U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended March 31, 1998
[ ] Transition Report Under Section 12 or 15(d) of
the Exchange Act
For the transition period from _________ to __________.
Commission file number 0-20594
COMPSCRIPT, INC.
-----------------------------------------------------------------
(Exact Name or Small Business Issuer as Specified in Its Charter)
FLORIDA 65-0506539
- ------------------------------- -------------------
(State of Other Jurisdiction of I.R.S. Employer
Incorporation or Organization) Identification No.)
1225 Broken Sound Parkway, N.W., Suite A
Boca Raton, FL 33487
----------------------------------------
(Address of Principal Executive Office)
(561) 994-8585
------------------------------------------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 [ ]
The number of shares outstanding of the issuer's common stock, par value $.0001
per share as of April 30, 1998 was 14,072,063.
Transitional Small Business Disclosure Format:
Yes [ ] No [X]
<PAGE>
COMPSCRIPT, INC. AND SUBSIDIARIES
INDEX TO FINANCIAL STATEMENTS
PAGE
PART I. FINANCIAL INFORMATION
ITEM. 1 Financial Statements
Consolidated Condensed Balance Sheets as
of March 31, 1998 (Unaudited) and
December 31, 1997 2
Consolidated Condensed Statements of
Operations for the Three Months Ended
March 31, 1998 and 1997 (Unaudited) 3
Consolidated Condensed Statements of Cash
Flows for the Three Months Ended March
31, 1998 and 1997 (Unaudited) 4
Notes to Consolidated Condensed Financial
Statements (Unaudited) 5
ITEM. 2 Management's Discussion and Analysis
or Plan of Operations 9-12
PART II. OTHER INFORMATION
SIGNATURES
<PAGE>
<TABLE>
<CAPTION>
CompScript, Inc. and Subsidiaries
Consolidated Condensed Balance Sheet
MARCH 31, DECEMBER 31,
1998 1997
------------ ------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,117,443 $ 529,343
Accounts receivable, net 10,168,893 9,900,717
Inventory 3,297,952 3,180,397
Marketable securities 96,094 53,906
Income tax refund receivable 371,805 575,075
Deferred tax asset 260,168 260,168
Prepaid and other receivables 1,308,321 950,059
------------ ------------
Total current assets 16,620,676 15,449,665
Property and equipment, net 3,822,836 3,542,866
Other assets:
Costs in excess of net assets acquired, less 92,037 102,263
accumulated amortization
Other 331,878 485,846
------------ ------------
Total other assets 423,915 588,109
------------ ------------
Total assets $ 20,867,427 $ 19,580,640
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable 5,693,925 $ 4,694,341
Accrued salaries and benefits 348,601 355,393
Accrued expenses 167,293 693,888
Accrued pharmaceuticals dispensed by third 18,133 49,413
parties
Line of credit 6,931,268 6,715,467
Current portion of notes payable to -- 75,000
shareholders
Current portion of notes payable 191,180 185,354
Current portion of capital lease obligations 329,495 219,439
------------ ------------
Total current liabilities 13,679,895 12,988,295
Deferred tax liabilities 215,067 215,067
Long-term debt:
Notes payable 457,434 495,781
Capital lease obligations 260,731 211,500
------------ ------------
Total long-term debt 718,165 707,281
------------ ------------
Total liabilities 14,613,127 13,910,643
Minority interest 222,628 222,628
Shareholders' equity:
Common stock, $.0001 par value--50,000,000 1,407 1,396
shares authorized, 14,072,063 and
13,957,063 shares issued and outstanding at
March 31, 1998 and December 31,1997,
respectively
Additional paid-in capital 12,363,559 12,119,195
Accumulated deficit (6,104,388) (6,402,128)
Unrealized loss on marketable securities (228,906) (271,094)
------------ ------------
Total shareholders' equity 6,031,672 5,447,369
------------ ------------
Total liabilities and shareholders' equity $ 20,867,427 $ 19,580,640
============ ============
</TABLE>
SEE ACCOMPANYING NOTES.
2
<PAGE>
<TABLE>
<CAPTION>
CompScript, Inc. and Subsidiaries
Consolidated Condensed Statements
of Operations (Unaudited)
THREE MONTHS ENDED
MARCH 31,
------------------------------
1998 1997
------------ ------------
<S> <C> <C>
Sales $ 13,849,483 $ 11,498,619
Cost of sales 8,032,789 6,794,718
------------ ------------
Gross profit 5,816,694 4,703,901
Selling, general and administrative expenses 4,818,511 4,696,093
Provision for doubtful accounts 357,970 121,905
Merger costs -- 613,457
------------ ------------
Total operating expenses 5,176,481 5,431,455
------------ ------------
Operating income (loss) 640,213 (727,554)
Other income (expense):
Interest and other income 2,099 11,015
Interest expense (166,572) (99,563)
Loss on realization of note receivable -- (800,000)
------------ ------------
(164,473) (888,548)
------------ ------------
Income (loss) before provision for income taxes 475,740 (1,616,102)
Income tax provision 178,000 --
------------ ------------
Net income (loss) $ 297,740 $ (1,616,102)
============ ============
Net income (loss) per share $ 02 $ (.12)
============ ============
Weighted average shares outstanding 14,072,063 13,563,897
============ ============
</TABLE>
SEE ACCOMPANYING NOTES.
3
<PAGE>
<TABLE>
<CAPTION>
CompScript, Inc. and Subsidiaries
Consolidated Condensed Statements
of Cash Flows (Unaudited)
THREE MONTHS ENDED
MARCH 31
----------------------------
1998 1997
----------- -----------
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $ 297,740 $(1,616,102)
Adjustments to reconcile net income (loss)
to net cash used in operating activities:
Depreciation and amortization of leasehold 193,415 129,959
improvements
Provision for doubtful accounts 357,970 121,905
Amortization of goodwill 10,226 10,227
Noncash merger costs -- 240,000
Loss on realization of note receivable -- 800,000
Changes in operating assets and liabilities:
Accounts receivable, net (626,146) (1,709,819)
Inventory (117,555) (312,209)
Income tax refund receivable 203,270 (87,845)
Prepaid and other receivables (113,887) (6,403)
Other assets 153,968 50,891
Accounts payable and accrued expenses 434,917 (815,620)
----------- -----------
Net cash provided by (used in) operating activities 793,918 (3,195,016)
INVESTING ACTIVITY
Purchase of property and equipment (304,444) (552,916)
----------- -----------
Net cash used in investing activity (304,444) (552,916)
FINANCING ACTIVITIES
Exercise of options and warrants -- 649,996
Net proceeds from line of credit 215,801 3,990,773
Net repayments of notes payable (32,521) (536,809)
Net repayments on notes payable to shareholders (75,000) (393,987)
Repayments of leases payable (9,654) (12,577)
----------- -----------
Net cash provided by financing activities 98,626 3,697,396
----------- -----------
Net increase (decrease) in cash and cash equivalents 588,100 (50,536)
Cash and cash equivalents at beginning of period 529,343 857,740
----------- -----------
Cash and cash equivalents at end of period $ 1,117,443 $ 807,204
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for income taxes $ 10,000 $ 87,500
=========== ===========
Cash paid for interest $ 166,572 $ 99,563
=========== ===========
</TABLE>
SEE ACCOMPANYING NOTES.
4
<PAGE>
COMPSCRIPT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
(UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying consolidated condensed financial statements include the
accounts of the Company and all of its subsidiaries, which are majority-owned.
All significant intercompany transactions and balances have been eliminated in
consolidation.
The accompanying consolidated condensed financial statements as of March
31, 1998 and for the three months ended March 31, 1998 and 1997 are unaudited.
These financial statements have been prepared in accordance with generally
accepted accounting principles for interim financial information and in
accordance with the rules and regulations of the Securities and Exchange
Commission (the "SEC"). Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. The Company believes it has made sufficient disclosures such that
the information presented is not misleading. In the opinion of management, the
financial statements reflect all adjustments (which include only normal
recurring adjustments) necessary to state fairly the financial position and
results of operations as of and for the periods presented. Results for the
three-month period ended March 31, 1998 are not necessarily indicative of the
results to be achieved for the year ending December 31, 1998.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting
period. Actual results could differ from these estimates.
In 1997, the Financial Accounting Standards Board issued Statement No.
128, EARNINGS PER SHARE. Statement 128 replaced the calculation of primary and
fully diluted earnings per share with basic and diluted earnings per share.
Unlike primary earnings per share, basic earnings per share excludes any
dilutive effects of options, warrants, and convertible securities. Diluted
earnings per share is very similar to the previously reported fully diluted
earnings per share. All earnings per share amounts for all periods have been
presented, and where appropriate, restated to conform to the Statement 128
requirements.
5
<PAGE>
COMPSCRIPT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
(UNAUDITED)
1. BASIS OF PRESENTATION (CONT'D)
Net income (loss) per share for the three-month periods ended March 31,
1998 and 1997, have been calculated based upon the weighted average number of
common shares outstanding after giving effect to outstanding options and
warrants during the periods in which their inclusion was dilutive.
2. MARKETABLE SECURITIES
At December 31, 1996, the Company had a note receivable from a former
officer and shareholder of the Company which was collateralized by 1,125,000
shares of Regenesis Holdings Corp. (formerly known as QPQ Corporation)
("Regenesis") Common Stock. In March 1997, the Company recorded an $800,000
charge against the $1,125,000 note receivable. The Company deemed it appropriate
to evaluate the collateral underlying the note, as the value of the collateral
(marketable equity securities) declined significantly subsequent to December 31,
1996 and the collectability of the note was uncertain. On May 16,1997, the note
receivable was rescinded by the Company and the collateral of 1,125,000 shares
(18,750 shares after two reverse splits of 20 for 1 and 3 for 1) of Regenesis
Common Stock reverted back to the Company.
In accordance with FASB Statement No. 115, ACCOUNTING FOR CERTAIN
INVESTMENTS IN DEBT AND EQUITY SECURITIES, the Company, as of March 31, 1997,
has valued its investment in Regenesis at its fair value of $96,094, resulting
in the recognition of unrealized loss of $228,906. These securities are
classified as "available for sale."
3. INCOME TAXES
The income tax provisions for the three-month period ended March 31, 1998
and 1997, have been calculated by applying the Company's estimated effective tax
rate for the years 1998 and 1997.
For the three-month period ended March 31, 1997, the relationship of the
provision for income taxes to pre-tax income reflects the exclusion of the
Subchapter S earnings of MSC from the tax provision computation. Concurrent with
the acquisition of Medical Services Consortium, Inc. (MSC) on January 10, 1997,
MSC converted to C corporation status and its earnings from that date forward
were included in the tax provision computation. The consolidated condensed
statement of operations for the three months ended March 31, 1997, do not
include pro forma adjustments for income tax expense
6
<PAGE>
COMPSCRIPT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
(UNAUDITED)
3. INCOME TAXES (CONT'D)
which would have been recorded had MSC been a taxable corporation, as the impact
would not have been significant.
4. LINE OF CREDIT
In May 1995, the Company entered into a line of credit agreement which
permitted borrowings of up to $750,000. On January 3, 1997, the Company amended
its financing agreement with its primary lender to increase its revolving line
of credit agreement to allow for borrowings up to $5,000,000 from the $750,000
previously in effect. On August 25, 1997, the Company further amended the
financing agreement to allow for borrowings of up to $7,000,000. The line of
credit is due upon demand and, in any event, expires July 30, 1998, and is
collateralized by all of the Company's accounts receivable, inventory, fixed
assets and other assets. Interest is payable monthly at 8.5% with a .125% per
annum fee on the unused portion of the line. Under the agreement, $6,931,268 is
outstanding at March 31, 1998, with an available balance of $68,732.
The line-of-credit requires that the Company maintain at all times,
certain net worth, debt coverage and working capital levels, and restricts
acquisitions and dispositions of property and limits additional borrowings from
other lenders. At March 31, 1998, the Company was in compliance with all
financial covenants.
5. NOTES PAYABLE
In connection with the line-of-credit, on January 3, 1997, the Company
also entered into a $500,000 promissory note with the same lender, the proceeds
of which were used to fund the Company's office and mail order space expansion,
which was completed in the first quarter of 1997. The principal sum of the
promissory note is payable in monthly installments of approximately $8,333 plus
interest at 9.0% for 60 months which began on February 1, 1997. Collateral and
debt covenants are the same as those of the line of credit discussed above.
On March 19, 1997, the Company entered into an additional $750,000
promissory note, bearing interest at prime, with its existing lender, primarily
for working capital purposes. This loan matured on July 26, 1997, and was repaid
in August 1997.
7
<PAGE>
COMPSCRIPT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
(UNAUDITED)
6. SHAREHOLDERS' EQUITY
On January 1, 1998, the Company entered into a five-year agreement with
two shareholders (each of which has less than a 5% beneficial ownership interest
in the Company) of the Company pursuant to which the shareholders will assist
the Company secure new contracts for the Company's mail order division. The
Company agreed to issue the shareholders 115,000 shares of common stock, as well
as commissions of 1% of net revenues generated by new contracts obtained by the
shareholders. The Company may cancel the contract at any time with a thirty day
written notice.
This contract replaces a previous contract entered into on January 9,
1997, which was canceled on October 31, 1997. In connection with the stock
issued, the Company recorded a prepaid expense of $244,375. During the three
months ended March 31, 1998, approximately $12,000 was amortized and included in
selling, general and administrative expenses in the condensed consolidated
statement of operations. At March 31, 1998, approximately $46,000 is included in
prepaid expenses and other current assets and $186,000 is included in other
assets in the balance sheet.
7. MERGER
On February 23, 1998, the Company entered into a definitive merger
agreement pursuant to which it will be acquired through a merger with a
wholly-owned subsidiary of Omnicare, Inc. Upon completion of the merger, each
outstanding common share of CompScript will be converted into a $4.50 market
value of Omnicare common shares, subject to certain terms of the agreement.
Omnicare will issue approximately $63.3 million in its stock and assume
CompScript's debt. The transaction is structured as a pooling of interests and a
tax-free reorganization. As a condition to entering into this Agreement and Plan
of Merger, the two companies executed a separate Stock Option Agreement whereby
the Company granted an option to Omnicare to purchase up to 19.9% of
CompScript's common shares. Omnicare can exercise this option if certain events
occur prior to the closing of the merger.
8
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
GENERAL
Except for the historical information contained herein, the matters set
forth in this Form 10-QSB are forward looking and involve a number of risks and
uncertainties that could cause actual results to differ materially from these
statements and trends. Such factors include, but are not limited to: the effect
of changes in governmental regulation, reimbursement policies and federal and
state healthcare funding; the continued availability of suitable acquisition
candidates; significant changes to general economic conditions; strengthened
competition in the Company's geographic markets; the failure of the Company to
obtain or maintain required regulatory licenses and approvals or the loss of key
personnel.
CompScript is a comprehensive provider of pharmacy management services
including institutional pharmacy, infusion therapy, mail order and consultant
pharmacist services to managed care networks, long-term and subacute care
facilities, home health patients and recipients of managed care. CompScript is a
successor to CompScript-Boca, Inc. ("Boca", f/k/a CompScript, Inc. which was
f/k/a Aldencare, Inc.), which was incorporated under the laws of the State of
Florida on October 3, 1991.
On April 26, 1996, shareholders who previously owned approximately 93% of
Boca exchanged their shares of Boca's Common Stock for 7,394,982 common shares
(representing an 80% interest) of Capital Brands, Inc. (Capital), a
publicly-held company (the Acquisition). This exchange was structured as a
tax-free reorganization. The Acquisition was accounted for as a reverse
acquisition of Capital by Boca pursuant to which Boca was recapitalized to
include the assets and liabilities of Capital revalued to reflect the market
value of Capital's net tangible assets at the date of the Acquisition consisting
of cash and marketable equity securities. Effective July 5, 1996, Capital
changed its name to CompScript, Inc. The remaining 7% of Boca is accounted for
as a minority interest in a consolidated subsidiary on the Company's March 31,
1998 balance sheet.
Results of Operations:
Sales for the three-month period ended March 31, 1998 (the "1998 Quarter")
were $13,849,483 compared to $11,498,619 for the three-month period ended March
31, 1997 (the "1997 Quarter"). The $2,350,864 or 20% increase was primarily
attributed to the Company's marketing efforts directed towards new clients.
Gross profit increased $1,112,793 to $5,816,694 for the 1998 Quarter from
$4,703,901 in the 1997 Quarter as a result of the increased revenue. Gross
profit margins as a percentage of sales increased to 42% for the 1998 Quarter in
comparison to 41% for the 1997 Quarter.
9
<PAGE>
Selling general and administrative expenses ("SG&A") were $4,818,511 for
the 1998 Quarter compared to $4,696,093 for the 1997 Quarter. The increase of
$122,418, or 3%, was attributable to normal inflationary increases, primarily in
salaries.
Provision for doubtful accounts increased by $236,065 to $357,970 in the
1998 Quarter compared to $121,905 in the 1997 Quarter due to the increase in
accounts receivable and sales.
The 1997 Quarter included $613,457 of one-time charges related to merger
and acquisition costs associated with the three acquisitions completed during
that period. There were no such costs during the 1998 Quarter.
Interest expense increased by $67,009 to $166,572, or 67%, for the 1998
Quarter in comparison to $99,563 in the 1997 Quarter. This increase is
attributable to the increase in the Company's debt, primarily the line-of-credit
facility.
Income tax provision for the 1998 Quarter was $178,000 which is estimated
at the Company's statutory tax rate of 37.5% of income before income taxes. No
income tax benefit was recorded during the 1997 Quarter because it was too early
in the fiscal year to determine if the entire year would result in a loss.
As a result of the events previously discussed, the Company reported a net
income of $297,740, or $.02 per share for the 1998 Quarter compared to a net
loss of $1,616,102, or $.12 per share, for the 1997 Quarter.
Liquidity and Capital Resources:
The Company has funded its operating requirements to date primarily
through operations, the private sale of equity securities (prior to the reverse
acquisition on April 26, 1996), and borrowings under its existing line of credit
agreement. As of March 31, 1998, the Company had cash and cash equivalents of
$1,117,443, accounts receivable of $10,168,893, working capital of $2,940,781
and a current ratio of 1.21 to 1.00.
Net cash provided by operating activities for the 1998 Quarter was
$793,918 compared to net cash used in operating activities of $3,195,016 during
the 1997 Quarter. Cash provided by operating activities during the 1998 Quarter
was primarily attributable to net income, adjusted for non-cash expenses, such
as provision for doubtful accounts and depreciation expenses. During the 1997
Quarter, cash used in operating activities was primarily attributable to the
operating loss and the increase in accounts receivable and inventory.
10
<PAGE>
Net cash used in investing activities was $304,444 for the 1998 Quarter,
which was a direct result of net purchases of computer equipment and software
for the continued development of the pharmacy operating and communications
systems in the Company's corporate office and its offsite pharmacies. During the
1997 Quarter, the Company made $552,916 in expenditures for its Boca Raton
office and new mail order facility which was completed in February 1997, and
leasehold improvements pertaining to the new office and institutional pharmacy
location that MSC moved into during September of 1997.
Financing activities provided $98,626 in cash during the 1998 Quarter,
compared to $3,697,396 during the 1997 Quarter and is comprised of the
following:
THREE MONTHS
ENDED MARCH 31,
----------------------------
1998 1997
----------- -----------
Exercise of options and warrants $ -- $ 649,996
Net proceeds from line of credit 215,801 3,990,773
Net repayment of other debt (117,175) (943,373)
----------- -----------
$ 98,626 $ 3,697,396
=========== ===========
The Company's future capital requirements for operations include financing
the growth of working capital items such as accounts receivable and inventory,
purchasing equipment and upgrading management information and inventory control
systems.
Based upon the continuation of the Company's business development, the
Company believes the cash flow from operations and borrowings under an expanded
credit facility will provide sufficient cash to fund its operations and meet
current obligations for the year ended December 31, 1998. The Company is
attempting to improve cash flows from operations and maintain flexibility in
financing both interim and long-term working capital requirements by increasing
its collection efforts of its accounts receivable. Additionally, management's
decision to terminate the PBM contracts effective December 31, 1997 is expected
to result in a material reduction in selling, general and administrative
expenses.
In the event the Company dramatically expands its operations or makes
acquisitions that would require funds in addition to its existing liquid assets
and cash flows, it would have to seek additional debt or equity financing. There
can be no assurance that the Company could obtain such financing or that such
financing would be available on terms acceptable to the Company.
IMPACT OF THE YEAR 2000
The Securities and Exchange Commission, in Staff Legal Bulletin No. 5
(CF/IM), has stated that public operating companies should consider whether
there will be any anticipated costs, problems and uncertainties associated with
the Year 2000 issue, which affects many existing computer programs that use only
two digits to identify a year in the date field. The Company believes that the
issue raised by Staff Legal Bulletin No. 5 are not applicable in any material
way to the Company's business or operations. Additionally, the Company intends
that any computer
11
<PAGE>
systems that the Company may purchase or lease that are incident to the
Company's business will have already addressed the "Year 2000" issue.
The Company is currently determining the extent to which it may be
impacted by third parties' failure to remedy their own Year 2000 issues.
CompScript is having, and will continue to have, formal communications with all
of its significant customers, payers, suppliers, and other third parties to
determine the extent, if any, to which CompScript's interface systems could be
impacted by any third party year 2000 issues and related remedies. There can be
no assurance that the systems of other companies with which the Company's
systems interact will be timely converted and would not have an adverse effect
on the Company's business.
12
<PAGE>
PART II. OTHER INFORMATION
(a) Not applicable
(b) Reports on Form 8-K
On March 10, 1998, the Company filed a Form 8-K reporting
that it had entered into the Merger Agreement with Omnicare, Inc.
discussed elsewhere in this report on Form 10-QSB
13
<PAGE>
SIGNATURE
In accordance with requirements of the Exchange Act, the Issuer caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CompScript, Inc.
Date: May 15, 1998 By: /s/ BRIAN A. KAHAN
----------------------------------
Brian A. Kahan, Chief Executive
Officer (Principal Executive
Officer)
Date: May 15, 1998 By: /s/ JUAN C. COCUY
----------------------------------
Juan C. Cocuy, Chief Financial
Officer (Principal Financing and
Accounting Officer)
14
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
- ------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 1,117,443
<SECURITIES> 96,094
<RECEIVABLES> 11,768,892
<ALLOWANCES> 1,599,999
<INVENTORY> 3,297,952
<CURRENT-ASSETS> 16,620,676
<PP&E> 6,631,637
<DEPRECIATION> 2,808,801
<TOTAL-ASSETS> 20,867,427
<CURRENT-LIABILITIES> 13,679,895
<BONDS> 0
0
0
<COMMON> 1,407
<OTHER-SE> 6,030,265
<TOTAL-LIABILITY-AND-EQUITY> 20,867,427
<SALES> 13,849,483
<TOTAL-REVENUES> 13,849,483
<CGS> 8,032,789
<TOTAL-COSTS> 8,032,789
<OTHER-EXPENSES> 4,818,511
<LOSS-PROVISION> 357,970
<INTEREST-EXPENSE> 166,572
<INCOME-PRETAX> 475,740
<INCOME-TAX> 178,000
<INCOME-CONTINUING> 297,740
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 297,740
<EPS-PRIMARY> 0.02
<EPS-DILUTED> 0.02
</TABLE>