UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 28, 1996
------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 33-26987
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CONSOLIDATED CIGAR CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 13-3148462
------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5900 NORTH ANDREWS AVENUE, FORT LAUDERDALE, FLORIDA 33309-2369
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(954) 772-9000
--------------
(Registrant's telephone number, including area code)
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Sections 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 [ ] No [X]
As of November 1, 1996 the Registrant had 1,000 shares of Common
Stock, par value $1.00 per share, outstanding, all of which were indirectly
held by Mafco Consolidated Group Inc.
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
INDEX
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Page
Number
------
Part I. FINANCIAL INFORMATION
Item 1. Interim Financial Statements
Condensed Consolidated Balance Sheets at September 28, 1996
(unaudited) and December 31, 1995........................................4
Condensed Consolidated Statements of Operations
for the Thirteen Weeks Ended September 28, 1996 (unaudited)
and September 30, 1995 (unaudited).......................................6
Condensed Consolidated Statements of Operations
for the Thirty-Nine Weeks Ended September 28, 1996 (unaudited)
and September 30, 1995 (unaudited).......................................7
Condensed Consolidated Statements of Stockholders' (Deficiency) Equity
for the Thirty-Nine Weeks Ended September 28, 1996 (unaudited)
and September 30, 1995 (unaudited)......................................8
Condensed Consolidated Statements of Cash Flows
for the Thirty-Nine Weeks Ended September 28, 1996 (unaudited)
and September 30, 1995 (unaudited).......................................9
Notes to Unaudited Condensed Consolidated Financial Statements..........11
2
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations......................................................12
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K................................15
3
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
<TABLE>
<CAPTION>
September 28, December 31,
1996 1995
(Unaudited)
--------------- --------------
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 2,627 $ 1,145
Accounts receivable, less allowances
of $4,634 and $4,322, respectively 19,234 14,883
Inventories 47,065 39,022
Prepaid expenses and other 4,705 3,914
--------------- --------------
Total current assets 73,631 58,964
Property, plant and equipment, net of accumulated depreciation 37,445 35,370
Trademarks, less accumulated amortization
of $3,102 and $2,453, respectively 31,372 32,021
Goodwill, less accumulated amortization
of $6,180 and $4,942, respectively 60,136 61,374
Other intangibles and assets, less accumulated
amortization of $4,427 and $4,670, respectively 4,338 4,001
--------------- --------------
Total assets $ 206,922 $ 191,730
=============== ==============
</TABLE>
See notes to unaudited condensed consolidated financial statements
4
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS - (Continued)
(Dollars in thousands)
<TABLE>
<CAPTION>
September 28, December 31,
1996 1995
(Unaudited)
--------------- --------------
LIABILITIES AND STOCKHOLDER'S EQUITY
<S> <C> <C>
Current liabilities:
Accounts payable $ 10,281 $ 3,797
Accrued expenses 15,995 16,103
Due to affiliate 1,226 1,685
--------------- --------------
Total current liabilities 27,502 21,585
Long-term debt 110,000 110,600
Other liabilities 7,106 5,217
--------------- --------------
Total liabilities 144,608 137,402
--------------- --------------
Commitments and contingencies
Stockholder's equity:
Common stock, $1.00 par value,
1,000 shares authorized, issued and outstanding 1 1
Additional paid-in capital 34,834 34,834
Retained earnings 27,479 19,493
--------------- --------------
Total stockholder's equity 62,314 54,328
--------------- --------------
Total liabilities and stockholder's equity $ 206,922 $ 191,730
=============== ==============
</TABLE>
See notes to unaudited condensed consolidated financial statements
5
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands)
(Unaudited)
Thirteen Thirteen
Weeks Ended Weeks Ended
September 28, September 30,
1996 1995
--------------- ---------------
Net sales $ 60,620 $ 43,687
Cost of sales 34,975 26,146
--------------- ---------------
Gross profit 25,645 17,541
Selling, general
and administrative expenses 9,018 8,342
--------------- ---------------
Operating income 16,627 9,199
--------------- ---------------
Other expenses:
Interest expense, net 2,660 3,041
Miscellaneous 256 383
--------------- ---------------
2,916 3,424
--------------- ---------------
Income before provision for
income taxes 13,711 5,775
Provision for income taxes 4,134 1,514
--------------- ---------------
Net income $ 9,577 $ 4,261
=============== ===============
See notes to unaudited condensed consolidated financial statements
6
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands)
(Unaudited)
Thirty-Nine Thirty-Nine
Weeks Ended Weeks Ended
September 28, September 30,
1996 1995
--------------- ---------------
Net sales $ 152,820 $ 115,136
Cost of sales 88,391 68,312
--------------- ---------------
Gross profit 64,429 46,824
Selling, general
and administrative expenses 26,596 23,637
--------------- ---------------
Operating income 37,833 23,187
--------------- ---------------
Other expenses:
Interest expense, net 7,961 9,691
Miscellaneous 841 866
--------------- ---------------
8,802 10,557
--------------- ---------------
Income before provision for
income taxes 29,031 12,630
Provision for income taxes 8,277 2,780
--------------- ---------------
Net income $ 20,754 $ 9,850
=============== ===============
See notes to unaudited condensed consolidated financial statements
7
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Additional
Common Paid-in Retained
Stock Capital Earnings Total
------------- -------------- --------------- ---------------
<S> <C> <C> <C> <C>
Balance at December 31, 1994 $ 1 $ 29,999 $ 10,563 $ 40,563
Net income for the thirty-nine weeks - - 9,850 9,850
Dividends paid - - (5,000) (5,000)
------------- -------------- --------------- ---------------
Balance at September 30, 1995 $ 1 $ 29,999 $ 15,413 $ 45,413
============= ============== =============== ===============
Balance at December 31, 1995 $ 1 $ 34,834 $ 19,493 $ 54,328
Net income for the thirty-nine weeks - - 20,754 20,754
Dividends paid - - (12,768) (12,768)
------------- -------------- --------------- ---------------
Balance at September 28, 1996 $ 1 $ 34,834 $ 27,479 $ 62,314
============= ============== =============== ===============
</TABLE>
See notes to unaudited condensed consolidated financial statements
8
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Thirty-Nine Thirty-Nine
Weeks Ended Weeks Ended
September 28, September 30,
1996 1995
--------------- ---------------
Cash flows from operating activities:
<S> <C> <C>
Net income $ 20,754 $ 9,850
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 5,499 5,730
Deferred income (153) (154)
Changes in assets and liabilities:
Increase in:
Accounts receivable (4,351) (2,655)
Inventories (8,043) (3,629)
Prepaid expenses and other (751) (282)
Increase (decrease) in:
Accounts payable 6,484 2,400
Accrued expenses and
other liabilities 744 (861)
--------------- ---------------
Net cash provided by operating activities 20,183 10,399
--------------- ---------------
Cash flows (used for) provided by investing activities:
Capital expenditures (4,376) (561)
Investment in joint venture (482) -
(Increase) decrease in other assets (16) 950
--------------- ---------------
Net cash (used for) provided by investing activities (4,874) 389
--------------- ---------------
</TABLE>
See notes to unaudited condensed consolidated financial statements
9
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued)
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Thirty-nine Thirty-nine
Weeks Ended Weeks Ended
September 28, September 30,
1996 1995
--------------- ---------------
<S> <C> <C>
Cash flows used for financing activities:
Repayment of revolving loan, net $ (600) $ (5,900)
Due to affiliates and other borrowings (459) (386)
Dividends paid (12,768) (5,000)
--------------- ---------------
Net cash used for financing activities (13,827) (11,286)
--------------- ---------------
Increase (decrease) in cash and cash equivalents 1,482 (498)
Cash and cash equivalents, beginning of period 1,145 1,700
--------------- ---------------
Cash and cash equivalents, end of period $ 2,627 1,202
=============== ===============
Supplemental disclosures of cash flow information:
Interest paid during the period $ 10,548 12,461
Income taxes paid during the period 8,362 834
</TABLE>
See notes to unaudited condensed consolidated financial statements
10
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
NOTE A - BASIS OF PRESENTATION
On June 15, 1995 Mafco Holdings Inc. ("Mafco Holdings") and Mafco
Consolidated Group Inc. ("Mafco Consolidated Group") formerly known as Abex
Inc. ("Abex"), consummated an agreement and plan of merger (the "Merger
Agreement") executed between the parties on January 6, 1995. The Merger
Agreement provided for, among other things, the merger of C&F Merger Inc., a
subsidiary of Mafco Holdings and the indirect parent of both Consolidated Cigar
Corporation and its subsidiaries (the "Company") and Mafco Worldwide
Corporation, with Mafco Consolidated Group, which was the surviving corporation
in the merger. As a result, the Company became an indirect wholly-owned
subsidiary of Mafco Consolidated Group.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles and
accordingly include all adjustments (consisting only of normal recurring
accruals) which, in the opinion of management, are necessary for a fair
statement of the operations for the periods presented. Accordingly, they do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. The fiscal year of the
Company is comprised of four quarters with each quarter consisting of thirteen
weeks ending on Saturday except the last quarter which ends on December 31st.
The statements should be read in conjunction with the consolidated financial
statements of the Company and notes thereto for the fiscal year ended December
31, 1995, as filed with the Form 10K. The results of operations for the
thirty-nine week period ended September 28, 1996 and September 30, 1995 are not
necessarily indicative of the results for the entire year.
NOTE B - INVENTORIES
The components of inventory are as follows:
(In thousands)
September 28, 1996 December 31, 1995
------------------ -----------------
Raw materials and supplies $33,672 $26,922
Work in process 2,230 1,692
Finished goods 11,163 10,408
------ ------
$47,065 $39,022
======= =======
11
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
COMPARISON OF THE THIRTEEN WEEKS ENDED SEPTEMBER 28, 1996 AND SEPTEMBER 30,
1995 AND THE THIRTY-NINE WEEKS ENDED SEPTEMBER 28, 1996 AND SEPTEMBER 30, 1995
Net sales were $60.6 million and $43.7 million for the thirteen weeks that
ended September 28, 1996 (the "1996 Quarter") and September 30, 1995 (the "1995
Quarter"), respectively, an increase of $16.9 million or 38.8%. Net sales were
$152.8 million and $115.1 million for the thirty-nine weeks ended September 28,
1996 (the "1996 Period") and September 30, 1995 (the "1995 Period"),
respectively, an increase of $37.7 million or 32.7%. The increases in net
sales were primarily due to higher sales of cigars. Cigar sales increased
primarily as a result of both a shift in the sales mix to higher priced cigars
and price increases on certain cigar brands and, to a lesser extent, an increase
in cigar unit volume, particularly in the premium market.
Gross profit was $25.6 million and $17.5 million for the 1996 Quarter and
the 1995 Quarter, respectively, an increase of $8.1 million or 46.2%. Gross
profit was $64.4 million and $46.8 million for the 1996 Period and the 1995
Period, respectively, an increase of $17.6 million or 37.6%. The increases in
gross profit for the 1996 Quarter and 1996 Period were due to the increase in
sales, partially offset by increases in the costs of raw materials. As a
percentage of net sales, gross profit increased to 42.3% and 42.2% for the 1996
Quarter and 1996 Period respectively, from 40.2% and 40.7% for the 1995 Quarter
and 1995 Period, respectively, primarily due to fixed manufacturing costs
spread over increased production volume.
Selling, general and administrative ("SG&A") expenses were $9.0 million and
$8.3 million for the 1996 Quarter and 1995 Quarter, respectively, an increase
of $0.7 million or 8.1%. SG&A expenses were $26.6 million and $23.6 million for
the 1996 Period and the 1995 Period, respectively, an increase of $3.0 million
or 12.5%. The increases for the 1996 Quarter and 1996 Period were primarily due
to increased compensation expense in addition to increased marketing and
selling expenses for the 1996 Period. As a percentage of net sales, SG&A
expenses decreased to 14.9% for the 1996 Quarter from 19.1% for the 1995
Quarter and to 17.4% for the 1996 Period from 20.5% from the 1995 Period. The
decreases were primarily due to SG&A expenses increasing at a lower rate
relative to the increase in net sales.
Operating income was $16.6 million and $9.2 million for the 1996 Quarter
and 1995 Quarter, respectively, an increase of $7.4 million or 80.7%. Operating
income was $37.8 million and $23.2 million for the 1996 Period and 1995 Period,
respectively, an increase of $14.6 million or 63.2%. As a percentage of net
sales, operating income increased to 27.4% for the 1996 Quarter from 21.1% for
the 1995 Quarter and 24.8% for the 1996 Period from 20.1% for the 1995 Period,
primarily due to higher gross profit margins and a decrease in SG&A expenses as
a percentage of net sales.
Interest expense, net was $2.7 million and $3.0 million for the 1996
Quarter and 1995 Quarter, respectively, a decrease of $0.3 million or 12.5%.
Interest expense, net was $8.0 million and $9.7 million for the 1996 Period and
1995 Period, respectively, a decrease of $1.7 million or 17.9%. The decreases
were primarily due to a lower amount of debt outstanding during 1996.
12
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
The provision for income taxes as a percentage of income before income
taxes was 30.1% and 26.2% for the 1996 Quarter and 1995 Quarter, respectively
and 28.5% and 22.0% for the 1996 Period and 1995 Period, respectively. The
increase in the effective rate is primarily due to an increase in the provision
for federal income taxes during 1996 partially offset by tax benefits
associated with the Company's operations in Puerto Rico. Income tax expense for
the 1996 Quarter and 1996 Period reflect provisions for federal income taxes,
Puerto Rico tollgate taxes, and taxes on Puerto Rico source income, together
with state and franchise taxes. Income tax expense for the 1995 Quarter and
1995 Period reflect provisions for federal income taxes, net of tax benefits
resulting from the utilization of net operating loss carry forwards, Puerto
Rico tollgate taxes and taxes on Puerto Rico source income, along with state
and franchise taxes.
As a result of the foregoing, net income was $9.6 million and $4.3 million for
the 1996 Quarter and 1995 Quarter, respectively, an increase of $5.3 million or
124.8%. Net income was $20.8 million and $9.9 million for the 1996 Period and
1995 Period, respectively, an increase of $10.9 million or 110.7%.
LIQUIDITY AND CAPITAL RESOURCES
Net cash flows from operating activities were $20.2 million and $10.4
million for the 1996 Period and 1995 Period, respectively, representing an
increase of $9.8 million. The increase was due primarily to an increase in net
income, partially offset by increased working capital requirements.
Cash flows used for investing activities for the 1996 Period and 1995
Period are primarily related to capital expenditures. Capital expenditures were
$4.4 million and $0.6 million for the 1996 Period and 1995 Period,
respectively. The capital expenditures in the 1996 Period primarily relate to
investment in the Company's manufacturing facilities to meet the increased
demand for the Company's premium cigars. The Company is expanding its existing
manufacturing facilities in the Dominican Republic and Honduras, and is
constructing, as part of a joint venture, new facilities in Jamaica. The
Company currently expects that its facility expansion projects in the Dominican
Republic and Honduras and the construction project in Jamaica will be complete
by the end of 1996. Capital expenditures for the remainder of 1996 are expected
to be approximately $0.7 million, including funding for the construction
projects. The capital expenditures in the 1995 Period primarily relate to
investments in cigar manufacturing equipment and are part of the continual
maintenance and upgrading of the Company's manufacturing facilities. For the
1996 Period, $0.5 million of cash flows was also invested, as part of an equity
investment, in the Jamaica joint venture.
Cash flows used for financing activities were $13.8 million and $11.3
million for the 1996 Period and 1995 Period, respectively, and were primarily
used to pay $12.8 million of dividends to Mafco Consolidated Group during the
1996 Period and to pay a $5.0 million dividend to Mafco Holdings during the
1995 Period. In addition, the 1995 Period included net repayments of borrowings
under the credit agreement of $5.9 million.
13
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
In 1993 and 1994 the Company entered into two five-year interest rate swap
agreements in an aggregate notional amount of $85.0 million. Under the terms of
the agreements, the Company receives a fixed interest rate averaging 5.8% and
pays a variable interest rate equal to the six month London interbank offered
rate (LIBOR). The Company entered into such agreements to take advantage of the
differential between long-term and short-term interest rates and effectively
converted the interest rate on $85.0 million of fixed-rate indebtedness under
the 10 1/2% Notes to a variable rate. Had the Company terminated these
agreements, which the Company considers to be held for other than trading
purposes on October 16, 1996, the Company would have realized a combined loss
of approximately $1.0 million. Future positive or negative cash flows
associated with these contracts will depend upon the trend of short-term
interest rates during the remaining life of the agreements. In the event of
non-performance of the counterparties at anytime during the remaining lives of
these agreements which expire at December 1998 and January 1999, the Company
could lose some or all of any future positive cash flows. However, the Company
does not anticipate non-performance by such counterparties.
The Company's principal sources of working capital for the current year
will be generated from operations and borrowings under the credit agreement
with The Chase Manhattan Bank, as the agent (the "Credit Agreement"). The
availability for borrowings under the Credit Agreement was $37.4 million as of
September 28, 1996, of which the Company had borrowed $21.0 million (including
letters of credit issued). The amounts available for borrowing under the Credit
Agreement will be reduced to $34.9 million by December 31, 1996. Given the
availability of borrowing under the Credit Agreement and cash flow generated
from operations, the Company does not currently foresee the need to incur
additional indebtedness to meet the Company's ongoing operating needs during
the next twelve months.
14
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
10.2 (i) Amendment No. 9 to the Credit Agreement dated as of
March 13, 1996 (incorporated by reference from Exhibit
10.2 (i) to Amendment No. 1 of Consolidated Cigar
Holdings Inc. Registration Statement on Form S-1
(Registration No. 333-6819)).
10.2 (j) Amendment No. 10 to the Credit Agreement dated as of
July 31, 1996 (incorporated by reference from Exhibit
10.2 (j) to Amendment No. 2 of Consolidated Cigar
Holdings Inc. Registration Statement of Form S-1
(Registration No. 333-6819)).
*27.0 Financial Data Schedule
(b) Reports on Form 8-K
Consolidated Cigar Corporation filed no reports on Form 8-K
during the fiscal quarter ended September 28, 1996.
* Filed herein.
15
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
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.
Consolidated Cigar Corporation
------------------------------
(Registrant)
DATE: November 12, 1996 /s/ Theo W. Folz
-----------------------------------
Theo W. Folz
Chief Executive Officer
DATE: November 12, 1996 /s/ Gary R. Ellis
-----------------------------------
Gary R. Ellis
Chief Financial Officer
16
<PAGE>
CONSOLIDATED CIGAR CORPORATION AND SUBSIDIARIES
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.
Consolidated Cigar Corporation
------------------------------
(Registrant)
DATE: November 12, 1996 -----------------------------------
Theo W. Folz
Chief Executive Officer
DATE: November 12, 1996 -----------------------------------
Gary R. Ellis
Chief Financial Officer
16
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Consolidated Cigar Corporation's Condensed Consolidated Balance Sheet and
Statement of Operations and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<CIK> 0000846584
<NAME> CONSOLIDATED CIGAR CORPORATION
<MULTIPLIER> 1,000
<CURRENCY> USD
<EXCHANGE-RATE> 1
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-28-1996
<CASH> 2,627
<SECURITIES> 0
<RECEIVABLES> 23,868
<ALLOWANCES> (4,634)
<INVENTORY> 47,065
<CURRENT-ASSETS> 73,631
<PP&E> 50,434
<DEPRECIATION> (12,989)
<TOTAL-ASSETS> 206,922
<CURRENT-LIABILITIES> 27,502
<BONDS> 90,000
0
0
<COMMON> 1
<OTHER-SE> 62,313
<TOTAL-LIABILITY-AND-EQUITY> 206,922
<SALES> 152,820
<TOTAL-REVENUES> 152,820
<CGS> 88,391
<TOTAL-COSTS> 114,987
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 312
<INTEREST-EXPENSE> 7,961
<INCOME-PRETAX> 29,031
<INCOME-TAX> 8,277
<INCOME-CONTINUING> 20,754
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 20,754
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
