<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
{X} QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 1996
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 No: 0-17895
MESABA HOLDINGS, INC.
Incorporated under the laws of Minnesota
41-1616499
(I.R.S. Employer ID No.)
7501 26th Avenue South
Minneapolis, MN 55450
(612) 726-5151
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
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 as of August 6, 1996
----- --------------------------------
Common Stock
par value $.01 per share 12,760,046
<PAGE>
PART I. FINANCIAL INFORMATION
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Statements in the Quarterly Report on Form 10-Q under the caption "Management's
Discussion and Analysis of Financial Condition and Results of Operations" as
well as oral statements that may be made by the Company or by officers,
directors or employees of the Company acting on the Company's behalf, that are
not historical fact constitute "forward looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Such forward looking statements
involve factors that could cause the actual results of the Company to differ
materially from historical results or from any results expressed or implied by
such forward-looking statements. The Company cautions the public not to place
undue reliance on forward-looking statements, which may be based on assumptions
and anticipated events that do not materialize. Factors which could cause the
Company's actual results to differ from forward-looking statements include the
ability of the Company to secure an extended Airlink Agreement with Northwest
Airlines; the price of aviation fuel; changes in regulations affecting the
Company, including DOT and FAA regulations; the acquisition and phase-in of a
new fleet of aircraft; downturns in economic activity; and seasonal factors.
<PAGE>
Item 1. CONSOLIDATED FINANCIAL STATEMENTS
MESABA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share information)
ASSETS
<TABLE>
<CAPTION>
June 30, March 31,
1996 1996
----------- -----------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and short-term investments $ 37,334 $ 29,428
Accounts receivable, net 7,178 9,254
Inventories 2,165 1,666
Prepaid expenses and deposits 3,524 2,774
Deferred tax asset 1,584 1,343
--------- ---------
Total current assets 51,785 44,465
--------- ---------
PROPERTY AND EQUIPMENT:
Facilities under capital lease 9,147 9,147
Flight equipment 12,572 10,439
Other property and equipment 10,005 9,644
Accumulated depreciation and amortization (17,557) (16,842)
--------- ---------
Net property and equipment 14,167 12,388
DEFERRED INCOME TAXES 251 312
OTHER ASSETS AND DEFERRED COSTS 16,366 1,039
--------- ---------
$ 82,569 $ 58,204
--------- ---------
--------- ---------
</TABLE>
The accompanying notes to interim consolidated financial statements are an
integral part of these balance sheets.
<PAGE>
MESABA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS (Continued)
(in thousands, except share information)
LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
June 30, March 31,
1996 1996
----------- ---------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Current maturities of capital lease obligations $ 406 $ 399
Accounts payable 7,233 7,323
Accrued liabilities
Payroll 4,190 3,871
Maintenance 5,091 3,341
Other 4,486 2,389
------- -------
Total current liabilities 21,406 17,323
LONG-TERM OBLIGATIONS, net of current maturities 5,542 5,654
OTHER LIABILITIES AND DEFERRED CREDITS 18,134 812
SHAREHOLDERS' EQUITY:
Common stock, $.01 par value; 15,000,000 shares authorized,
12,760,046 and 12,744,046 shares issued and outstanding
respectively 127 127
Paid-in capital 39,897 39,822
Retained earnings (deficit) (2,537) (5,534)
------- -------
Total shareholders' equity 37,487 34,415
------- -------
$82,569 $58,204
------- -------
------- -------
</TABLE>
The accompanying notes to interim consolidated financial statements are an
integral part of these balance sheets.
<PAGE>
MESABA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share information)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
1996 1995
-------- --------
<S> <C> <C>
OPERATING REVENUES:
Passenger $41,930 $43,085
General aviation, freight and other 491 1,562
------- -------
Total operating revenues 42,421 44,647
OPERATING EXPENSES:
Labor and related costs 11,898 $12,572
Aircraft fuel costs 3,916 4,723
Aircraft maintenance costs 5,357 4,103
Aircraft rents 7,426 8,281
Landing fees 1,129 1,243
Insurance and taxes 1,172 1,805
Depreciation and amortization 980 1,673
Administrative and other costs 5,474 7,872
------- -------
Total operating expenses 37,352 42,272
Operating income 5,069 2,375
NONOPERATING EXPENSE (INCOME):
Interest expense 133 125
Other, net (246) (483)
------- -------
Other expense, net (113) (358)
Income before income taxes 5,182 2,733
PROVISION FOR INCOME TAXES 2,181 1,325
------- -------
NET INCOME $ 3,001 $ 1,408
------- -------
------- -------
NET INCOME PER SHARE:
Fully Diluted $ 0.23 $ 0.14
------- -------
------- -------
WEIGHTED AVERAGE SHARES OUTSTANDING:
Fully Diluted 12,977 10,021
------- -------
------- -------
</TABLE>
The accompanying notes to interim consolidated financial statements are an
integral part of these statements.
<PAGE>
MESABA HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
1996 1995
------- -------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 3,001 $ 1,408
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 980 1,672
Accrued maintenance, long term (278) (199)
Deferred Income tax provision (180) (271)
Changes in current operating items:
Increase in accounts receivable, net 2,076 470
Decrease in income tax payable 1,149 1,431
Decrease (increase) in inventories (499) 71
Increase in advance payments and
deposits (750) (2,372)
Increase (decrease) in accounts payable (90) 1,382
Increase in air traffic liability - 753
Increase in other accrued liabilities 3,017 184
------- -------
Net cash provided by operating activities 8,426 4,529
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (486) (2,013)
Restricted cash - 203
Other, net (4) (95)
------- -------
Net cash used for investing activities (490) (1,905)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 75 150
Repayment of long-term obligations (105) (76)
Payment of cash dividend - (260)
------- -------
Net cash used for financing activities (30) (186)
NET INCREASE (DECREASE) IN CASH AND SHORT-
TERM INVESTMENTS 7,906 2,438
CASH AND SHORT-TERM INVESTMENTS:
Beginning of period 29,428 26,851
------- -------
End of period $37,334 $29,289
------- -------
------- -------
SUPPLEMENTARY CASH FLOW INFORMATION:
Cash paid during period for:
Interest $ 152 $ 125
Income taxes 39 144
Noncash investing activities for the
three months ended June 30, 1996
included the following:
Rotable and spare parts inventory
acquired with integration funds $ 2,013 -
------- -------
------- -------
</TABLE>
The accompanying notes to interim consolidated financial statements are an
integral part of these statements.
<PAGE>
MESABA HOLDINGS, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The consolidated financial statements included herein have been prepared by
Mesaba Holdings, Inc. (the "Company"), without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. The information
furnished in the consolidated financial statements includes normal recurring
adjustments and reflects all adjustments which are, in the opinion of
management, necessary for a fair presentation of such consolidated financial
statements. The Company's business is seasonal and, accordingly, interim
results are not indicative of results for a full year. Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations, although the Company believes
that the disclosures are adequate to make the information presented not
misleading. It is suggested that these consolidated financial statements be
read in conjunction with the financial statements for the year ended March 31,
1996, and the notes thereto, included in the Company's Annual Report or
Form 10-K filed with the Securities and Exchange Commission.
1. BASIS OF PRESENTATION
The consolidated financial statements include the financial position and results
of operations of the Company and its subsidiary, Mesaba Aviation, Inc.
("Mesaba"). The statements also include the results of operations of Airways
Corporation ("Airways") and its subsidiary AirTran Airways, Inc. ("AirTran
Airways") prior to the distribution of 100% of the outstanding common stock of
Airways to the Company's shareholders in a spin-off approved by the shareholders
on August 29, 1995 and occurring in early September 1995. Under the
Distribution Agreement between the Company, Mesaba, Airways and AirTran Airways
dated as of July 13, 1995, as amended September 8, 1995, such distribution was
deemed to have occurred on August 31, 1995 for accounting purposes. All
significant intercompany balances have been eliminated in consolidation.
2. AGREEMENTS WITH NORTHWEST
Mesaba is a regional air carrier providing scheduled passenger and air freight
service to 61 cities in the Upper Midwest and Canada. Effective December 1,
1984, Mesaba began operating as Mesaba/Northwest Airlink ("Airlink") under a
cooperative marketing agreement with Northwest Airlines, Inc. ("Northwest"). On
September 15, 1988, the agreement was restated as the Airline Services Agreement
and modified effective December 10, 1988 to add Airlink service for Northwest's
hub airport in Detroit, Michigan. Mesaba and Northwest subsequently amended
the Airline Services Agreement effective April 1, 1992 and January 1, 1996
(as amended, the "Airlink Agreement") to provide, among other things, a
five-year extension to March 31, 1997, exclusive rights to designated
service areas and support in acquiring new aircraft and equipment. Either
party may terminate the agreement on eight months' notice any time after
July 31, 1996.
<PAGE>
Mesaba, through the Airlink Agreement and other agreements, receives ticketing
and certain check-in, baggage and freight handling services from Northwest at
certain airports. In addition, Mesaba receives its computerized reservation
services from Northwest. Northwest also performs all marketing schedules and
yield management and pricing services for Mesaba's flights. Approximately 71% of
Mesaba's passengers connected with Northwest in fiscal 1996. Substantially all
accounts receivable balances in the accompanying balance sheets are due from
Northwest. Loss of Mesaba's affiliation with Northwest or Northwest's failure
to make timely payments of amounts owed to Mesaba or to otherwise materially
perform under the Airlink Agreement for any reason would have a material adverse
effect on the Company's operations and financial position.
3. EARNINGS PER SHARE
Net income per share has been computed based upon the weighted average number of
common and common equivalent shares outstanding during each period. The
equivalent shares include all shares issuable upon the exercise of stock
options.
4. AIRCRAFT ADDITIONS
On March 7, 1996, Mesaba entered into a preliminary agreement with Saab Aircraft
of America, Inc. ("Saab") for the acquisition of 30 new Saab 340BPlus aircraft
and 20 used Saab 340A aircraft. These aircraft are expected to be phased into
service over the next 2-1/2 years to replace Mesaba's existing fleet of 25
deHavilland Dash 8 and 26 Fairchild Metro III aircraft. The Company also
entered into an option agreement for 10 additional new Saab 340BPlus aircraft
and 12 additional used Saab 340A aircraft.
5. DEFERRED CREDITS
In order to assist the Company in integrating new aircraft into its fleet,
certain manufacturers provide the Company with spare parts or other credits.
The Company has deferred these amounts and amortizes them over the terms of the
related aircraft leases as a reduction of rent expense. $4 was amortized during
the period ended June 30, 1996.
6. RECLASSIFICATIONS
Certain balances in the fiscal 1996 consolidated financial statements have been
reclassified to conform with the fiscal 1997 presentation. These
reclassifications had no impact on net income or shareholders' equity as
previously reported.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Item 2.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND 1995
(IN THOUSANDS)
EARNINGS SUMMARY. The Company reported net income of $3,001 or $.23 per share
for the three months ended June 30, 1996, compared to $1,408 or $0.14 per share
in the same period of fiscal 1996. The $0.14 per share earnings in the prior
year included a $0.02 per share loss from AirTran Airways. Weighted average
shares outstanding increased 29.5% from 10,021 to 12,977, due primarily to the
issuance of shares to Northwest Aircraft in lieu of Airways shares, Northwest
exercising pre-existing warrants, and the exercise of stock options by
current and former employees.
OPERATING REVENUES. Total operating revenues decreased 5.0% in the first
quarter of fiscal 1997 to $42,421 from $44,647 in the year earlier quarter,
which included revenues of AirTran Airways. Mesaba's operating revenues
increased 21.2% from $34,991, and revenue passenger miles increased 29.4% to
104,212 from 80,559. Passenger revenue per available seat mile ("RASM")
increased to $.215 from $.198 in the previous year's first quarter. Mesaba's
average load factor was 53.4% in the current quarter compared to 46.1% during
the same period a year ago. The improvement in traffic, load factor and RASM
are attributable to the inclusion of Mesaba's fares in Northwest's discount fare
programs as well as overall increases in passenger travel within the industry.
OPERATING EXPENSES. Total operating expenses decreased 11.6% to $37,352 in the
current quarter compared to $42,272 in the prior year's first quarter. Mesaba's
operating expenses increased 15.7% to $37,352 from $32,283. The decrease is
attributable to the elimination of AirTran Airways' operating expenses.
Available seat miles flown for Mesaba increased 11.6% to 195,018 in the first
quarter of fiscal 1997 from 174,721 in the year earlier quarter. The increase
in ASMs was primarily accomplished by increasing utilization of the existing
Dash 8 and Metro III aircraft. Mesaba took delivery of four Saab 340A aircraft
during the current quarter, two of which entered revenue service in June 1996.
A discussion of the changes in Mesaba's operating expense line items follows:
Labor and related costs decreased to $11,898 in the first quarter of fiscal 1997
from $12,572 in the first quarter of fiscal 1996. Mesaba's direct labor
expenses increased $1,150 or 10.7% from $10,748 in the same period last year.
The majority of the increase was attributable to increased wages paid to flight
crews due to a 12.8% increase in block hours flown. The remaining increase was
due to increased personnel levels and normal wage and benefit increases.
Fuel costs decreased to $3,916 in this year's first quarter compared to $4,723
in last year's first quarter. Mesaba's cost of fuel increased $672, or 20.7%,
from $3,244 over the same period last year. The increase is attributable to a
10.6% increase in consumption and a 10.8% increase in fuel costs. The cost of
fuel, including taxes and pumping fees, was 82 cents per gallon in the current
quarter compared to 74 cents a year ago. Until October 1995, airlines were
exempt from a 4.3
<PAGE>
cents per gallon federal tax on aviation fuel. The remaining net decrease in
fuel expense is related to the elimination of AirTran Airways. Certain
provisions of the Airlink Agreement with Northwest protects Mesaba from future
increases in fuel prices.
Direct maintenance expense, excluding labor and related costs, increased to
$5,357 in the first quarter of fiscal 1997 from $4,103 in the first quarter of
fiscal 1996. This increase was attributable to a 11.4% increase in aircraft
utilization and a substantial reduction in the number of Dash 8 aircraft under
warranty. Also, under the terms of the amended Airlink Agreement, effective
January 1, 1996, Mesaba became solely responsible for all costs of major
overhauls and repairs on its Dash 8 fleet. Prior to that date, those expenses
were paid directly by Northwest.
Aircraft rents decreased to $7,426 in this year's first quarter compared to
$8,281 a year ago. Mesaba's rents decreased $74 or 1.0% from $7,500 in the
first quarter of fiscal 1996. Mesaba added two Saab 340A aircraft in May and 2
in June 1996, for a total of four aircraft added during the current quarter.
There was one F27 aircraft remaining in the fleet during the first fiscal
quarter of 1996.
Total landing fees decreased 9.2% to $1,129 in the first quarter of fiscal 1997
compared to $1,243 for the first quarter of fiscal 1996. Mesaba's landing fees
increased $149 or 15.2% from $980 in the year earlier period. The increase is
attributable to a 17.3% increase in departures, offset by a 1% decrease in the
average gross landing weight due to the mix of the aircraft in the fleet and a
slight decrease in the overall effective landing fee rate.
Insurance and taxes decreased 35.1% to $1,172 in the first quarter of fiscal
1997 compared to $1,805 in the year earlier period. Mesaba's costs decreased
$45 or 3.7% from $1,217 in the comparable period last year. This is due
primarily to a reduction in passenger liability insurance rates and reduced
amounts paid for hull insurance caused by the normal decline in fleet values.
Depreciation and amortization totaled $980 in the first quarter of fiscal 1997
down from $1,673 in the first quarter of fiscal 1996. Mesaba's costs decreased
$134 or 12.0% from $1,114 in the same period last year. The lower level of
depreciation and amortization resulted from elimination of capitalized overhauls
as part of the phase out of the F27 fleet. In April 1992, the Company paid a
contract rights fee in the form of amended stock purchase warrants to Northwest
as a part of the extension of the Airlink Agreement. Contract rights are being
amortized on a straight-line basis over the extended term of the Airlink
Agreement through March 31, 1997.
Administrative and other costs amounted to $5,474 in the current quarter, down
from $7,872 in the first quarter of fiscal 1996. Mesaba's administrative costs
increased $1,048 or 23.7% in the current period from $4,426 in the same period
last year. This increase is primarily attributable to higher crew related
expenses associated with increased flying and increased airport and passenger
related expenses due to an increase in traffic and the number of cities served.
<PAGE>
OPERATING INCOME. Operating income totaled $5,069 in the current period, an
increase of 113.4% from $2,375 a year ago. Mesaba's operating margin increased
to 11.9% from 7.7% in the prior year's first quarter.
NONOPERATING INCOME. Nonoperating income decreased to $113 in the current
quarter from $199 in the prior year's first quarter as a result of lower
interest income. During the current quarter the Company began investing in tax-
free securities which lowers overall interest income but increases the
after-tax yield on its idle cash.
PROVISION FOR INCOME TAXES. The Company's effective tax rate was 42.1% in the
first quarter of fiscal 1996 and 48.5% in fiscal 1996 reflecting lower levels of
nondeductible expenses in the current period.
A quarter-to-quarter comparison of operating costs per available seat mile is
shown in the following table. These figures do not include the activity of
Airways.
<TABLE>
<CAPTION>
Operating Costs Per Three months ended June 30,
Available Seat Mile 1996 1995
- -------------------------------------------------------------------------------------------
<S> <C> <C>
Labor and related costs 6.1 CENTS 6.2 CENTS
Aircraft fuel costs 2.0 1.9
Aircraft maintenance costs 2.8 1.7
Aircraft rents 3.8 4.3
Landing fees 0.6 0.5
Insurance and taxes 0.6 0.7
Depreciation and amortization 0.5 0.6
Administrative and other costs 2.8 2.5
---------- ----------
Total 19.2 CENTS 18.4 CENTS
<CAPTION>
Three months ended June 30,
Operating statistics 1996 1995
- -------------------------------------------------------------------------------------------
<S> <C> <C>
Revenue passengers carried 470,632 367,681
Revenue passenger miles (000) 104,212 80,559
Available seat miles (000) 195,018 174,721
Passenger load factor 53.4% 46.1%
Passenger revenue per available seat mile $ .215 $ .198
Yield per revenue passenger mile $ .402 $ .429
Departures 34,110 28,604
Aircraft in service 54 52
</TABLE>
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital increased to $30,379 with a current ratio of 2.4
at June 30, 1996 compared to $27,142 and 2.6 at March 31, 1996. Cash and short-
term investments increased by $7,906 to $37,334 at June 30, 1996. Net cash
flows provided by operating activities totaled $8,426 in the first quarter of
1997 compared to $4,529 in the first quarter of fiscal 1996. Net cash flows
used for investing activities amounted to $490 during the three months ended
June 30, 1996. Net cash flows used for financing activities through June 30,
1996 totaled $30 compared to $186 in the same period last year.
Long-term obligations, net of current maturities, totaled $5,542 at June 30,
1996 compared to $5,654 at March 31, 1996. The ratio of long-term debt to
stockholders' equity decreased to .15 at June 30, 1996 from .16 at March 31,
1996.
The Company took delivery of four used Saab 340A aircraft during the period
ended June 30, 1996. At March 31, 1996 the Company had agreed to acquire 30 new
Saab 340BPlus and 20 used Saab 340A aircraft. These aircraft are scheduled for
delivery at a rate of approximately two per month over the next two and one-half
years. The Company also has options to acquire an additional 12 used Saab
340A's and 10 new Saab 340BPlus's. The Company has also negotiated a financing
agreement with the airframe manufacturer whereby operating lease financing for
both the new and used aircraft are committed to the Company on competitive rates
and terms.
The Company has historically relied upon cash reserves, internally generated
funds and borrowings to support its working capital requirements. The Company
has an unsecured agreement with a bank that provides for borrowings of up to
$5,000 under a revolving line of credit. No amounts were outstanding under the
credit agreement. Management believes that funds from operations and existing
credit lines will provide adequate resources for meeting non-aircraft capital
needs in fiscal 1997.
<PAGE>
Part II.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
a) No exhibits are filed herewith
b) Registrant did not file any reports on Form 8-K during the quarter
ended June 30, 1996.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MESABA HOLDINGS, INC.
Date: August 9, 1996 BY: /s/ Robert H. Cooper
----------------------------
Robert H. Cooper
Director of Finance
(Principal Financial Officer)
/s/ Jon R. Meyer
----------------------------
Jon R. Meyer
Controller
(Principal Accounting Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-START> APR-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 37,334
<SECURITIES> 0
<RECEIVABLES> 7,178
<ALLOWANCES> 0
<INVENTORY> 2,165
<CURRENT-ASSETS> 51,785
<PP&E> 31,724
<DEPRECIATION> 17,557
<TOTAL-ASSETS> 82,569
<CURRENT-LIABILITIES> 21,406
<BONDS> 0
0
0
<COMMON> 127
<OTHER-SE> 37,360
<TOTAL-LIABILITY-AND-EQUITY> 82,569
<SALES> 42,421
<TOTAL-REVENUES> 42,421
<CGS> 37,352
<TOTAL-COSTS> 37,352
<OTHER-EXPENSES> 113
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 5,182
<INCOME-TAX> 2,181
<INCOME-CONTINUING> 3,001
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,001
<EPS-PRIMARY> 0.23
<EPS-DILUTED> 0.23
</TABLE>
