<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 1997
Commission file number 0-18335
TETRA Technologies, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 74-2148293
(State of incorporation) (I.R.S. Employer
Identification No.)
25025 I-45 NORTH, THE WOODLANDS, TEXAS 77380
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (281) 367-1983
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 .
--- ---
As of May 2, 1997 there were 13,121,493 shares of the Company's common
stock, $.01 par value per share, issued and outstanding.
<PAGE> 2
TETRA Technologies, Inc. and Subsidiaries
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1997 1996
------------- --------------
<S> <C> <C>
($ Thousands)
Revenues:
Product sales $ 33,984 $ 26,478
Services 12,882 7,716
---------- ----------
Total Revenues 46,866 34,194
Cost of Revenues:
Cost of product sales 23,731 18,254
Cost of services 9,339 5,460
---------- ----------
Total Cost of Revenues 33,070 23,714
---------- ----------
Gross Profit 13,796 10,480
General and Administrative Expense 7,976 6,162
---------- ----------
Operating Income 5,820 4,318
Interest Expense 680 24
Interest Income 53 45
Equity in Earnings from Joint Ventures 120 55
Other Income 361 119
---------- ----------
Income Before Income Taxes . 5,674 4,513
Provision for Income Taxes 2,058 1,702
---------- ----------
Net Income $ 3,616 $ 2,811
========== ==========
Net Income per Common and
Common Equivalent Share $ 0.26 $ 0.21
========== ==========
Weighted Average Common and Common
Equivalent Shares Outstanding 14,149 13,329
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
1
<PAGE> 3
TETRA Technologies, Inc. and Subsidiaries
Consolidated Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
($ Thousands) 1997 1996
---------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 8,288 $ 2,829
Trade accounts receivable, net of allowance for doubtful
accounts of $1,514 in 1997 and $1,266 in 1996 39,983 43,768
Costs and estimated earnings in excess of billings
on incomplete contracts 1,967 1,410
Inventories 27,821 24,360
Deferred tax assets 1,429 1,676
Prepaid expenses and other current assets 2,815 2,083
--------- ---------
Total Current Assets 82,303 76,126
Property, Plant and Equipment:
Land and building 8,534 8,428
Machinery and Equipment 45,676 43,477
Automobiles and trucks 6,397 5,276
Chemical plants 45,043 45,014
Construction in progress 9,807 5,409
--------- ---------
115,457 107,604
Less accumulated depreciation and amortization (37,496) (35,436)
--------- ---------
Net Property, Plant, and Equipment 77,961 72,168
Other Assets:
Patents and licenses, net of accumulated amortization
of $769 in 1997 and $750 in 1996 441 460
Investment in Joint Ventures 5,657 5,928
Cost in excess of net assets acquired, net of accumulated
amortization of $1,191 in 1997 and $964 in 1996 17,245 17,381
Notes receivable, less current portion 219 --
Other, net of accumulated amortization of $1,236 in 1997
and $1,218 in 1996 6,215 6,443
--------- ---------
Total Other Assets 29,777 30,212
--------- ---------
$ 190,041 $ 178,506
========= =========
</TABLE>
See Notes to Consolidated Financial Statements
2
<PAGE> 4
TETRA Technologies, Inc. and Subsidiaries
Consolidated Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
($ Thousands) 1997 1996
---------- ------------
(Unaudited)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Short-term borrowings $ -- $ 2,202
Trade accounts payable 24,903 22,618
Accrued expenses 10,009 9,085
Billings in excess of costs and estimated
earnings on incomplete contracts 401 567
Current portions of all long-term debt and capital
lease obligations 1,535 4,256
---------- ----------
Total Current Liabilities 36,848 38,728
Long-term Debt, less current portion 33,729 23,853
Capital Lease Obligations, less current portion 837 835
Deferred Income Taxes 6,687 6,687
Other liabilities 101 381
Commitments and contingencies
Stockholders' Equity:
Common stock, par value $.01 per share
40,000,000 shares authorized, with 13,121,493 shares
issued and outstanding in 1997 and 13,069,396 shares
issued and outstanding in 1996 131 131
Additional paid-in capital 68,318 67,811
Cumulative Translation Adjustment 81 387
Retained earnings 43,309 39,693
---------- ----------
Total Stockholders' Equity 111,839 108,022
---------- ----------
$ 190,041 $ 178,506
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE> 5
TETRA Technologies, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
($ Thousands) 1997 1996
------------ ------------
<S> <C> <C>
Operating Activities:
Net Income $ 3,616 $ 2,811
Adjustments to reconcile net income to net cash
provided by operating activities :
Depreciation and amortization 2,536 1,785
Undistributed (earnings) losses from joint venture (120) (55)
Provision for deferred income taxes 155 303
Provision for doubtful accounts 115 114
(Gain) on sale of property, plant and equipment (154) (2)
Changes in operating assets and liabilities,
net of assets acquired :
Trade accounts receivable 3,670 (1,845)
Costs and estimated earnings in excess
of billings on incomplete contracts (557) (717)
Inventories (3,461) (2,250)
Prepaid expenses and other current assets (723) (354)
Trade accounts payable and accrued expenses 3,209 40
Billings in excess of costs and estimated
earnings on incomplete contracts (166) 33
Other (740) (547)
----------- -----------
Net cash provided by operating activities 7,380 (684)
----------- -----------
Investing Activities:
Purchases of property, plant and equipment (7,769) (4,494)
Acquisition of businesses, net of cash acquired 0 (1,400)
Payments from notes receivable 0 7
Proceeds from sale of property, plant and equipment 430 42
----------- -----------
Net cash used by investing activities (7,339) (5,845)
----------- -----------
Financing Activities:
Net repayments and borrowings from short-term credit lines (2,202) 1,573
Proceeds from long-term debt and capital
lease obligations 10,207 291
Principal payments on long-term debt and capital
lease obligations (3,094) (414)
Proceeds from sale of common stock and exercised stock options 507 103
----------- -----------
Net cash used by financing activities 5,418 1,553
----------- -----------
Increase (Decrease) in cash and cash equivalents 5,459 (4,976)
Cash & Investments at Beginning of Period 2,829 7,510
----------- -----------
Cash & Investments at End of Period $ 8,288 $ 2,534
=========== ===========
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
The consolidated financial statements include the accounts of the
Company and its subsidiaries, all of which are wholly-owned. The Company's
investment in its joint ventures is stated at cost plus equity in undistributed
earnings. All significant intercompany balances and transactions have been
eliminated in consolidation.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Rule 10-01 of Regulation S-X for interim financial
statements required to be filed with the Securities and Exchange Commission and
do not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. However, the
information furnished reflects all normal recurring adjustments which are, in
the opinion of management, necessary to a fair statement of the results for the
interim periods.
The accompanying financial statements should be read in conjunction
with the audited financial statements for the year ended December 31, 1996.
For the purposes of the statements of cash flows, the Company
considers all highly liquid cash investments with a maturity of three months or
less to be cash equivalents.
Interest paid on debt during the three months ended March 31, 1997 and
1996 was $680,000 and $201,000, respectively.
Income tax payments made during the three months ended March 31, 1997
and 1996 were $123,000 and $543,000, respectively.
NOTE B - COMMITMENTS AND CONTINGENCIES
The Company, its subsidiaries and other related companies are named
defendants in other lawsuits and respondents in certain governmental
proceedings arising in the ordinary course of business. While the outcome of
lawsuits or other proceedings against the Company cannot be predicted with
certainty, management does not expect these matters to have a material adverse
impact on the Company.
NOTE C - NET INCOME PER SHARE
The following is a reconciliation of the weighted average number of
common shares outstanding with the number of shares used in the computations of
net income per common and common equivalent share:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
SEPTEMBER 30
----------------------------------
1997 1996
------------ ------------
<S> <C> <C>
Weighted average number
of common shares outstanding . . . . . . . . . . . 13,121,493 12,826,678
Assumed exercise of stock options . . . . . . . . . . 1,027,873 502,297
------------ ------------
Weighted average common and common
equivalent shares outstanding . . . . . . . . . . . 14,149,366 13,328,975
========== ==========
</TABLE>
In applying the treasury stock method to determine the dilutive effect
of the stock options outstanding during the first quarter of 1997, the average
market price of $25.58 was used.
- 5 -
<PAGE> 7
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
Three months March 31, 1997 compared with three months ended March 31, 1996.
Total revenues for the quarter ended March 31, 1997 were $46.9 million
compared to $34.2 million in the prior period, an increase of $12.7 million or
37.1%. Revenues from the Oil & Gas Services Division were up approximately 24%
over the prior quarter. Well abandonment operations contributed significantly
as recently acquired equipment provided better than anticipated utilization.
International operations, however, were adversely affected by severe weather in
the North Sea which curtailed work for three weeks during the quarter.
Specialty Chemicals Division revenues were up approximately 64% over 1996
reflecting substantial contributions from two prior year acquisitions;
Sulfamex , a Mexican manufacturer of manganese sulfate, and Wilchem, a producer
of mold and mildew desiccants. However, the division's dry calcium chloride
sales for snow and ice removal were below anticipated levels for the quarter
due to the mild winter weather experienced along the East Coast.
Gross profits were $13.8 million in the 1997 quarter compared to $10.5
million in the 1996 quarter, for an increase of $3.3 million or 31.4%. Gross
profit as a percentage of revenues decreased from 30.6% in 1996 to 29.4% in
1997. The decrease in gross profit percentage is attributable to changes in
product mix.
General and administrative expenses were $8.0 million in 1997 compared
to $6.2 million in 1996. The inclusion of acquired operations accounted for a
significant portion of this increase. General and administrative expenses as a
percentage of revenues continued to drop from 18% in 1996 to 17% in 1997.
Operating income for the quarter ended March 31, 1997 was $5.8
million, up $1.5 million or 34.9% from $4.3 million in 1996. This increase is
the combined result of a gross margin increase of $3.9 million due to
increased volume and a $0.6 million decrease due the lower gross margin rates,
offset by a $1.8 million increase in general and administration expenses.
Interest expense increased during the current quarter due in part to
the capitalization of 1996 interest in conjunction with the Lake Charles plant
expansion. Additionally, long-term debt has increased by over $30 million in
the past twelve months in support of the Company's acquisition program
resulting in increased interest expense.
Net income after taxes for the three months ended March 31, 1997 was
$3.6 million versus $2.8 million in 1996, an increase of $0.8 million or 28.6%.
Net income per share was $0.26 in the 1997 quarter on 14,149,000 weighted
average common and common equivalent shares outstanding compared to earnings in
1996 of $0.21 based on 13,329,000 weighted average common and common equivalent
shares outstanding.
LIQUIDITY AND CAPITAL RESOURCES
The Company's investment in working capital, excluding cash and cash
equivalents, increased to $37.2 million at March 31, 1997 compared to $34.6
million at December 31, 1996. Inventories increased $3.5 million principally
in dry calcium chloride as a result of lower than anticipated first quarter
sales and in oil and gas operations in response to increased drilling
activity. Trade receivables decreased $3.7 million primarily in the
international oil and gas area. Trade payables and accrued expenses increased
during the period by $3.2 million . Oil and gas operations accounted for a
substantial portion of this change as increased inventory levels and capital
equipment were acquired. Short term borrowings and current portion of long
term debt decreased by nearly $5.0 million, as the Company reduced its cost of
capital by refinancing the long-term debt and working capital loans of its
American MicroTrace subsidiary.
The Company has announced its intention to augment internal growth
with acquisitions. The emphasis of these purchases has been and will continue
to be in areas where TETRA has technological leadership or existing
distribution channels such as acids, metals, agricultural products, bromine
products or oil and gas services. To fund this acquisition program, the
Company will use existing cash and cash flow as well as its general purpose,
unsecured, prime
- 6 -
<PAGE> 8
rate/LIBOR-based line-of-credit with a syndicate of banks led by NationsBank.
As of March 31, 1997, the Company has $2.4 million in letters of credit and
$33.4 million in long-term debt outstanding against a $60 million
line-of-credit, leaving a net availability of $24.2 million. Subsequent to the
end of the quarter, the Company extended the terms of this line-of-credit from
$60 to $120 million maturing in 1999. In addition to this expanded line, the
Company has 4.8 million shares of TETRA common stock available under a shelf
registration statement to finance its acquisition program.
Capital expenditures during the three months ended March 31, 1997
totaled approximately $7.8 million. Significant components include additional
process equipment at the Company's American MicroTrace subsidiary and
production equipment for the Oil and Gas Services Division's well abandonment
and production testing operations.
The Company believes that its existing funds, cash generated by
operations, funds available under its bank line-of-credit, as well as other
traditional financing arrangements, such as secured credit facilities, leases
with institutional leasing companies, and vendor financing will be sufficient
to meet its current and anticipated operations and its anticipated capital
expenditures through 1997 and thereafter.
PENDING ACCOUNTING PRONOUNCEMENT
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. The impact is
expected to result in an increase in primary earnings per share for the first
quarter ended March 31, 1997 and March 31, 1996 of $.02 and $.01 per share,
respectively. The calculation of fully diluted earnings per share for these
quarters is not expected to change from reported amounts as a result of
Statement 128.
CAUTIONARY STATEMENT FOR PURPOSES OF FORWARD LOOKING STATEMENTS
Certain statements contained herein and elsewhere may be deemed to be
forward-looking within the meaning of The Private Securities Litigation Reform
Act of 1995 and are subject to the "safe harbor" provisions of that act,
including without limitation, statements concerning future sales, earnings,
costs, expenses, acquisitions or corporate combinations, asset recoveries,
working capital, capital expenditures, financial condition, and other results
of operations. Such statements involve risks and uncertainties. Actual results
could differ materially from the expectations expressed in such forward-looking
statements. The Company identifies the following important risk factors, which
could affect the Company's actual results and cause actual results to differ
materially from any such results that might be projected, forecast, estimated
or budgeted by the Company in such forward-looking statements:
Markets
The Company's operations are materially dependent on the level of oil
and gas well completion and workover activity, both in the United States and
internationally. Such activity level is affected both by short-term and long-
term trends in oil and gas prices. In recent years, oil and gas prices and,
therefore, the level of well completion and workover activity, have been
volatile. Worldwide military, political and economic events, including
initiatives by the Organization of Petroleum Exporting Countries, have
contributed to, and are likely to continue to contribute to, price volatility.
Any prolonged reduction in oil and gas prices may depress the level of well
completion and workover activity and result in a corresponding decline in the
demand for the Company's products and services and, therefore, have a material
adverse effect on the Company's revenues and profitability.
Much of the Company's growth strategy, particularly in its specialty
chemicals operations, depends upon its ability to sell its products in markets
in which it is not now well-established and to customers it does not now serve.
There is no assurance that the Company's efforts to penetrate these markets
will be successful.
Competition
The Company encounters and expects to continue to encounter intense
competition in the sale of its products. The Company competes with numerous
companies in its speciality chemicals and oil and gas operations
- 7 -
<PAGE> 9
and with numerous companies in its process technologies operations. Many of
the Company's competitors have substantially greater financial and other
resources than the Company. To the extent these competitors offer comparable
products or services at lower prices, or higher quality and more cost-effective
products or services, the Company's business could be materially adversely
affected.
Supply of Raw Materials
The Company sells a variety of clear brine fluids, including
brominated clear brine fluids such as calcium bromide, zinc bromide and sodium
bromide, and other brominated products, some of which are manufactured by the
Company and some of which are purchased from third parties. The Company also
sells calcium chloride, as a clear brine fluid and in other forms and for other
applications. Sales of calcium chloride and brominated products contribute
significantly to the Company's revenues. In its manufacture of calcium
chloride, the Company uses hydrochloric acid and other raw materials purchased
from third parties. In its manufacture of brominated products, the Company
uses hydrobromic acid and other raw materials purchased from third parties.
The Company acquires brominated products from a variety of third party
suppliers. The Company believes that its supplies of brominated products and
hydrobromic and hydrochloric acid are currently adequate, and the Company has
taken steps to protect itself from future shortages. However, if the Company
were unable to acquire the brominated products or hydrobromic or hydrochloric
acid or any other raw material supplies for a prolonged period, the Company's
business could be materially adversely affected.
Potential Liability for Environmental Operations; Environmental
Regulation
The Company's operations are subject to extensive and evolving
Federal, state and local laws and regulatory requirements, including permits,
relating to environmental affairs, health and safety, waste management and
chemical products. Governmental authorities have the power to enforce
compliance with these regulations and permits, and violators are subject to
civil and criminal penalties, including civil fines, injunctions or both.
Third parties may also have the right to pursue legal actions to enforce
compliance. It is possible that increasingly strict environmental laws,
regulations and enforcement policies could result in substantial costs and
liabilities to the Company and could subject the Company's handling,
manufacture, use, reuse, or disposal of substances or pollutants to scrutiny.
The Company's business exposes it to risks such as the potential for harmful
substances escaping into the environment and causing damages or injuries, which
could be substantial. Although the Company maintains general liability
insurance, this insurance is subject to coverage limits and generally excludes
coverage for losses or liabilities relating to environmental damage or
pollution. The Company maintains specific environmental liability insurance
for only one of its plants. Although the Company believes that it conducts its
operations prudently and that it minimizes its exposure to such risks, the
Company could be materially adversely affected by an enforcement proceeding or
a claim that was not covered or was only partially covered by insurance.
In addition to increasing the Company's risk of environmental
liability, the promulgation of stricter environmental laws, regulations and
enforcement policies has accelerated the growth of some of the markets served
by the Company. Even though the Company's future business success is not
dependent on increased regulation of environmental matters, decreased
regulation and enforcement could materially adversely affect the demand for the
types of systems offered by the Company's process technologies operations and,
therefore, materially adversely affect the Company's business.
Risks Related to Acquisitions and Internal Growth
The Company's aggressive growth strategy includes both internal growth
and growth by acquisitions. Acquisitions require significant financial and
management resources both at the time of the transaction and during the process
of integrating the newly acquired business into the Company's operations.
Internal growth requires both financial and management resources as well as
hiring additional personnel. The Company's operating results could be
adversely affected if it is unable to successfully integrate such new companies
into its operations or is unable to hire adequate personnel. Future
acquisitions by the Company could also result in issuances of equity securities
or the rights associated with the equity securities, which could potentially
dilute earnings per share. In addition, future acquisitions could result in
the incurrence of additional debt or contingent liabilities and amortization
expenses
- 8 -
<PAGE> 10
related to goodwill and other intangible assets. These factors could adversely
affect the Company's future operating results and financial position.
Reliance on Significant Customers
In 1995 and 1996 two customers accounted for more than 10% of the
Company's consolidated revenues. Combined revenues from these customers were
approximately $35 million in 1995 and 1996. The loss of any of these customers
could have a material adverse effect on the Company's sales revenues.
Weather Related Factors
Demand for the Company's Oil and Gas Services Division's products and
services are subject to seasonal fluctuation due in part to weather conditions,
which cannot be predicted. Demand for the Company's Chemical Division's
products, especially calcium chloride used for ice and snow melt and its
agricultural products, also fluctuates due to weather conditions. The
Company's operating results may vary from quarter to quarter depending on
weather conditions in applicable areas in the United States and in
international markets.
Risks Related to Gross Margin
The Company's operating results in general, and gross margin
percentage in particular, are functions of the product mix sold in any period.
Other factors, such as unit volumes, heightened price competition, changes in
sales and distribution channels, shortages in raw materials due to timely
supplies or ability to obtain items at reasonable prices, and availability of
skilled labor, may also continue to affect the cost of sales and the
fluctuation of gross margin percentages in future periods.
Patent and Trade Secret Protection
The Company owns numerous patents, patent applications and unpatented
trade secret technologies in the U.S. and certain foreign countries. There can
be no assurance that the steps taken by the Company to protect its proprietary
rights will be adequate to deter misappropriation of its proprietary rights.
In addition, independent third parties may develop competitive or superior
technologies.
Dependence on Personnel
The Company's success depends upon the continued contributions of its
personnel, many of whom would be difficult to replace. The success of the
Company will depend on the ability of the Company to attract and retain skilled
employees. Changes in personnel, therefore, could adversely affect operating
results.
The foregoing review of factors pursuant to the Private Securities
Litigation Reform Act of 1995 should not be construed as exhaustive. In
addition to the foregoing, the Company wishes to refer readers to the Company's
other filings and reports with the Securities and Exchange Commission,
including its recent reports on Forms 10-K and 10-Q, for a further discussion
of the Company's business and operations and risks and uncertainties that could
cause actual results to differ materially from those contained in
forward-looking statements. The Company undertakes no obligation to publicly
release the result of any revisions to any such forward-looking statements
which may be made to reflect the events or circumstances after the date hereof
or to reflect the occurrence of unanticipated events.
- 9 -
<PAGE> 11
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company, its subsidiaries and other related companies are named
defendants in several of lawsuits and respondents in certain governmental
proceedings arising in the ordinary course of business. While the outcome of
lawsuits or other proceedings against the Company cannot be predicted with
certainty, management does not expect these matters to have a material adverse
impact on the Company.
ITEM 6. EXHIBITS
(a) Exhibits
(i) A statement of computation of per share earnings is included in
Note D of the Notes to Consolidated Financial Statements included
in this report and is incorporated by reference into Part II of
this report.
(b) Reports on Form 8-K: None
- 10 -
<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.
TETRA Technologies, Inc.
Date: May 14, 1997 By: [Geoffrey M. Hertel]
-------------------------------------
Geoffrey M. Hertel
Executive Vice President -
Finance and Administration
(Principal Financial Officer)
Date: May 14, 1997 By: [Bruce A. Cobb]
-------------------------------------
Bruce A. Cobb, Corporate Controller
(Principal Accounting Officer)
- 11 -
<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> MAR-31-1997
<CASH> 8,288
<SECURITIES> 0
<RECEIVABLES> 41,497
<ALLOWANCES> 1,514
<INVENTORY> 27,821
<CURRENT-ASSETS> 82,303
<PP&E> 115,457
<DEPRECIATION> 37,496
<TOTAL-ASSETS> 190,041
<CURRENT-LIABILITIES> 36,848
<BONDS> 34,566
0
0
<COMMON> 131
<OTHER-SE> 111,708
<TOTAL-LIABILITY-AND-EQUITY> 190,041
<SALES> 33,984
<TOTAL-REVENUES> 46,866
<CGS> 23,731
<TOTAL-COSTS> 33,070
<OTHER-EXPENSES> 7,976
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 680
<INCOME-PRETAX> 5,674
<INCOME-TAX> 2,058
<INCOME-CONTINUING> 3,616
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,616
<EPS-PRIMARY> .26
<EPS-DILUTED> .26
</TABLE>
