SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Quarterly Report Under Section 13 and 15(d)
of the Securities Exchange Act of 1934
For the quarter ended March 31, 1999
Commission file number 1-10184
ABATIX ENVIRONMENTAL CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 75-1908110
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification number)
8311 EASTPOINT DRIVE, SUITE 400
DALLAS, TEXAS 75227
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 381-1146
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 twelve 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
Common stock outstanding at May 14, 1999 was 1,762,148 shares.
<PAGE>
<TABLE>
<CAPTION>
ABATIX ENVIRONMENTAL CORP. AND SUBSIDIARY
Consolidated Balance Sheets
March 31,
1999 December 31, 1998
ASSETS (Unaudited)
----------------- ------------------
<S> <C> <C>
Current assets:
Cash $ 57,127 $ 223,997
Trade accounts receivable, net of allowance for doubtful accounts of
$542,965 in 1999 and $514,696 in 1998 6,026,807 5,701,314
Inventories 4,423,812 3,424,914
Prepaid expenses and other assets 345,788 424,865
Deferred income taxes 154,247 143,299
----------------- ------------------
Total current assets 11,007,781 9,918,389
Receivables from officers and employees 2,689 79,505
Property and equipment, net 542,056 450,991
Deferred income taxes 121,882 120,324
Intangible assets at cost, net of amortization of $8,152 89,675 -
----------------- ------------------
Other assets 58,046 26,296
----------------- ------------------
$ 11,822,129 $ 10,595,505
================= ==================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable to bank $ 3,828,806 $ 2,854,206
Accounts payable 1,444,850 958,656
Accrued compensation 204,138 181,071
Other accrued expenses 488,182 414,416
----------------- ------------------
Total current liabilities 5,965,976 4,408,349
----------------- ------------------
Stockholders' equity:
Preferred stock - $1 par value, 500,000 shares authorized; none issued - -
Common stock - $.001 par value, 5,000,000 shares authorized; issued
2,437,314 and 2,413,814 shares in 1999 and 1998, respectively 2,438 2,414
Additional paid-in capital 2,574,559 2,498,508
Retained earnings 5,367,560 5,252,301
Treasury stock at cost, 675,166 and 517,700 common shares in 1999 and
1998, respectively (2,088,404) (1,566,067)
----------------- ------------------
Total stockholders' equity 5,856,153 6,187,156
Commitments and contingencies
----------------- ------------------
$ 11,822,129 $ 10,595,505
================= ==================
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
ABATIX ENVIRONMENTAL CORP. AND SUBSIDIARY
Consolidated Statements of Operations
(Unaudited)
Three Months Ended
March 31,
-------------------------------------
1999 1998
----------------- ------------------
<S> <C> <C>
Net sales $ 9,878,194 $ 8,674,755
Cost of sales 7,143,178 6,264,687
----------------- ------------------
Gross profit 2,735,016 2,410,068
Selling, general and administrative expenses 2,475,782 2,038,195
----------------- ------------------
Operating profit 259,234 371,873
Other income (expense):
Interest expense (68,042) (54,489)
Other, net (495) 4,748
----------------- ------------------
Earnings before income taxes 190,697 322,132
Income tax expense 75,438 134,667
----------------- ------------------
Net earnings $ 115,259 $ 187,465
================= ==================
Basic earnings per common share $ .06 $ .10
================= ==================
Diluted earnings per common share $ .06 $ .10
================= ==================
Weighted average shares outstanding (note 2):
Basic 1,869,907 1,937,564
================= ==================
Diluted 1,869,907 1,937,564
================= ==================
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
ABATIX ENVIRONMENTAL CORP. AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
March 31,
-------------------------------------
1999 1998
------------------ -----------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 115,259 $ 187,465
Adjustments to reconcile net earnings to net cash provided by (used in)
operating activities:
Depreciation and amortization 106,377 92,086
Deferred income taxes (12,506) (10,348)
Changes in assets and liabilities:
Receivables (3,988) (477,275)
Inventories (437,086) (330,811)
Prepaid expenses and other assets 87,765 42,721
Accounts payable 63,432 996,330
Accrued expenses (37,247) 112,522
------------------ -----------------
Net cash provided by (used in) operating activities (117,994) 612,690
------------------ -----------------
Cash flows from investing activities:
Purchase of property and equipment (87,433) (44,842)
Proceeds from sale of property and equipment - -
Business acquisitions, net of cash acquired (38,960) -
Advances to officers and employees (8,981) (10,578)
Collection of advances to officers and employees 9,116 10,129
Other assets (21,848) (1,200)
------------------ -----------------
Net cash used in investing activities (148,106) (46,491)
------------------ -----------------
Cash flows from financing activities:
Purchase of treasury stock (442,656) -
Borrowings on notes payable to bank 9,639,832 7,917,350
Repayments on notes payable to bank (9,097,946) (8,600,477)
------------------ -----------------
Net cash (used in) provided by financing activities 99,230 (683,127)
------------------ -----------------
Net decrease in cash (166,870) (116,928)
Cash at beginning of period 223,997 304,947
------------------ -----------------
Cash at end of period $ 57,127 $ 188,019
================== =================
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ABATIX ENVIRONMENTAL CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(1) BASIS OF PRESENTATION, GENERAL AND BUSINESS
Abatix Environmental Corp. ("Abatix") and its wholly owned subsidiary,
International Enviroguard Systems, Inc. ("IESI"), collectively, the "Company,"
market and distribute personal protection and safety equipment and durable and
nondurable supplies predominantly, based on revenues, to the asbestos abatement
industry. The Company also supplies these products to the industrial safety and
hazardous materials industries and, combined with tools and tool supplies, to
the construction industry. As of March 31, 1999, the Company operated ten sales
and distribution centers in six states. The Company, through IESI, imports
disposable protective clothing products, some of which are sold through the
Abatix distribution channels.
The accompanying consolidated financial statements are prepared in accordance
with the instructions to Form 10-Q, are unaudited and do not include all the
information and disclosures required by generally accepted accounting principles
for complete financial statements. All adjustments that, in the opinion of
management, are necessary for a fair presentation of the results of operations
for the interim periods have been made and are of a recurring nature unless
otherwise disclosed herein. The results of operations for such interim periods
are not necessarily indicative of results of operations for a full year.
(2) EARNINGS PER SHARE
Basic earnings per share is calculated using the weighted average number of
common shares outstanding during each period, while diluted earnings per share
includes the effects of all dilutive securities. For the three month periods
ended March 31, 1999 and 1998, there were no dilutive securities outstanding.
(3) SUPPLEMENTAL INFORMATION FOR STATEMENTS OF CASH FLOWS
Cash paid for interest was $59,193 and $58,460 for the three months ended March
31, 1999 and 1998, respectively. Cash paid for income taxes was $84,439 and
$67,121 for the three months ended March 31, 1999 and 1998, respectively. In
January 1999, the Company received 22,766 shares of common stock from an officer
of the Company as payment for approximately $80,000 owed to the Company.
These shares are held as treasury shares.
(4) SEGMENT INFORMATION
Identification of operating segments is based principally upon differences in
the types and distribution channel of products. The Company's reportable
segments consist of Abatix and IESI. The Abatix operating segment includes eight
aggregated branches, principally engaged in distributing environmental, safety
and construction supplies to contractors and industrial manufacturing facilities
in the western half of the United States and the Company's corporate operations.
<PAGE>
The IESI operating segment, which consists of the Company's wholly-owned
subsidiary, International Enviroguard Systems, Inc., is engaged in the wholesale
distribution of disposable clothing to companies similar to, and including,
Abatix. The IESI operating segment distributes products throughout the United
States.
The accounting policies of the operating segments are the same as those
described in Note 1 of the Notes to Consolidated Financial Statements included
in the Company's Form 10-K for the year ended December 31, 1998. The Company
evaluates the performance of its operating segments based on earnings before
income taxes and accounting changes, and after an allocation of corporate
expenses. Intersegment sales are at agreed upon pricing and intersegment profits
are eliminated in consolidation.
Summarized financial information concerning the Company's reportable segments is
shown in the following table. There are no other significant noncash items.
<TABLE>
<CAPTION>
Abatix IESI Totals
---------------- ----------------- -----------------
MARCH 31, 1999
- ----------------------------------------
<S> <C> <C> <C>
Sales from external customers $9,112,784 $765,410 $9,878,194
Intersegment sales - 236,639 236,639
Interest revenue 574 - 574
Interest expense 68,042 - 68,042
Depreciation and amortization 104,553 1,824 106,377
Segment profit 94,909 106,060 200,969
Segment assets 11,830,038 923,296 12,753,334
Capital expenditures 87,433 - 87,433
MARCH 31, 1998
- ----------------------------------------
Sales from external customers $8,174,927 $499,828 $8,674,755
Intersegment sales - 242,487 242,487
Interest revenue 5,910 16 5,926
Interest expense 54,489 - 54,489
Depreciation and amortization 91,391 695 92,086
Segment profit 244,710 86,319 331,029
Segment assets 10,295,673 973,165 11,268,838
Capital expenditures 44,702 140 44,842
</TABLE>
<PAGE>
Below is a reconciliation of (i) total segment profit to earnings before income
taxes on the Consolidated Statements of Operations, and (ii) total segment
assets to total assets on the Consolidated Balance Sheets for all periods
presented. The sales from external customers represent the net sales on the
Consolidated Statements of Operations.
<TABLE>
<CAPTION>
March 31,
------------------------------------------
1999 1998
------------------- -------------------
<S> <C> <C>
Profit for reportable segments $200,969 $331,029
Elimination of intersegment profits (10,272) (8,897)
------------------- -------------------
Earnings before income taxes $190,697 $322,132
=================== ===================
Total assets for reportable segments $12,753,334 $11,268,838
Elimination of intersegment assets (931,205) (673,333)
------------------- -------------------
Total assets $11,822,129 $10,595,505
=================== ===================
</TABLE>
The Company's sales, substantially all of which are on an unsecured credit
basis, are to various customers from its distribution centers in Texas,
California, Arizona, Colorado, Washington and Nevada. The Company evaluates
credit risks on an individual basis before extending credit to its customers and
it believes the allowance for doubtful accounts adequately provides for loss on
uncollectible accounts. During the three months ended March 31, 1999 and 1998,
no single customer accounted for more than 10 percent of net sales, although
sales to asbestos and lead abatement contractors was approximately 40% and 48%
of consolidated net sales in those periods, respectively. A reduction in
spending on asbestos or lead abatement projects could significantly impact
sales.
Although no vendor accounted for more than 8% of purchases, one product class
accounted for approximately 15% and 18% of net sales during the three months
ended March 31, 1999 and 1998, respectively. A major component of these products
is petroleum. Increases in oil prices or shortages in supply could significantly
impact sales and the Company's ability to supply its customers with certain
products at a reasonable price.
(5) ACQUISITION AND DISPOSITION OF ASSETS
Effective January 1, 1999, the Company consummated an Asset Purchase Agreement
with Keliher Hardware Company ("Keliher"), a California corporation, pursuant to
which the Company assumed the operations of Keliher. Keliher, based in Los
Angeles, California, with a satellite facility in Long Beach, is a $3.5 million
industrial supply distributor, primarily for the construction and industrial
markets. The estimated fair value of the assets acquired was approximately
$1,000,000. The aggregate purchase price was settled with the assumption of
certain liabilities (approximately $900,000), the issuance of 23,500 shares of
<PAGE>
the Company's $.001 par value common stock at a value of $3.375 per share and
$35,000 in cash. This acquisition has been accounted for using the purchase
method of accounting and, accordingly, results of Keliher's operations are
included in the Company's Consolidated financial statements since the
acquisition date. The purchase price exceed the fair value of net assets
acquired by approximately $98,000, which is being amortized on a straight line
basis over three years. The pro forma effects of this transaction as if it had
occurred at the beginning of 1998 are not significant.
On April 6, 1999, the Company closed its Denver facility. The Denver facility
had sales of approximately $338,000 and $391,000 for the three months ended
March 31, 1999 and 1998, respectively. The Company will serve the Denver market
primarily from its Phoenix and Dallas locations. Expenses related to the
shutdown of this location are expected to be minimal.
<PAGE>
ABATIX ENVIRONMENTAL CORP. AND SUBSIDIARY
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
THREE MONTH PERIOD ENDED MARCH 31, 1999 COMPARED TO THREE MONTH PERIOD ENDED
MARCH 31, 1998.
Consolidated net sales for the three months ended March 31, 1999, increased 14
percent to $9,878,000 from $8,675,000 in 1998. The Abatix operating segment net
sales grew 11 percent to $9,113,000 in 1999 and the IESI operating segment net
sales increased 53 percent to $765,000 in 1999. The increase in consolidated net
sales resulted from efforts to further expand and diversify the customer base,
including the acquisition of Keliher. The acquisition of Keliher, an industrial
supply distributor, provides a larger customer base and the ability to cross
sell products to both Keliher and Abatix customers. The increase in net sales is
also a result of the stable economic conditions in the geographic regions
serviced by the Company's facilities. These economic conditions, if maintained,
should provide the ability for the Company to internally grow its revenues in
1999.
On April 6, 1999, the Company closed its Denver facility and will now serve the
Denver market primarily from its Phoenix and Dallas locations. The Denver
facility had sales of approximately $338,000 and $391,000 for the three months
ended March 31, 1999 and 1998, respectively. The Company does not expect any
significant charges related to the shutdown of its Denver facility.
Gross profit in the first quarter of 1999 of $2,735,000 increased 13 percent
from gross profit in 1998 of $2,410,000 due to increased sales volume. As
expected, margins varied from location to location due to sales mix and local
market conditions. However, the Company's gross profit margins, expressed as a
percentage of sales, were approximately 28 percent for 1999 and 1998. Although
overall margins are expected to remain at their current levels in 1999,
competitive pressures could negatively impact any and all efforts by the Company
to maintain or improve product margins.
Selling, general and administrative expenses for the first three months of 1999
of $2,476,000 increased 21 percent over 1998 expenses of $2,038,000. The
increase was attributable primarily to the inclusion of Keliher costs and the
hiring of additional sales and support personnel. Selling, general and
administrative expenses were 25 percent of sales for 1999 and 24 percent of
sales for 1998. As a percent of sales, these expenses are higher in 1999 due to
the higher cost structure of Keliher, the costs to integrate the operations of
Keliher, including certain nonrecurring costs, and payroll and benefit costs
associated with our investment in new sales and support personnel. Leases on
three facilities will be renegotiated during 1999. Rental rates are anticipated
to be higher with the new leases as a result of improved real estate conditions.
Depending on the negotiations of the leases, selling, general and administrative
expenses are expected to be in the 24 percent range for the year ended December
31, 1999.
<PAGE>
Interest expense of $68,000 increased $14,000 from 1998 interest expense of
$54,000 primarily due to the assumption of debt from the acquisition of Keliher.
The Company's credit facilities are variable rate notes tied to the Company's
lending institution's prime rate. Increases in the prime rate could negatively
affect the Company's earnings.
Net earnings for the three months ended March 31, 1999 of $115,000 or $.06 per
share decreased $72,000 from net earnings of $187,000 or $.10 per share for the
same period in 1998. The decrease in net earnings is primarily due to higher
general and administrative costs, partially offset by higher sales volume.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital requirements historically result from the growth
of its accounts receivable and inventories, partially offset by increased
accounts payable and accrued expenses, associated with increases in sales volume
and/or the addition of new locations. Net cash used in operations during the
first three months of 1999 of $118,000 resulted principally from a normal
seasonal increase in inventory, partially offset by the net earnings adjusted
for non-cash charges and the normal seasonal increase in accounts payable.
Cash requirements for non-operating activities during the first three months of
1999 resulted primarily from the notes payable to bank payments, the purchases
of property and equipment amounting to $96,000 and the repurchase of the
Company's common stock totaling $443,000. The working capital line of credit
borrowings, net of payments, occurred as a result of increases in inventory and
the purchase of fixed assets. The equipment purchases in 1999 were primarily
computers, office furniture and a delivery vehicle.
The Company has continued to purchase common stock in open market and privately
negotiated transactions. The Company purchased 134,700 shares of common stock
for approximately $443,000 from January 1, 1999 through March 31, 1999,
including a 102,600 share block purchase in March 1999. Management has
authorization from the Board of Directors to purchase an additional 51,000
shares. The Company will use cash flow from operations or borrowings on the
working capital line of credit to fund future purchases of stock.
Cash flow from operations for the entire year of 1999 is expected to be
break-even, although at any given point, it may be negative. Break-even cash
flow from operations is expected because the rate of revenue growth in 1999 is
projected to be higher than 1998, but not at a level that will require
significant net cash flows from sources other than operations.
Capital requirements for 1999 are expected to be higher than in 1998 primarily
due to the Company's plans to begin development of an e-commerce site on the
internet and to invest in other technology solutions to improve customer
service. In addition, the Company's acquisition strategy, which will increase
the standard of service to the customer, could require higher capital
expenditures.
<PAGE>
The Company maintains a $5,500,000 working capital line of credit at a
commercial lending institution that allows the Company to borrow up to 80
percent of the book value of eligible trade receivables plus the lesser of 40
percent of eligible inventory or $1,500,000. As of May 14, 1999, there are
advances outstanding under this credit facility of $2,925,000. Based on the
borrowing formula, the Company had the capacity to borrow an additional
$2,575,000 as of May 14, 1999. The Company also maintains a $550,000 capital
equipment credit facility providing for borrowings at 80 percent of cost on
purchases. The advances outstanding under this credit facility as of May 14,
1999 were $301,000. Both credit facilities are payable on demand and bear a
variable rate of interest computed at the prime rate.
Management believes, that based on its equity position, the Company's current
credit facilities can be expanded during the next twelve months, if necessary,
and that these facilities, together with cash provided by operations, will be
sufficient for its capital and liquidity requirements for the next twelve
months.
YEAR 2000 COMPLIANCE
The Company relies on information technology, such as computer and
telecommunications hardware and software systems, in every aspect of its
business. In addition, the Company relies on non-information system technology,
such as facsimile machines, photocopiers, and similar equipment that typically
includes embedded technology such as microcontrollers, to function effectively
on a day to day basis. A plan has been developed to assess the impact of the
Year 2000 issues on the Company's operations and to replace or repair all
critical information technology and non-information technology systems that are
not Year 2000 compliant.
The Company is currently assessing the impact of Year 2000 issues on its
information technology systems, and has begun remediation efforts in certain
areas, principally in the application software used for the day to day
operations of the Company. This software package also integrates the accounting
system. In addition, the Company has begun testing and remediation efforts of
the personal computers and software used by the employees for day to day
operational tasks. The anticipated completion date for the assessment,
implementation and testing phases of the information technology systems is July
31, 1999. The Company will not begin its assessment of the non-information
<PAGE>
technology systems until the second quarter of 1999, and anticipates completion
by September 30, 1999. In addition, the Company has begun requesting that third
parties, with which the Company has material relationships, confirm in writing
their plans for Year 2000 compliance. The Company anticipates response from
these business partners no later than May 31, 1999. After testing the
information technology systems and non-information technology systems and
evaluation of the third party responses, the Company will prepare, if necessary,
a contingency plan to minimize Year 2000 issues.
To date, the Company has incurred less than $20,000 in costs related to this
project. The total cost to complete this project is not known at this time, but
is not expected to exceed $200,000. It is anticipated the cost to complete this
project will be funded through cash flow from operations or borrowings on the
lines of credit. The inability of the Company or the aforementioned third
parties to successfully complete their Year 2000 projects could prevent delivery
of products to customers, receipt of products from suppliers, payment for these
products and collection of monies owed to the Company.
<PAGE>
ABATIX ENVIRONMENTAL CORP. AND SUBSIDIARY
PART II
Other Information
Item 1. LEGAL PROCEEDINGS --
In December 1998, the Company was named as a defendant in a lawsuit
filed in the District Court of Harris County, Texas (Asbestos Handlers,
Inc. ("AHI") vs. Abatix Environmental Corp., et al). The lawsuit
alleges the Company and other defendants together participated in the
conversion and unauthorized sale of AHI inventory totaling $27,756. The
plaintiff seeks actual damages, exemplary damages, interest and
attorney's fees. The Company purchased the inventory in good faith and
believes that the manager of AHI's Houston facility was representing
AHI's interests. Management intends to vigorously defend against this
claim.
Item 2. CHANGES IN SECURITIES -- None
Item 3. DEFAULTS UPON SENIOR SECURITIES -- None
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS -- None
Item 5. OTHER INFORMATION -- None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits --
Exhibit 27 - Financial Data Schedule for the three months ended
March 31, 1999 (filed with the Company's electronic filing
only).
(b) Reports on Form 8-K --
There were no reports on Form 8-K filed for the three months March
31, 1999.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned as both a duly authorized officer and as the principal financial and
accounting officer by the Registrant.
ABATIX ENVIRONMENTAL CORP.
(Registrant)
Date: MAY 18, 1999 By: /S/ FRANK J. CINATL, IV
--------------- -----------------------------
Frank J. Cinatl, IV
Vice President and Chief Financial
Officer of Registrant
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AT MARCH 31, 1999, AND THE CONSOLIDATED STATEMENT
OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1999, AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 57,127
<SECURITIES> 0
<RECEIVABLES> 6,569,772
<ALLOWANCES> (542,965)
<INVENTORY> 4,423,812
<CURRENT-ASSETS> 11,007,781<F1>
<PP&E> 2,452,633
<DEPRECIATION> 1,910,577
<TOTAL-ASSETS> 11,822,129
<CURRENT-LIABILITIES> 5,965,976
<BONDS> 0
0
0
<COMMON> 2,438
<OTHER-SE> 5,583,715<F2>
<TOTAL-LIABILITY-AND-EQUITY> 11,822,129
<SALES> 9,878,194
<TOTAL-REVENUES> 9,878,194
<CGS> 7,143,178
<TOTAL-COSTS> 7,143,178
<OTHER-EXPENSES> 2,475,782
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 68,537<F3>
<INCOME-PRETAX> 190,697
<INCOME-TAX> 75,438
<INCOME-CONTINUING> 115,259
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 115,259
<EPS-PRIMARY> .06
<EPS-DILUTED> .06
<FN>
<F1> AMOUNT REPRESENTS TOTAL CURRENT ASSETS.
<F2> INCLUDES 675,166 OF COMMON SHARES IN TREASURY AT A COST OF $2,088,404.
<F3> INCLUDES INTEREST EXPENSE OF $68,042 AND OTHER EXPENSE OF $495.
</FN>
</TABLE>
