less treasury stock, at cost - 234,974
shares of common stock at Sept. 30, 1997,
254,440 at December 31, 1996 (4,699) (5,089)
Less minimum pension liability, net of tax (252) (252)
Total shareholders' equity 61,430 56,088
--------- --------
$140,527 $117,064
======== ========
</TABLE>
The accompanying notes are an integral part of
the financial statements
-1-
<PAGE>
SYBRON CHEMICALS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited in thousands except per share amounts)
<TABLE>
<CAPTION>
Nine months ended
Sept. 30,
1997 1996
---- ----
<S> <C> <C>
Net sales $138,429 $130,311
-------- --------
Cost of sales 84,513 83,009
Selling 25,153 22,676
General and administrative 8,474 8,028
Research and development 2,764 3,033
-------- --------
120,904 116,746
------- -------
Operating income 17,525 13,565
-------- --------
Other income(expense):
Interest income 335 275
Interest expense (1,391) (1,546)
Amortization of intangible assets (1,060) (980)
Other - Net (408) (401)
--------- ---------
(2,524) (2,652)
------ ------
Income before income taxes 15,001 10,913
Provision for income taxes 6,151 4,440
--------- --------
Net income $ 8,850 $ 6,473
========= ========
Net income per common share $ 1.56 $ 1.15
========= ========
Weighted average number of shares
outstanding 5,664,346 5,650,560
</TABLE>
The accompanying notes are an integral part of
the financial statements
-2-
<PAGE>
SYBRON CHEMICALS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited in thousands except per share amounts)
<TABLE>
<CAPTION>
Three months
ended
September 30,
1997 1996
---- ----
<S> <C> <C>
Net sales $ 46,297 $ 42,036
-------- --------
Cost of sales 28,655 27,361
Selling 8,815 7,689
General and administrative 3,229 2,569
Research and development 928 1,007
-------- --------
41,627 38,626
------ ------
Operating income 4,670 3,410
-------- --------
Other income(expense):
Interest income 134 90
Interest expense (538) (491)
Amortization of intangible assets (391) (334)
Other - net (284) (227)
--------- ---------
(1,079) (962)
------ ----
Income before income taxes 3,591 2,448
Provision for income taxes 1,472 978
--------- --------
Net income $ 2,119 $ 1,470
========= ========
Net income per common share $ .37 $ .26
========= ========
Weighted average number of shares
outstanding 5,670,257 5,650,560
</TABLE>
The accompanying notes are an integral part of
the financial statements
-3-
<PAGE>
SYBRON CHEMICALS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited in thousands)
<TABLE>
<CAPTION>
Nine months
ended
Sept. 30,
1997 1996
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 8,850 $ 6,473
-------- -------
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 4,931 4,824
Provision for losses on accounts receivable 653 187
Changes in assets and liabilities:
Accounts receivable (5,470) (3,054)
Inventory (1,996) 2,342
Other current assets (329) (1,383)
Accounts payable and accrued expenses 5,800 3,783
Income taxes payable 2,503 (361)
Other assets and liabilities - net 394 (950)
-------- --------
Net cash provided by operating activities 15,336 11,861
-------- -------
Cash flows from investing activities:
Capital expenditures (5,726) (4,212)
Purchase of business assets (13,774) (1,275)
Other, net -- 45
-------- -------
Net cash used by investing activities (19,500) (5,442)
-------- --------
Cash flows from financing activities:
Net (repayments) borrowings under revolving
credit facilities 14,320 (1,348)
Repayment of debt (2,429) (2,429)
Proceeds from exercise of stock options 29 --
-------- -------
Net cash provided (used) by financing activities 11,920 (3,777)
-------- --------
Effect of exchange rate changes on cash (1,634) (884)
-------- --------
Net increase in cash and cash equivalents 6,122 1,758
Cash and cash equivalents at beginning of period 14,909 11,284
-------- -------
Cash and cash equivalents at end of period $21,031 $13,042
======== =======
</TABLE>
The accompanying notes are an integral part of
the financial statements
-4-
<PAGE>
SYBRON CHEMICALS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited in thousands)
NOTE 1 - ACCOUNTING POLICIES:
- -----------------------------
The accompanying consolidated financial statements are unaudited and have
been prepared by management pursuant to the rules and regulations of the
Securities and Exchange Commission. In the opinion of management, these
consolidated financial statements contain all of the adjustments, consisting
only of normal recurring adjustments, necessary to present fairly, in summarized
form, the financial position of the Company at September 30, 1997 and the
results of its operations and changes in its cash flows for the nine months
ended September 30, 1997 and 1996.
The Company presumes that users of this Quarterly Report on Form 10-Q have
read or have access to the audited financial statements for the year ended
December 31, 1996 contained in the Company's Form 10-K which was filed with the
Securities and Exchange Commission on March 27, 1997. Accordingly, footnote
disclosures which would substantially duplicate the disclosures contained
therein have been omitted.
NOTE 2 - INVENTORIES:
- ---------------------
Inventories are stated at the lower of cost or market. For U.S. operations,
cost is determined using the last-in, first-out (LIFO) method. For foreign
operations, cost is determined using the first-in, first-out (FIFO) method.
The components of inventories are:
Sept. 30, Dec. 31,
1997 1996
---- ----
Finished goods $19,199 $16,247
Work-in-progress 49 109
Raw materials 7,097 6,642
------- -------
26,345 22,998
Less reserves 996 873
------- -------
$25,349 $22,125
======= =======
NOTE 3 - ACQUISITION
- --------------------
On July 29, 1997, the Company acquired certain operating assets, not
including manufacturing facilities, of the Textile and Garment Processing
businesses (the "Business") of IVAX Industries, Inc.
-5-
<PAGE>
("IVAX"), IVAX Industries Canada, Inc. and IVAX Industries U.K. Ltd. The
purchase price for such assets was $13,770,000, subject to certain post-closing
adjustments. The purchase price was financed primarily from the Company's
existing revolving credit facility. The Company intends to use the acquired
assets to continue the product lines of the Business, which the Company will
operate out of its existing facilities in Wellford, South Carolina and other
locations around the world. For a transitional period not to exceed 270 days,
IVAX agreed to continue manufacturing products on behalf of the Company in
IVAX's existing facilities.
Results of operations after the acquisition date are included in the 1997
Consolidated Statement of Operations. The following pro forma information has
been prepared assuming that this acquisition had taken place at the beginning of
the respective periods. The pro forma information includes adjustments for
interest expense that would have been incurred to finance the purchase and the
amortization of intangibles arising from the transaction, including patents
(estimated life 10 years), customer list (estimated life 10 years) and goodwill
(estimated life 30 years). The pro forma information is presented for
informational purposes only and may not be indicative of the results of
operations as they would have been if the Company and the IVAX business had been
a single entity during 1996 and 1997, nor is it necessarily indicative of the
results of operations which may occur in the future.
At September 30, 1996 management of IVAX Industries reevaluated the
carrying value of certain long-lived assets and goodwill related to those assets
to be held and used in the division's operations. Consequently, management
reduced the carrying value of certain long-lived assets and goodwill of the
division by approximately $4,782 and $18,614, respectively. The Company
considers this a one-time charge that will not be a factor in ongoing costs.
This charge has not been tax effected in arriving at net income in the table
below.
(Unaudited in thousands except per share amounts)
Nine Months Ended
September 30,
1997 1996
---- ----
Net sales $149,913 $144,249
Operating income 17,732 (10,670)
-------- ---------
Net income $ 8,557 $(17,953)
======== =========
Net income per share $ 1.51 $ (3.18)
======== =========
-6-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Nine Months Ended September 30, 1997 compared to Nine Months Ended
September 30, 1996 and Three Months Ended September 30, 1997 compared to Three
Months Ended September 30, 1996.
The following tables set forth certain information about the Company's two
business segments, Environmental Products and Services and Textile Chemical
Specialties.
<TABLE>
<CAPTION>
Nine Months Ended September 30,
1997 1996
---- ----
% of % of
Amount Sales Amount Sales
------ ----- ------ -----
(in thousands except percentages)
<S> <C> <C> <C> <C>
Sales
Environmental Products and Services $ 41,967 30.3% $ 40,852 31.3%
Textile Chemical Specialties 96,462 69.7 89,459 68.7
--------- ------ --------- -----
Total 138,429 100.0 130,311 100.0
Cost of Sales
Environmental Products and Services 28,630 68.2 29,160 71.4
Textile Chemical Specialties 55,883 57.9 53,849 60.2
--------- ----- --------- ----
Total 84,513 61.1 83,009 63.7
Gross Margin
Environmental Products and Services 13,337 31.8 11,692 28.6
Textile Chemical Specialties 40,579 42.1 35,610 39.8
--------- ----- --------- ----
Total 53,916 38.9 47,302 36.3
Operating Expense
Environmental Products and Services 9,307 22.2 8,476 20.7
Textile Chemical Specialties 27,084 28.1 25,261 28.2
--------- ----- --------- ----
Total 36,391 26.3 33,737 25.9
Operating Income
Environmental Products and Services 4,030 9.6 3,216 7.9
Textile Chemical Specialties 13,495 14.0 10,349 11.6
--------- ----- --------- ----
Total 17,525 12.6 13,565 10.4
Other Income (Expense), Net (2,524) (1.8) (2,652) (2.0)
--------- ----- --------- -----
Income Before Income Taxes 15,001 10.8 10,913 8.4
Provision for Income Taxes 6,151 4.4 4,440 3.4
--------- ----- --------- ----
Net Income $ 8,850 6.4% $ 6,473 5.0%
========= ===== ========= =====
</TABLE>
-7-
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended September 30,
1997 1996
---- ----
% of % of
Amount Sales Amount Sales
------ ----- ------ -----
(in thousands except percentages)
<S> <C> <C> <C> <C>
Sales
Environmental Products and Services $ 13,524 29.2% $ 13,546 32.2%
Textile Chemical Specialties 32,773 70.8 28,490 67.8
-------- ------ -------- -----
Total 46,297 100.0 42,036 100.0
Cost of Sales
Environmental Products and Services 9,167 67.8 9,704 71.6
Textile Chemical Specialties 19,488 59.5 17,657 62.0
-------- ----- -------- ----
Total 28,655 61.9 27,361 65.1
Gross Margin
Environmental Products and Services 4,357 32.2 3,842 28.4
Textile Chemical Specialties 13,285 40.5 10,833 38.0
-------- ----- -------- ----
Total 17,642 38.1 14,675 34.9
Operating Expense
Environmental Products and Services 3,395 25.1 2,976 22.0
Textile Chemical Specialties 9,577 29.2 8,289 29.1
-------- ----- -------- ----
Total 12,972 28.0 11,265 26.8
Operating Income
Environmental Products and Services 962 7.1 866 6.4
Textile Chemical Specialties 3,708 11.3 2,544 8.9
-------- ----- -------- ----
Total 4,670 10.1 3,410 8.1
Other Income (Expense), Net (1,079) (2.3) (962) (2.3)
-------- ----- -------- -----
Income Before Income Taxes 3,591 7.8 2,448 5.8
Provision for Income Taxes 1,472 3.2 978 2.3
-------- ----- -------- -----
Net Income $ 2,119 4.6% $1,470 3.5%
======= ===== ======== ======
</TABLE>
-8-
<PAGE>
Operations
Led by the Textile Chemical Specialties segment, total company sales for
both the nine months and quarter ending September 30, 1997 increased 6.2% and
10.1%, respectively, compared with the same periods in 1996. The Textile
Chemical Specialties segment grew by 7.8% on a nine months basis and 15.0% for
the quarter. Sales in the Environmental Products and Services segment improved
2.7% for the nine months but were essentially flat compared to the same period
in 1996 on a quarterly basis.
In the Textile Chemical Specialties segment, combined North America/Latin
America/Asia textile chemical sales for the nine months and third quarter
increased 12.5% and 30.7%, respectively. Both periods reflected strong growth in
the Mexican and Asian businesses. In addition, the third quarter 1997 results
include the initial two months of sales from the acquisition in late July of the
garment processing and textile chemical business from IVAX Industries. Continued
increases in toll manufacturing in both periods resulted in a 28.1% and 51.2%
respective improvement in sales in the related organic chemical business. Sales
in Europe improved 2.2% for the first nine months, in terms of U.S. dollars, as
a result of substantial physical volume growth of 13.9%. This growth offset the
net negative currency impact which primarily related to the stronger U.S. dollar
versus the Dutch guilder. However, for the quarter, sales in dollars were 4.8%
below the similar 1996 period as this same unfavorable currency impact
overshadowed a physical volume growth of 11.1%. Sales improved in both periods
in Turkey, Spain, Italy and Portugal.
Sales in all businesses in the Environmental Products and Services segment
improved on a nine month basis. This was primarily a result of new and
recaptured customers and an overall volume increase in the household ion
exchange resin market, the impact of new business in specialty polymers, and
significant new toner polymer business. Volumes also increased marginally in
both the biochemical and membrane product lines for the first nine months of the
year. On a quarterly basis, sales in this segment were essentially flat versus
the same period in 1996 with small downturns in ion exchange resins, membranes
and biochemicals offset by the continued growth in the specialty polymer area.
The overall gross margin for the nine months and third quarter ending
September 30, 1997 was 38.9% and 38.1%, respectively, a substantial improvement
over the 36.3% and 34.9% experienced during the similar 1996 periods. The gross
margin in the Textile Chemical Specialties segment increased to 42.1% on a nine
month basis and 40.5% for the quarter, an improvement from last year's
comparable rates of 39.8% and 38.0%. Margins in both periods in the North
America/Latin America/Asia markets were better in 1997 as compared with similar
1996 periods due to new product sales which carry a
-9-
<PAGE>
higher margin, the reduction of several very low margin products in the
U.S., a small decrease in raw material costs, and customer mix. The quarter was
also favorably impacted by lower outbound freight costs. In the related organics
chemical business, margins improved in both periods due to the increase in
higher margin toll manufacturing and production efficiencies. The continued
favorable impact of a weaker guilder as compared with certain European
currencies coupled with a favorable product mix resulted in an improvement in
Europe in both periods.
The gross margin in the Environmental Products and Services segment
increased to 31.8% for the nine month period and 32.2% for the third quarter,
improving over the respective prior year margins of 28.6% and 28.4%. Margins in
the ion exchange and specialty polymer product lines were impacted in both
periods by lower raw material costs, manufacturing efficiencies and fixed cost
controls. Production efficiencies, average selling price increases and a
favorable product/customer mix resulted in improved margins for both periods in
the biochemical product line. Margins in the membrane product line dropped as
compared with both periods in 1996 resulting from customer mix and overall
average selling price decreases.
Operating expenses as a percent of sales increased to 26.3% for the nine
month period and 28.0% for the third quarter. These results were higher than the
similar period in 1996 of 25.9% and 26.8%. The Textile Chemical Specialties
segment expenses as a percent of sales in 1997 were essentially equal to the
same periods in 1996. The unfavorable impact of increased legal and
environmental accruals and the traditional lower sales volume in Europe in the
third quarter were offset by the continued favorable currency impact in Europe
on fixed costs due to the stronger dollar versus the Dutch guilder. The
Environmental Products and Services segment operating expenses as a percent of
sales increased in both periods as compared with similar 1996 results primarily
due to increased marketing efforts and staffing in several of the segment's
product lines, an increase in provisions for doubtful accounts in the specialty
polymer product line and increased legal and environmental accruals.
Income Taxes and Other Items
The Company's provision for income taxes was computed using applicable
prevailing income tax rates.
The Company's effective tax rate of 41.0% for the nine months of 1997 was
essentially equal to last year's rate of 40.7%.
Other income (expense) was ($2.5) million for the first nine months of 1997
versus ($2.7) million in last year's comparable period. The decrease was
primarily due to a drop in interest expense related to lower rates.
-10-
<PAGE>
Liquidity and Capital Resources
Cash and cash equivalents of $21.0 million as of September 30, 1997 were
$6.1 million over the December 31, 1996 balance of $14.9 million, an increase of
40.9%.
Net cash flow generated by operating activities totalled $15.3 million for
the first nine months of 1997 versus $11.9 million for the same period in 1996.
This increase was principally due to increased net income and higher payable
balances.
Net cash used by investing activities totalled $19.5 million for the nine
month period of 1997 as compared with $5.4 million for the comparable 1996
period. This increase was the result of the acquisition in late July 1997 of the
garment processing and textile chemical business from IVAX Industries coupled
with higher capital expenditures in 1997 due to manufacturing plant upgrades in
the U.S. and Mexico.
Net cash provided by financing activities for the first nine months of this
year was a net $11.9 million due to $14.3 million in revolving credit borrowings
primarily for funding the IVAX acquisition, partially offset by a $2.4 million
repayment of existing debt. The 1996 similar period had a $3.7 million net cash
usage, the result of debt repayments.
The Company has a $40 million unsecured multi-currency revolving line of
credit with CoreStates Bank that expires in February 2002. The amount owed under
this credit facility was $20.1 million as of September 30, 1997.
During 1997, the Company believes its capital expenditures for existing
operations can be funded from operating cash flow and are expected to be
somewhat ahead of 1996 levels. The Company further believes that, except as set
forth below, between its anticipated operating cash flow and present credit
facilities, it will be able to meet both short-term and long-term financial
obligations in the foreseeable future.
On October 20, 1997, the Company announced that it had received a proposal
from an investor group comprised of its principal stockholder and members of the
Company's management (collectively, the "Investor Group") to purchase for cash
all outstanding shares of the Company's common stock not already owned by the
Investor Group for $32.00 to $33.00 per share. Consummation of the proposed
transaction is contingent on satisfaction of a number of conditions. The
Investor Group has informed the Company that if the proposed transaction is
consummated, the Investor Group anticipates that the Company will incur
considerable amounts of new debt, including amounts used to refinance the
Company's existing debt. The incurrence of these amounts would increase
significantly the interest expense incurred by the Company. Management believes
that if the transaction is consummated, cash flow from operations and amounts
available under an anticipated new senior credit facility will provide the
Company with adequate funds for debt service, planned capital expenditures and
other working capital needs.
-11-
<PAGE>
Foreign Exchange
The Company has subsidiaries in Europe, Asia, South Africa and the Americas
and, for all subsidiaries, the Company has determined the functional currencies
are the subsidiaries' local currency. The Company has a large manufacturing
facility in Ede, Holland where chemicals are manufactured and sold either
directly to customers or to various subsidiaries which are principally in
Europe. Intercompany balances arise between the Dutch operation and various
subsidiaries. Overall, the Company recognized exchange loss of less than $0.1
million in the first nine months of 1997 versus no currency exchange impact in
the similar period in 1996.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
- ------- -----------------
There have been no material developments in connection with any pending
legal proceedings as reported in the Registrant's Form 10-K Annual Report which
was filed with the Securities and Exchange Commission on March 27, 1997.
Item 6. Exhibits and Reports on Form 8-K
- ------- --------------------------------
On October 13, 1997, the Company filed a Form 8-K report containing
financial information relating to the July 29, 1997 acquisition of the Textile
and Garment Processing businesses of IVAX Industries, Inc.
-12-
<PAGE>
SIGNATURE
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.
SYBRON CHEMICALS INC.
/s/ Dennis J. Fiore
-------------------
Dennis J. Fiore
Vice President, Finance and
Chief Financial Officer
Date: November 14, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000832815
<NAME> DENNIS J. FIORE
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 21,031,000
<SECURITIES> 0
<RECEIVABLES> 38,560,000
<ALLOWANCES> 0
<INVENTORY> 25,349,000
<CURRENT-ASSETS> 87,792,000
<PP&E> 31,940,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 140,527,000
<CURRENT-LIABILITIES> 40,074,000
<BONDS> 0
0
0
<COMMON> 59,000
<OTHER-SE> 61,371,000
<TOTAL-LIABILITY-AND-EQUITY> 140,527,000
<SALES> 138,429,000
<TOTAL-REVENUES> 138,429,000
<CGS> 84,513,000
<TOTAL-COSTS> 120,904,000
<OTHER-EXPENSES> 1,133,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,391,000
<INCOME-PRETAX> 15,001,000
<INCOME-TAX> 6,151,000
<INCOME-CONTINUING> 8,850,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,850,000
<EPS-PRIMARY> 1.56
<EPS-DILUTED> 1.56
</TABLE>
