<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 June 30, 1998
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 August 7, 1998 there were 13,609,418 shares of the Company's
common stock, $.01 par value per share, issued and outstanding.
<PAGE> 2
ITEM 1. FINANCIAL STATEMENTS
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
------------------------ ------------------------
1998 1997 1998 1997
--------- --------- --------- ---------
($ THOUSANDS)
<S> <C> <C> <C> <C>
Revenues:
Product sales $ 40,189 $ 35,515 $ 83,188 $ 69,499
Services 23,598 16,883 47,935 29,765
--------- --------- --------- ---------
TOTAL REVENUES 63,787 52,398 131,123 99,264
Cost of Revenues:
Cost of product sales 29,479 25,216 61,514 48,947
Cost of services 17,391 11,950 34,445 21,289
--------- --------- --------- ---------
Total Cost of Revenues 46,870 37,166 95,959 70,236
--------- --------- --------- ---------
GROSS PROFIT 16,917 15,232 35,164 29,028
General and Administrative Expense 9,410 8,760 19,701 16,736
--------- --------- --------- ---------
OPERATING INCOME 7,507 6,472 15,463 12,292
Interest Expense 1,419 616 2,664 1,296
Interest Income 48 54 71 107
Equity in Earnings from Joint Ventures 0 103 0 223
Other Income (expense) (160) 136 (337) 497
--------- --------- --------- ---------
INCOME BEFORE INCOME TAXES 5,976 6,149 12,533 11,823
Provision for Income Taxes 2,262 2,486 4,882 4,544
--------- --------- --------- ---------
NET INCOME $ 3,714 $ 3,663 $ 7,651 $ 7,279
========= ========= ========= =========
NET INCOME PER SHARE $ 0.27 $ 0.28 $ 0.56 $ 0.55
========= ========= ========= =========
AVERAGE SHARES 13,609 13,190 13,590 13,156
========= ========= ========= =========
NET INCOME PER DILUTED SHARE $ 0.26 $ 0.26 $ 0.54 $ 0.52
========= ========= ========= =========
AVERAGE DILUTED SHARES 14,265 14,066 14,262 14,107
========= ========= ========= =========
</TABLE>
See Notes to Consolidated Financial Statements
-1-
<PAGE> 3
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
($ THOUSANDS) 1998 1997
--------- ---------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 5,586 $ 2,839
Trade accounts receivable, net of allowance for doubtful
accounts of $705 in 1998 and $1,023 in 1997 63,627 56,893
Costs and estimated earnings in excess of billings
on incomplete contracts 8,243 4,021
Inventories 48,156 38,715
Deferred tax assets 1,351 1,444
Prepaid expenses and other current assets 5,837 6,012
--------- ---------
Total Current Assets 132,800 109,924
PROPERTY, PLANT AND EQUIPMENT:
Land and building 14,675 12,777
Machinery and Equipment 90,494 72,514
Automobiles and trucks 11,686 10,538
Chemical plants 47,571 46,791
Construction in progress 32,180 27,231
--------- ---------
196,606 169,851
Less accumulated depreciation and amortization (55,295) (48,868)
--------- ---------
Net Property, Plant, and Equipment 141,311 120,983
OTHER ASSETS:
Cost in excess of net assets acquired, net of accumulated
amortization of $2,151 in 1998 and $1,805 in 1997 24,538 24,983
Other, net of accumulated amortization of $3,352 in 1998
and $2,987 in 1997 7,429 7,902
--------- ---------
Total Other Assets 31,967 32,885
--------- ---------
$ 306,078 $ 263,792
========= =========
</TABLE>
-2-
<PAGE> 4
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1998 1997
--------- ---------
($ THOUSANDS)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Trade accounts payable $ 30,129 $ 26,181
Accrued expenses 15,895 14,114
Billings in excess of costs and estimated
earnings on incomplete contracts 261 244
Current portions of all long-term debt and capital
lease obligations 989 1,309
--------- ---------
Total Current Liabilities 47,274 41,848
LONG-TERM DEBT, LESS CURRENT PORTION 105,000 77,000
CAPITAL LEASE OBLIGATIONS, LESS CURRENT PORTION 1,562 1,525
DEFERRED INCOME TAXES 13,236 13,365
OTHER LIABILITIES 467 474
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, par value $.01 per share
40,000,000 shares authorized, with 13,609,418 shares
issued and outstanding in 1998 and 13,480,956 shares
issued and outstanding in 1997 136 135
Additional paid-in capital 77,263 75,902
Accumulated other comprehensive income (137) (86)
Retained earnings 61,277 53,629
--------- ---------
Total Stockholders' Equity 138,539 129,580
--------- ---------
$ 306,078 $ 263,792
========= =========
</TABLE>
-3-
<PAGE> 5
TETRA TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
----------------------
($ THOUSANDS) 1998 1997
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $ 7,651 $ 7,279
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 7,638 5,163
Undistributed (earnings) losses from joint venture -- (223)
Provision for deferred income taxes (37) 214
Provision for doubtful accounts (129) (13)
(Gain) on sale of property, plant and equipment (20) (169)
Changes in operating assets and liabilities,
net of assets acquired:
Trade accounts receivable (4,278) 147
Costs and estimated earnings in excess
of billings on incomplete contracts (4,222) (898)
Inventories (9,441) (7,942)
Prepaid expenses and other current assets (2,151) (1,680)
Trade accounts payable and accrued expenses 5,729 4,926
Billings in excess of costs and estimated
earnings on incomplete contracts 17 (69)
Other (17) (1,775)
-------- --------
Net cash provided by operating activities 740 4,960
-------- --------
INVESTING ACTIVITIES:
Purchases of property, plant and equipment (27,435) (18,449)
Decrease (increase) in other assets 188 --
Proceeds from sale of property, plant and equipment 176 470
-------- --------
Net cash used by investing activities (27,071) (17,979)
-------- --------
FINANCING ACTIVITIES:
Net repayments and borrowings from short-term credit lines -- (2,202)
Proceeds from long-term debt and capital
lease obligations 29,581 22,550
Principal payments on long-term debt and capital
lease obligations (1,864) (3,455)
Proceeds from sale of common stock and exercised stock options 1,361 1,024
-------- --------
Net cash provided by financing activities 29,078 17,917
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,747 4,898
CASH & INVESTMENTS AT BEGINNING OF PERIOD 2,839 2,829
-------- --------
CASH & INVESTMENTS AT END OF PERIOD $ 5,586 $ 7,727
======== ========
</TABLE>
-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. 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, 1997.
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 six months ended June 30, 1998 and
1997 was $2,943,000 and $1,392,000, respectively.
Income tax payments made during the six months ended June 30, 1998 and
1997 were $1,960,000 and $2,595,000, respectively.
NOTE B - COMMITMENTS AND CONTINGENCIES
The Company, its subsidiaries and other related companies are named
defendants in several 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 - ACQUISITIONS
The Company completed two acquisitions during the third quarter of
1997. The outstanding stock of Perfco Wireline, Inc. and C & T Unlimited, Inc.
(collectively, "Perfco") was acquired in exchange for 146,116 shares of TETRA
stock valued at approximately $4.0 million, plus additional consideration
contingent upon future earnings. Perfco is an electric wireline service company
operating primarily in the Gulf Coast region and was integrated into the Oil &
Gas Services Division. The Company also acquired the remaining 50% interest in
its RETEC-TETRA L.C. joint venture that it did not previously own. RETEC-TETRA,
renamed TETRA Process Services L.C., will continue to be part of the Specialty
Chemicals Division. The Company paid approximately $8.8 million for the
remaining stock. The excess of the purchase price over the book value of the net
assets was approximately $3.9 million for Perfco and $3.0 million for
RETEC-TETRA.
All acquisitions by the Company have been accounted for as purchases,
with operations of the companies and businesses acquired included in the
accompanying consolidated financial statements from their respective dates of
acquisition. The purchase price has been allocated to the acquired assets and
liabilities based on a preliminary determination of their respective fair
values. The excess of the purchase price over the fair value of the net assets
acquired is included in goodwill and amortized over 40 years. Pro forma
information for these acquisitions has not been presented, as such amounts are
not material.
-5-
<PAGE> 7
NOTE D - 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 SIX MONTHS ENDED
JUNE 30 JUNE 30
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Number of weighted average
common shares outstanding ............ 13,609,418 13,190,220 13,590,442 13,156,046
Assumed exercise of stock options ...... 655,296 875,686 671,686 951,359
---------- ---------- ---------- ----------
Average diluted shares outstanding ..... 14,264,714 14,065,906 14,262,128 14,107,404
========== ========== ========== ==========
</TABLE>
In applying the treasury stock method to determine the dilutive effect
of the stock options outstanding during the second quarter of 1998, the average
market price of $22.28 was used.
NOTE E - NEW ACCOUNTING PRONOUNCEMENTS
Effective January 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130, Reporting Comprehensive Income ("FAS 130"). FAS
130 establishes standards for reporting and display of comprehensive income, its
components and accumulated balances. Comprehensive income includes all changes
in equity except those resulting from investments by owners and distributions to
owners. Other comprehensive income for the Company includes cumulative foreign
currency translation adjustments. No taxes are provided because cumulative
translation adjustments are considered a component of permanently invested
unremitted earnings of subsidiaries outside the United States. Comprehensive
income for the three months ended June 30, 1998 and 1997 was $3.7 million and
$3.6 million, respectively and for the six months ended June 30, 1998 and 1997
is $7.6 million and $6.9 million, respectively.
In June 1998, the Financial Accounting Standards Board issued Statement
No. 133, Accounting for Derivative Instruments and Hedging Activities, which is
required to be adopted in years beginning after June 15, 1999. Because of the
Company's minimal use of derivatives, management does not anticipate that the
adoption of the new Statement will have a significant effect on earnings or the
financial position of the Company.
In April 1998, the AICPA issued SOP98-5, Reporting the Costs of
Start-up Activities. The SOP is effective beginning on January 1, 1999, and
requires that start-up costs capitalized prior to January 1, 1999 be written-off
and any future start-up costs to be expensed as incurred. The unamortized
balance of start-up costs will be written off as a cumulative effect of an
accounting change as of January 1, 1999. It is not practical to estimate what
the effect of this change will be on 1999 earnings.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
RESULTS OF OPERATIONS
Three months ended June 30, 1998 compared with three months ended June 30, 1997.
Total revenues for the quarter ended June 30, 1998 were $63.8 million
compared to $52.4 million in the prior quarter, an increase of $11.4 million or
22%. Oil & Gas Services revenues were up 15% for the quarter compared to $40.9
million from the 1997 quarter of $35.5 million. Despite this increase, revenues
were below
-6-
<PAGE> 8
expected levels due to the downturn in the well abandonment business in the
inland waters of Louisiana, which was caused by the current oil industry
spending slowdown. Also the new equipment placed into service for this business
has produced at below expected revenue levels in the quarter because of weak
market conditions. Despite the general weakened market conditions, the
Division's second quarter revenues, excluding the well abandonment business,
were up 27% over the 1997 quarter. Specialty Chemicals Division revenues of
$26.6 million, including intercompany, were up 32% from $20.2 million for the
1997 quarter. Improved volumes from the Division's American MicroTrace and
Process Technologies operations contributed significantly to this increase. The
Division also benefited from the incorporation of the now wholly-owned TETRA
Process Services.
Gross profits were $16.9 million in the 1998 quarter compared to $15.2
million in the 1997 quarter, for an increase of $1.7 million or 11%. The gross
profit percentage of revenues was 27% in 1998 versus 29% in 1997. While profit
percentages were up slightly in the Specialty Chemicals Division due to improved
operations at the Lake Charles and American MicroTrace plants, the Oil & Gas
Services Division percentages were down reflecting principally the slowdown in
the well abandonment business.
General and administrative expenses were $9.4 million in the second
quarter of 1998 compared to $8.7 million in the second quarter of 1997. G&A
costs increased in support of expanded international and onshore operations of
the Oil & Gas Services Division. The inclusion of expenses associated with
acquired operations also accounted for a portion of the increase. G&A expenses
as a percentage of revenues decreased from 17% in the 1997 quarter to 15% in the
1998 quarter.
Operating income for the quarter ended June 30, 1998 was $7.5 million,
up $1 million or 38% from $6.5 million in 1997. This increase is the combined
result of a gross margin increase of $3.3 million due to increased volume, a
$1.6 million decrease due the lower gross margin rates, and a $.7 million
increase in general and administrative expenses.
Interest expense increased during the current quarter compared to the
prior year's quarter due to increased long-term debt over the past twelve months
in support of the Company's acquisition and internal growth programs.
Net income after taxes for the three months ended June 30, 1998 was
$3.7 million, unchanged from the prior year's quarter. Net income per diluted
share was $0.26 in the 1998 quarter based on 14,265,000 average diluted shares
outstanding compared to earnings in 1997 of $0.26 based on 14,066,000 average
diluted shares outstanding.
Six months ended June 30, 1998 compared with six months ended June 30, 1997.
For the period ended June 30, 1998, total revenues were $131.1 million,
up $31.8 million or 32% over the 1997 period of $99.3 million. The Oil & Gas
Services Division's revenues of $83.4 million were up approximately 30% over the
prior year's total of $64.3 million. All operations of the Division except the
well abandonment business showed increases over prior year. Domestic and
international completion and PayZone drilling fluid sales and services, wireline
and well-testing businesses all provided significant revenue increases. Revenues
of the Specialty Chemicals Division were up approximately 34% over 1997 from
$41.8 million, including intercompany, to $55.8 million in 1998. Despite soft
winter snow and ice melt demand, sales of dry calcium chloride increased from
the prior year. Also contributing with strong period to period increases were
the Process Technologies group, American MicroTrace micronutrient operations and
Vapor Products consumer product sales.
Gross profits were $35.2 million in the 1998 period compared to $29.0
million in the 1997 period, for an increase of $6.2 million or 21%. The gross
profit margin percentage from operations was 27% in 1998 versus 29% in 1997. The
Specialty Chemicals Division's gross profit percentage was down from the prior
year, principally in the calcium chloride product line. Market pricing pressures
and product mix contributed significantly to this decrease. Profit percentage
was also down in the Process Technologies group due to project and revenue mix.
The gross profit percentage of the Oil & Gas Services Division also declined in
response to the slowdown in the well abandonment business.
-7-
<PAGE> 9
General and administrative expenses were $19.7 million in the 1998
period compared to $16.7 million in the 1997 period, for an increase of $3
million or 18%. G & A costs increased predominantly in support of expanded
onshore operations of the Oil & Gas Services Division and for increased
advertising of consumer products in the Specialty Chemicals Division. The
inclusion of expenses associated with acquired operations also accounted for a
portion of the increase. G & A expenses as a percentage of revenues decreased
from 17% in the 1997 period to 15% in the 1998 period.
Operating income for the six months ended June 30, 1998 was $15.5
million, up $3.2 million or 26% from $12.3 million in 1997. This increase is the
combined result of a gross margin increase of $9.3 million due to increased
volume, a $3.1 million decrease due to the lower gross margin rates, and a $3
million increase in general and administrative expenses.
Interest expense increased during the current period compared to the
prior year's period due to increased long-term debt over the past twelve months
in support of the Company's acquisition and internal growth programs.
For the six-month period ending June 30, 1998, net income was $7.7
million, up 5% from the $7.3 million reported in 1997. Net income per diluted
share was $0.54 in 1998 on 14,262,000 average diluted shares outstanding
compared to earnings in 1997 of $0.52 based on 14,107,000 average diluted
outstanding shares outstanding.
LIQUIDITY AND CAPITAL RESOURCES
The Company's investment in working capital, excluding cash and cash
equivalents, increased to $79.9 million at June 30, 1998 compared to $65.2
million at December 31, 1997. Accounts receivables increased by $6.7 million
resulting from development of the Oil & Gas Services Division's wireline
business and international operations. Inventories increased $9.4 million during
this period primarily in the Oil & Gas Services Division. Inventories of clear
brine fluids along the Gulf of Mexico increased as did pipe inventories
associated with the Division's well abandonment business. In the Specialty
Chemicals Division, bromide inventories increased as the new Dow Chemicals plant
at Ludington, Michigan came on-line and dry calcium chloride and feed and
fertilizer inventories increased due to the seasonality of the demand. Unbilled
project costs of the Process Technologies operations increased by $4.2 million
as a result of increased activity in the water treatment business and a
significant increase in larger projects with longer durations. Trade payables
and accrued expenses increased during the period by $5.7 million. Oil and gas
operations accounted for a substantial portion of this change resulting from
inventory increases and capital equipment acquired. Increased project and
construction costs in the specialty chemicals operations also contributed to
this increase.
The Company has an ongoing acquisition program to augment its internal
growth. To fund this program, the Company will use existing cash and cash flow
as well as its general purpose, unsecured, prime rate/LIBOR-based line-of-credit
with a syndicate of banks led by NationsBank. As of June 30, 1998, the Company
has $2 million in letters of credit and $105 million in long-term debt
outstanding against a $120 million line-of-credit, leaving a net availability of
$13 million. The line-of-credit matures in 2002. The Company also has 4.6
million shares of TETRA common stock available under an S-4 Shelf Registration
Statement to finance its acquisitions.
Capital expenditures during the six months ended June 30, 1998 totaled
approximately $27.4 million. Significant components include new inland water
rigs, production testing equipment and production equipment for the Oil & Gas
Services Division. The Specialty Chemicals Division expenditures included the
ongoing construction of a new manganous oxide plant in Tampico, Mexico,
construction of a new liquid calcium chloride facility in West Virginia and the
completion of the first stage of the new TETRA and Dow Chemicals bromine
derivatives plant at Ludington, Michigan.
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
-8-
<PAGE> 10
institutional leasing companies, and vendor financing, will be sufficient to
meet its current and anticipated operations and its anticipated capital
expenditures through 1998 and thereafter.
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. Some of the risk factors that 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 are set forth in the section titled "Certain Business
Risks" contained in the Company's report on Form 10-K for the year ended
December 31, 1997.
-9-
<PAGE> 11
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company, its subsidiaries and other related companies are named
defendants in several 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.
27 Financial Data Schedule
(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: August 12, 1998 By: /s/ GEOFFREY M. HERTEL
-----------------------------------
Geoffrey M. Hertel
Executive Vice President -
Finance and Administration
(Principal Financial Officer)
Date: August 12, 1998 By: /s/ BRUCE A. COBB
-----------------------------------
Bruce A. Cobb, Corporate Controller
(Principal Accounting Officer)
-11-
<PAGE> 13
INDEX TO EXHIBITS
EXHIBIT
NUMBER
- -------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> APR-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 5,586
<SECURITIES> 0
<RECEIVABLES> 64,332
<ALLOWANCES> 705
<INVENTORY> 48,156
<CURRENT-ASSETS> 132,800
<PP&E> 196,606
<DEPRECIATION> 55,295
<TOTAL-ASSETS> 306,078
<CURRENT-LIABILITIES> 47,274
<BONDS> 106,562
0
0
<COMMON> 136
<OTHER-SE> 138,403
<TOTAL-LIABILITY-AND-EQUITY> 306,078
<SALES> 40,189
<TOTAL-REVENUES> 63,787
<CGS> 29,479
<TOTAL-COSTS> 46,870
<OTHER-EXPENSES> 9,410
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,419
<INCOME-PRETAX> 5,976
<INCOME-TAX> 2,262
<INCOME-CONTINUING> 3,714
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,714
<EPS-PRIMARY> .27
<EPS-DILUTED> .26
</TABLE>
