<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
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED MARCH 29, 1997
PLAYTEX PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 33-25485-01 51-0312772
(State or other jurisdiction of (Commission File No.) (I.R.S. Employer
incorporation or organization) Identification No.)
300 Nyala Farms Road
Westport, Connecticut 06880
(203) 341-4000
----------------------------
(Address, including zip code, and
telephone number, including area
code, of principal executive offices)
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
registrants were required to file such reports) and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
--- ---
At May 13, 1997, 50,915,338 shares of Playtex Products, Inc. common
stock, par value of $.01 per share, were outstanding.
<PAGE>
PLAYTEX PRODUCTS, INC.
INDEX
PAGE
------
PART I--FINANCIAL INFORMATION
Item 1. Financial Statements 3-10
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 11-13
PART II--OTHER INFORMATION
Item 1. Legal Proceedings 14
Item 6. Exhibits and Reports on Form 8-K:
(a) Exhibits 14
(b) Reports on Form 8-K 14
Signatures 15
-2-
<PAGE>
PLAYTEX PRODUCTS, INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
MARCH 29, DECEMBER 28,
1997 1996
ASSETS ----------- ------------
(UNAUDITED)
<S> <C> <C>
Current assets:
Cash and cash equivalents........................................................ $ 3,817 $ 6,205
Receivables, less allowance for doubtful accounts................................ 92,115 63,982
Inventories...................................................................... 44,636 37,637
Current deferred taxes........................................................... 9,933 9,702
Other current assets............................................................. 3,624 4,965
-------- ---------
Total current assets........................................................... 154,125 122,491
Net property, plant and equipment.................................................. 53,935 53,408
Intangible assets, net:
Goodwill......................................................................... 345,624 348,449
Patents, trademarks and other.................................................... 36,007 36,405
Deferred financing costs......................................................... 14,795 15,337
Due from related party............................................................. 80,017 80,017
Other noncurrent assets............................................................ 4,059 4,224
-------- ---------
Total assets................................................................... $ 688,562 $ 660,331
-------- ---------
-------- ---------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable................................................................. $ 30,810 $ 36,131
Accrued expenses................................................................. 56,594 49,252
Income taxes payable............................................................. 9,854 5,586
Current maturities of long-term debt............................................. 27,500 25,000
-------- ---------
Total current liabilities...................................................... 124,758 115,969
Long-term debt..................................................................... 724,400 714,700
Due to related party............................................................... 78,386 78,386
Other noncurrent liabilities....................................................... 13,987 14,207
Deferred income taxes.............................................................. 21,793 19,796
-------- ---------
Total liabilities.............................................................. 963,324 943,058
Stockholders' equity:
Common stock, $.01 par value, authorized 100,000,000 shares,
issued 50,913,804 shares at March 29, 1997 and 50,887,200 shares
at December 28, 1996............................................................ 509 509
Additional paid-in capital....................................................... 424,486 424,277
Retained earnings (deficit)...................................................... (697,870) (705,718)
Foreign currency translation adjustment.......................................... (1,887) (1,795)
-------- ---------
Total stockholders' equity..................................................... (274,762) (282,727)
-------- ---------
Total liabilities and stockholders' equity................................... $ 688,562 $ 660,331
-------- ---------
-------- ---------
</TABLE>
See condensed notes to consolidated financial statements.
-3-
<PAGE>
PLAYTEX PRODUCTS, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS THREE MONTHS
ENDED ENDED
MARCH 29, MARCH 30,
1997 1996
------------- -------------
<S> <C> <C>
Net sales............................................... $ 136,410 $ 143,067
Cost of sales........................................... 52,304 55,650
---------- -----------
Gross profit.......................................... 84,106 87,417
Operating expenses:
Advertising and sales promotion....................... 31,731 38,306
Selling, distribution and research.................... 13,841 13,842
Administrative........................................ 4,632 4,228
Amortization of intangibles........................... 3,223 3,200
---------- -----------
Total operating expenses............................ 53,427 59,576
---------- -----------
Operating earnings.................................. 30,679 27,841
Interest expense, including related party
interest expense of $3,037 for both periods presented,
net of related party interest income of $3,001
for both periods presented............................ 16,282 16,662
---------- ----------
Earnings before income taxes.......................... 14,397 11,179
Income taxes............................................ 6,549 5,198
---------- ---------
Net earnings........................................ $ 7,848 $ 5,981
---------- ---------
---------- ---------
Weighted average shares outstanding..................... 50,901 50,880
---------- ---------
---------- ---------
Earnings per share (primary and fully
diluted).............................................. $ .15 $ .12
---------- ---------
---------- ---------
</TABLE>
See condensed notes to consolidated financial statements.
-4-
<PAGE>
PLAYTEX PRODUCTS, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(UNAUDITED, IN THOUSANDS)
<TABLE>
<CAPTION>
FOREIGN
ADDITIONAL RETAINED CURRENCY
COMMON PAID-IN EARNINGS TRANSLATION
STOCK CAPITAL (DEFICIT) ADJUSTMENT
----------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Balance, December 28, 1996....................................... $ 509 $ 424,277 $ (705,718) $ (1,795)
Net earnings................................................... -- -- 7,848 --
Issuance of common stock....................................... -- 209 -- --
Foreign currency translation adjustment........................ -- -- -- (92)
--------- ---------- ----------- -----------
Balance, March 29, 1997.......................................... $ 509 $ 424,486 $ (697,870) $ (1,887)
--------- ---------- ----------- -----------
--------- ---------- ----------- -----------
</TABLE>
See condensed notes to consolidated financial statements.
-5-
<PAGE>
PLAYTEX PRODUCTS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED, IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS THREE MONTHS
ENDED ENDED
MARCH 29, MARCH 30,
1997 1996
------------- -------------
<S> <C> <C>
Cash flows (used for) provided by operations:
Net earnings.................................................. $ 7,848 $ 5,981
Non-cash items included in earnings:
Amortization of intangibles................................... 3,223 3,200
Amortization of debt discount and deferred financing costs.... 542 505
Depreciation.................................................. 1,887 2,154
Deferred taxes................................................ 1,766 2,359
Other, net.................................................... 165 (4)
Net increase in working capital accounts...................... (27,722) (1,902)
----------- -----------
Net cash flows (used for) provided by operations................ (12,291) 12,293
----------- -----------
Cash flows used for investing activities:
Purchases of property, plant and equipment...................... (2,426) (2,097)
----------- -----------
Net cash flows used for investing activities.................... (2,426) (2,097)
----------- -----------
Cash flows provided by (used for) financing activities:
Borrowings (repayments) under working capital facilities, net... 24,700 (1,750)
Repayment of term loan facility................................. (12,500) (10,000)
Issuance of common stock........................................ 209 --
Other, net...................................................... (80) 49
----------- -----------
Net cash flows provided by (used for) financing activities...... 12,329 (11,701)
----------- -----------
Change in cash and cash equivalents............................. (2,388) (1,505)
Cash and cash equivalents at beginning of period................ 6,205 5,940
----------- -----------
Cash and cash equivalents at end of period...................... $ 3,817 $ 4,435
----------- -----------
----------- -----------
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Net cash paid (refunded) during the periods for:
Interest........................................................ $ 7,774 $ 8,157
----------- -----------
----------- -----------
Income taxes, net of refunds.................................... $ 519 $ (2,176)
----------- -----------
----------- -----------
</TABLE>
See condensed notes to consolidated financial statements.
-6-
<PAGE>
PLAYTEXT PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATMENTS
1. CONSOLIDATED FINANCIAL STATEMENTS
The accompanying quarterly consolidated financial statements of Playtex
Products, Inc. ("Playtex" or the "Company") are unaudited; however, such
statements include all adjustments (consisting of normal recurring
adjustments) considered necessary in the opinion of management for fair
presentation of the financial position, results of operations and cash flows
of the Company. The results of the interim period ended March 29, 1997 are
not necessarily indicative of the results that may be expected for the full
year.
The Company presumes the users of this Quarterly Report on Form 10-Q have
read or have access to the audited financial statements contained in the
Company's Annual Report on Form 10-K for the year ended December 28, 1996.
Accordingly, all footnote disclosures which would substantially duplicate the
disclosures contained therein have been omitted.
2. BALANCE SHEET COMPONENTS
The components of certain balance sheet accounts are as follows (in
thousands):
<TABLE>
<CAPTION>
MARCH 29, DECEMBER 28,
1997 1996
----------- ------------
(UNAUDITED)
<S> <C> <C>
Receivables.............................................. $ 93,904 $ 65,740
Less allowance for doubtful accounts..................... (1,789) (1,758)
---------- -----------
Net.................................................. $ 92,115 $ 63,982
---------- -----------
---------- -----------
Inventories:
Raw materials.......................................... $ 15,451 $ 13,854
Work in process........................................ 1,329 1,004
Finished goods......................................... 27,856 22,779
---------- -----------
Total................................................ $ 44,636 $ 37,637
---------- -----------
---------- -----------
Net property, plant and equipment:
Land................................................... $ 1,190 $ 1,190
Buildings.............................................. 24,686 24,818
Machinery and equipment................................ 98,445 95,938
---------- -----------
124,321 121,946
Less accumulated depreciation.......................... (70,386) (68,538)
---------- -----------
Net.................................................. $ 53,935 $ 53,408
---------- -----------
---------- -----------
</TABLE>
-7-
<PAGE>
PLAYTEXT PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATMENTS
2. BALANCE SHEET COMPONENTS (CONTINUED)
<TABLE>
<CAPTION>
MARCH 29, DECEMBER 28,
1997 1996
----------- ------------
(UNAUDITED)
<S> <C> <C>
Goodwill................................................. $ 446,602 $ 446,602
Less accumulated amortization............................ (100,978) (98,153)
---------- -----------
Net.................................................... $ 345,624 $ 348,449
---------- -----------
---------- -----------
Patents, trademarks and other............................ $ 49,644 $ 49,644
Less accumulated amortization............................ (13,637) (13,239)
---------- -----------
Net.................................................... $ 36,007 $ 36,405
---------- -----------
---------- -----------
Deferred financing costs................................. $ 19,463 $ 19,463
Less accumulated amortization............................ (4,668) (4,126)
---------- -----------
Net.................................................... $ 14,795 $ 15,337
---------- -----------
---------- -----------
Accrued expenses: (a)
Advertising and sales promotion........................ $ 16,093 $ 19,191
Interest............................................... 13,766 5,532
Employee compensation and benefits..................... 8,994 14,167
Insurance.............................................. 2,847 2,913
Accrued returns reserve................................ 7,976 1,117
Other.................................................. 6,918 6,332
---------- -----------
Total................................................ $ 56,594 $ 49,252
---------- -----------
---------- -----------
</TABLE>
- ------------------------
(a) Certain prior year accounts have been reclassified for consistency with 1997
presentation.
3. LONG-TERM DEBT
Long-term debt consists of the following (in thousands):
<TABLE>
<CAPTION>
MARCH 29, DECEMBER 28,
1997 1996
----------- ------------
(UNAUDITED)
<S> <C> <C>
1995 Credit Agreement:
Term Loan Facility...................... $ 355,000 $ 367,500
Acquisition Credit Facility............. -- 10,000
Working Capital Facility................ 36,900 2,200
9% Senior Subordinated Notes due 2003 360,000 360,000
--------- ---------
751,900 739,700
Less current maturities.................... (27,500) (25,000)
--------- ---------
Total long-term debt.................... $ 724,400 $ 714,700
--------- ---------
--------- ---------
</TABLE>
-8-
<PAGE>
PLAYTEX PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The 1995 Term Loan Facility provides for semi-annual repayment of
principal, including payments of $12.5 million due on September 15, 1997 and
$15.0 million on March 15, 1998. The rate of interest on borrowings under the
1995 Credit Agreement is, at the Company's option, a function of various
alternative short-term borrowing rates, as defined in the 1995 Credit
Agreement. At March 29, 1997 and March 30, 1996, the weighted average
variable interest rate was 7.34% for both periods. The weighted average
variable interest rate for the quarters ended March 29, 1997 and March 30,
1996 was 7.33% and 7.39%, respectively. Quarterly commitment fees of
three-eighths of 1% on the unutilized portion of the 1995 Credit Agreement
and an agency fee of $100,000 per annum are also required. At March 29,
1997, aggregate unused lines of credit (giving effect to outstanding letters
of credit) under the 1995 Credit Agreement amounted to $74.2 million.
The Company has entered into three interest rate protection agreements
which hedge substantially all of the Company's long-term bank debt. The first
agreement for $125 million requires payments by Playtex at a rate of 5.96%
until July 7, 1997. This agreement effectively fixes the rate on $125 million
at 7.71%, after giving effect to the 1.75% spread as provided for in the 1995
Credit Agreement. The second agreement for $100 million requires payments by
Playtex at a rate of 5.825% until July 25, 1997. This agreement effectively
fixes the rate on $100 million at 5.825%, after giving effect to the 1.75%
spread as provided for in the 1995 Credit Agreement. At the option of the
counterparties, these agreements may be extended for one additional year. The
third agreement for $150 million requires payments by Playtex at a rate of
5.59% until July 25, 1998. This agreement will terminate with no penalty to
either party if the 90 day LIBOR rate at the quarterly interest reset date is
equal to or greater than 6.25%. This agreement effectively fixes the rate on
$150 million at 7.34%, after giving effect to the 1.75% spread as provided
for in the 1995 Credit Agreement. Each of the three agreements require the
counterparty to make quarterly payments to Playtex at a 90 day LIBOR rate.
Net receipts or payments under the swap agreements are recognized as an
adjustment to interest expense.
The provisions of the 1995 Credit Agreement require the Company to meet
certain financial covenants and ratios and also include limitations or
restrictions on: new indebtedness and liens; major acquisitions or mergers;
capital expenditures; disposition of assets; certain dividends and other
distributions; and prepayment and modification of all indebtedness or equity
capitalization. The 9% Senior Subordinated Notes (the "9% Notes") contain
certain similar restrictions and requirements. Under the terms of the 1995
Credit Agreement and the 9% Notes, payment of cash dividends on the common stock
of the Company is restricted.
4. EARNINGS PER SHARE
Earnings per share is calculated using net earnings divided by the weighted
average number of common shares issued and outstanding for the periods
presented. At March 29, 1997 and December 28, 1996, no shares of common stock
were held in treasury.
-9-
<PAGE>
PLAYTEX PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5. CONTINGENT LIABILITIES
In the opinion of management, there are no claims, commitments, guarantees
or litigation pending to which the Company or any of its subsidiaries is a party
which would have a materially adverse effect on the consolidated financial
position, results of operations or cash flows of the Company.
-10-
<PAGE>
PLAYTEX PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
The following discussion and analysis of the Company's financial condition
and results of operations should be read in conjunction with the financial data
and condensed notes thereto included elsewhere in this quarterly report and with
the Annual Report on Form 10-K for the year ended December 28, 1996 filed with
the Securities and Exchange Commission (No. 33-25485).
Certain statements in this Quarterly Report or others made hereafter
(including orally) may constitute "forward looking statements" within the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors
which may cause actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by such forward looking statements. Such factors include
but are not limited to: intensified competition, higher spending for advertising
and promotion, new product initiatives and continued activity in the private
label sector, the loss of significant customers, reduction in the level of
retail inventories, product liability litigation and changes in governmental
regulations.
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 29, 1997 VERSUS
THREE MONTHS ENDED MARCH 30, 1996:
NET SALES - Net sales of $136.4 million for the quarter ended March 29, 1997
were $6.7 million, or 5%, lower than for the same quarter in fiscal 1996. Net
sales of the Company's Feminine Care products were down $19.0 million, or 33%,
versus the first quarter of 1996. Net sales of the Company's Sun Care products
grew 33% for the quarter while net sales of Infant Care products increased 16%
over the previous year. The PLAYTEX SPILL-PROOF cup continued to be the leading
contributor to Infant Care's growth in net sales. Additionally, versus the same
period in 1996, Household Product net sales decreased 6%. Hair Care net sales,
which represents 4% of the Company's total net sales, decreased 24% versus the
first quarter of 1996.
GROSS PROFIT - Gross profit of $84.1 million for the first quarter of fiscal
1997 decreased by $3.3 million, or 4%, from the corresponding fiscal 1996
quarter. Period to period, gross margin increased 0.6% to 61.7%. This increase
was attributable primarily to lower product costs.
OPERATING EARNINGS - Operating earnings of $30.7 million for the first
quarter of 1997 were $2.8 million, or 10%, higher than for the comparable period
in fiscal 1996. The increase in operating earnings was due primarily to a 17%
decrease in advertising and promotional spending.
INTEREST EXPENSE - Interest expense decreased $0.4 million or 2% as a result
of the $26.4 million reduction of long term debt.
-11-
<PAGE>
PLAYTEX PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
NET EARNINGS - Net earnings of $7.8 million for the first quarter of fiscal
1997 were $1.9 million, or 31%, higher than for the same quarter in fiscal
1996. The favorable variance resulted from the combined effect of all factors
described above.
FINANCIAL CONDITION
At March 29, 1997, the Company's working capital (current assets net of
current liabilities) increased by $22.9 million to $29.4 million from $6.5
million at December 28, 1996. On a significant component basis: a) accounts
receivable increased $28.1 million, principally due to an increase in sales in
the first quarter of 1997 when compared with the fourth quarter of 1996 and the
seasonal nature of Sun Care product sales with extended credit terms, b)
inventory increased $7.0 million, due primarily to the build of the seasonal Sun
Care inventory, c) a $5.3 million decrease in accounts payable. These working
capital increases were partly offset by a) a $4.3 million increase in income
taxes payable, primarily the result of the difference in the earnings in the
first quarter of 1997 versus the fourth quarter of 1996 b) an $8.2 million
increase in accrued interest expense due primarily to timing of payments, and c)
a $2.5 million increase in the current portion of long term debt. All other
working capital components decreased by a net $2.5 million.
Long-term debt (including current portion) of $751.9 million at March 29,
1997 was $12.2 million higher than at December 28, 1996. The net increase in
long-term borrowings was the result of the working capital requirements of the
seasonal Sun Care business offset in part by a $12.5 million principal payment
on the Term Loan Facility.
The Company believes that it will generate sufficient cash flow from
operations to be able to make the scheduled interest and principal payments
under the 1995 Credit Agreement and interest payments on the 9% Notes; however
the Company does not expect to generate sufficient cash flow from operations to
make the principal payment due in 2003 on the 9% Notes. Accordingly, the Company
will have to either refinance its obligations with respect to the 9% Notes prior
to maturity, sell assets or raise equity capital to repay the principal amount
of the 9% Notes. The Company's ability to make scheduled principal payments, to
refinance its obligations with respect to its indebtedness, sell assets or raise
equity capital depends on its financial and operating performance, which, in
turn, is in part subject to prevailing economic conditions and to financial,
business and other factors beyond its control. Although the Company's cash flow
from its operations and borrowings have been sufficient to meet its historical
debt service obligations, there can be no assurance that the Company's operating
results will continue to be sufficient or that future borrowing facilities will
be available for the payment or refinancing of the Company's indebtedness.
Capital Expenditures for equipment and facility improvements were $2.4
million and $2.1 million for the three month periods ended March 29, 1997 and
March 30, 1996, respectively.
Inflation in the United States and Canada has not been a significant concern
of the Company during recent periods.
-12-
<PAGE>
PLAYTEX PRODUCTS, INC.
PART I - FINANCIAL INFORMATION
The Company's businesses, with the exception of Sun Care, have generally
not been seasonal. Sun Care product sales are highly seasonal with 85 to 90
percent of sales occurring in the first six months of the year. In addition, the
seasonality requires increased working capital needs to support inventory builds
to support the selling season and higher receivable levels resulting from
extended credit terms which are typical in the sun care industry.
NEW ACCOUNTING PRONOUNCEMENT
The Company has evaluated the effects of the recently released accounting
pronouncement, Financial Accounting Standards Board Statement No. 128, "Earnings
per Share", which will be effective starting in the Company's 1997 fiscal fourth
quarter. Based on initial evaluation, the Company does not believe the impact on
earnings per share will be material.
-13-
<PAGE>
PLAYTEX PRODUCTS, INC.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The following should be read in conjunction with Part 1, Item 3., "Legal
Proceedings" in the Registrant's Annual Report on Form 10-K for the year ended
December 28, 1996.
As of the end of March 1997, there were approximately 14 pending Toxic Shock
Syndrome ("TSS") claims relating to Playtex tampons, although additional claims
may be made in the future.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
(27) Financial Data Schedule
b. Reports on Form 8-K--None
-14-
<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.
PLAYTEX PRODUCTS, INC.
DATE: May 13, 1997 BY: /s/ Michael R. Gallagher
----------------------- ------------------------------
Michael R. Gallagher
Chief Executive Officer
DATE: May 13, 1997 BY: /s/ Michael F. Goss
----------------------- ------------------------------
Michael F. Goss
Executive Vice President
and
Chief Financial Officer
-15-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-28-1996
<PERIOD-END> MAR-29-1997
<CASH> 3,817
<SECURITIES> 0
<RECEIVABLES> 93,904
<ALLOWANCES> 1,789
<INVENTORY> 44,636
<CURRENT-ASSETS> 154,125
<PP&E> 124,321
<DEPRECIATION> 70,386
<TOTAL-ASSETS> 688,562
<CURRENT-LIABILITIES> 124,758
<BONDS> 751,900
0
0
<COMMON> 509
<OTHER-SE> (275,271)
<TOTAL-LIABILITY-AND-EQUITY> 688,562
<SALES> 136,410
<TOTAL-REVENUES> 136,410
<CGS> 52,304
<TOTAL-COSTS> 52,304
<OTHER-EXPENSES> 53,427
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 16,282
<INCOME-PRETAX> 14,397
<INCOME-TAX> 6,549
<INCOME-CONTINUING> 7,848
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,848
<EPS-PRIMARY> .15
<EPS-DILUTED> .15
</TABLE>
