<PAGE> 1
United States
Securities and Exchange Commission
Washington, DC 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Quarterly Period Ended March 30, 1997
Commission file number 0-19924
RARE Hospitality International, Inc.
(Exact name of registrant as specified in its charter)
Georgia 58-1498312
- ------------------------------------------------------------------------------
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
8215 Roswell RD; Bldg 200; Atlanta, GA 30350
- ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(770) 399-9595
--------------
(Registrant's telephone number, including area code)
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 three quarters that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
XX Yes No
---- ----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock as of the latest practicable date.
Class Outstanding as of May 12, 1997
----- ------------------------------
Common Stock, no par value 11,662,525 shares
----------
1
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RARE Hospitality International, Inc.
Index
<TABLE>
<CAPTION>
<S> <C>
Part I - Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets-
December 29, 1996 and March 30, 1997 3
Consolidated Statements of Earnings-
For the quarters ended
March 31, 1996 and March 30, 1997 4
Consolidated Statement of Shareholders' Equity
For the quarter ended
March 30, 1997 5
Condensed Consolidated Statements of Cash Flows-
For the quarters ended
March 31, 1996 and March 30, 1997 6
Notes to the Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8-10
Part II - Other Information
Item 1. Legal Proceedings 11
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 11
</TABLE>
2
<PAGE> 3
Part I. Financial Information
Item 1. Financial Statements
RARE Hospitality International, Inc.
Consolidated Balance Sheets
(In thousands)
<TABLE>
<CAPTION>
(unaudited)
Assets 12/29/96 03/30/97
------ -------- --------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 6,478 $ 8,274
Marketable debt securities 861 608
Accounts receivable 2,522 2,186
Inventories 7,883 8,528
Prepaid expenses 1,465 1,380
Pre-opening costs, net of
accumulated amortization 2,665 2,175
-------- --------
Total current assets 21,874 23,151
Property & equipment, less
accumulated depreciation and
amortization
120,431 125,451
Goodwill, less accumulated
amortization
6,139 7,436
Deferred income taxes 816 1,016
Other 2,334 2,384
-------- --------
Total assets $151,594 $159,438
======== ========
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 11,385 $ 11,442
Accrued expenses 8,152 8,095
-------- --------
Total current liabilities 19,537 19,537
Notes payable, noncurrent 7,100 12,100
Deferred income taxes 272 258
-------- --------
Total liabilities 26,909 31,895
Minority Interest 3,301 3,270
Shareholders' equity:
Preferred stock -- --
Common stock 100,180 100,252
Additional paid-in capital 919 919
Retained earnings 20,231 23,102
Unrealized gain on marketable
debt securities 54 --
-------- --------
Total shareholders' equity 121,384 124,273
-------- --------
Total liabilities and
shareholders' equity $151,594 $159,438
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE> 4
RARE Hospitality International, Inc.
Consolidated Statements of Earnings
For the Quarters Ended March 31, 1996 and March 30, 1997
(In thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Revenues: 1996 1997
------- -------
<S> <C> <C>
Restaurant sales:
LongHorn Steakhouse $30,706 $41,177
Bugaboo Creek Steak House 11,996 11,226
The Capital Grille 4,768 8,205
Specialty concepts 3,288 2,715
------- -------
Total restaurant sales 50,758 63,323
Wholesale meat sales 1,633 --
Franchise revenues 90 27
------- -------
Total revenues 52,481 63,350
------- -------
Cost of sales:
Cost of restaurant sales 18,247 22,749
Cost of wholesale meat sales 1,587 --
Operating expenses - restaurants 22,562 28,148
Depreciation and amortization - restaurants 2,881 3,525
Operating expenses - meat division 165 --
General and administrative expenses 3,693 4,338
------- -------
Total costs and expenses 49,135 58,760
------- -------
Operating income 3,346 4,590
Interest expense, net 213 150
Minority interest 68 339
------- -------
Earnings before income taxes 3,065 4,101
Income taxes 1,021 1,230
------- -------
Net earnings $ 2,044 $ 2,871
======= =======
Earnings per common and common equivalent
share $ 0.20 $ 0.25
======= =======
Weighted average common and common
equivalent shares outstanding 10,320 11,661
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE> 5
RARE Hospitality International, Inc.
Consolidated Statement of Shareholders' Equity
for the quarter ended March 30, 1997
(In thousands)
(unaudited)
<TABLE>
<CAPTION>
Unrealized
gain/loss on
Common Stock marketable Total
Preferred -------------------- Paid-In Retained debt shareholders'
Stock Shares Amount capital earnings securities equity
----- ------ ------ ------- -------- ---------- ------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, December 30, 1996 - 11,653 $100,180 $919 $20,231 $ 54 $ 121,384
Net earnings - - - - 2,871 - 2,871
Issuance of shares pursuant
to exercise of stock
options - 8 72 - - - 72
Unrealized loss on
marketable debt securities - - - - - (54) (54)
------- ------ -------- ---- ------- ---- ---------
Balance, March 30, 1997 - 11,661 $100,252 $919 $23,102 - $ 124,273
======= ====== ======== ==== ======= ==== =========
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE> 6
RARE Hospitality International, Inc.
Condensed Consolidated Statements of Cash Flows
For the quarters ended March 31, 1996 and March 30, 1997
(In thousands)
(unaudited)
<TABLE>
<CAPTION>
1996 1997
---- ----
<S> <C> <C>
Net cash provided by operating activities $ 4,650 $ 4,104
------- -------
Cash flows from investing activities:
Proceeds from maturity of marketable debt securities -- 253
Purchase of property and equipment (9,577) (6,739)
Net proceeds from marketable securities 296 --
Asset acquisitions -- (2,016)
------- -------
Net cash used by investing activities (9,281) (8,502)
------- -------
Cash flows from financing activities:
Proceeds from (repayments of)lines of credit 7,050 5,000
Principal payments on long-term debt (987) --
Proceeds from minority partners' contributions 153 524
Distributions to minority partners (152) (894)
Increase in bank overdraft included in accounts payable 1,492
Proceeds from exercise of stock options 203 72
------- -------
Net cash provided by financing activities 6,267 6,194
------- -------
Net increase/(decrease) in cash 1,636 1,796
Cash and cash equivalents, beginning of period 2,427 6,478
------- -------
Cash and cash equivalents, end of period $ 4,063 $ 8,274
======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
6
<PAGE> 7
RARE Hospitality International, Inc.
Notes to Consolidated Financial Statements
(unaudited)
1. Basis of Presentation
The consolidated financial statements of RARE Hospitality International, Inc.
(the "Company") as of December 29, 1996 and March 30, 1997 and for the quarters
ended March 30, 1997 and March 31, 1996 have been prepared by the Company,
pursuant to the rules and regulations of the Securities and Exchange Commission.
The information furnished herein reflects all adjustments (consisting of normal
recurring accruals and adjustments) which are, in the opinion of management,
necessary to fairly present the operating results for the respective periods.
Certain information and footnote disclosures normally presented in annual
financial statements prepared in accordance with generally accepted accounting
principles have been omitted pursuant to such rules and regulations. These
financial statements should be read in conjunction with the consolidated
financial statements and notes thereto contained in the Company's annual report
for the year ended December 29, 1996.
In the third quarter of 1996, the Company completed the acquisition of Bugaboo
Creek Steak House, Inc., ("Bugaboo Creek") along with related restaurant and
real estate properties. The acquisition provided for the issuance of
approximately 3.2 million shares of the Company's common stock to the
stockholders of Bugaboo Creek and owners of the related restaurant and real
estate properties. The exchange of shares was accounted for as a pooling of
interests, and accordingly, the accompanying consolidated financial statements
have been restated to include the accounts and operations of Bugaboo Creek and
the related restaurant and real estate properties that were acquired for all
periods presented.
Effective July 1, 1996, the Company changed its fiscal year-end from December
31 to a 52- or 53-week year ending on the last Sunday in December. Interim
reporting periods within 1996 for the LongHorn Steakhouse restaurant operations
contained three months for the first two quarters and 13 weeks in each of the
last two quarters of 1996. Interim reporting periods within 1996 for entities
acquired in the Bugaboo Creek acquisition, principally Bugaboo Creek Steak
House and The Capital Grille restaurants contained 16 weeks for the first
quarter and 12 weeks in each of the last three quarters of 1996. Interim
reporting quarters for all operations during 1997 each contain 13 weeks and end
on the same date. The accompanying consolidated financial statements reflect
results of operations for the respective periods as described above.
Certain prior year amounts in the accompanying consolidated financial statements
have been reclassified to conform to the current year presentation.
2. Income Taxes
Income tax expense for the quarter has been provided for based on the estimated
effective tax rate expected to be applicable for the full 1997 fiscal year. The
income tax rate of 30% for the quarter ended March 30, 1997 differs from
applying the statutory federal income tax rate of 34% to pre-tax income
primarily due to employee FICA tip tax credits (a reduction in income tax
expense) offset by state income taxes.
3. Business Combinations and Joint Ventures
On January 27, 1997, the Company purchased the assets of two previously
franchised locations in Greenville and Spartanburg, South Carolina and
reacquired the attendant franchise territory development rights in a
transaction accounted for under the purchase method for approximately $2.0
million in cash. The excess of cost over fair value of tangible assets acquired
was approximately $1.4 million in this transaction.
4. Subsequent Events
On April 5, 1997, the Company paid its franchisee, Longhorn Steaks of Alabama,
Inc., $1.2 million in cash for the termination of the franchise agreement.
Longhorn Steaks of Alabama, Inc. also agreed at that time to close its existing
LongHorn Steakhouse restaurant in Hoover, Alabama and dismiss its lawsuit
styled Longhorn Steaks of Alabama, Inc., William L. Kemp and James E. Adams v.
Longhorn Steaks, Inc. and Richard E. Rivera which was filed on September 13,
1996 in the Circuit Court of Jefferson County, Alabama, Civil Action No.
CV9605485. The purchase price approximates the fair value of the undeveloped
territory and will be recognized as an intangible asset to be amortized over a
25-year period.
7
<PAGE> 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
RESULTS OF OPERATIONS
Quarter ended March 30, 1997 compared to quarter ended March 31, 1996
REVENUES
The Company currently derives all of its revenues from restaurant sales and
franchise revenues. The Company defines the comparable restaurant base for 1997
to include those restaurants open prior to October 1, 1995. Average weekly
sales are defined as total restaurant sales divided by restaurant weeks. A
"restaurant week" is one week during which a single restaurant is open, so that
two restaurants open during the same week constitutes two restaurant weeks.
Average weekly sales comparisons disclosed herein for the first quarter of 1997
compared to 1996 have been calculated using the comparable 13-week periods of
the respective years. Total revenues increased 20.7% to $63.4 million for the
first quarter of 1997 compared to $52.5 million for the first quarter of 1996.
LongHorn Steakhouse:
Sales in the LongHorn Steakhouse restaurants increased 34.1% to $41.2 million
for the first quarter of 1997 compared to $30.7 million for the first quarter
of the prior year. The increase reflects a 28.4% increase in restaurant weeks
in the first quarter as compared to the same 13 week period of the prior year,
resulting from an increase in the restaurant base from 62 LongHorn Steakhouse
restaurants at the end of the first quarter of 1996 to 79 at the end of the
first quarter of 1997. Average weekly sales for all LongHorn Steakhouse
restaurants in the first quarter of 1997 was $40,600, a 4.0% increase over the
comparable 13 week period in 1996. Sales for the 55 comparable LongHorn
Steakhouse restaurants increased 0.1% in the first quarter of 1997 as compared
to the same 13 week period in 1996, primarily due to an increase in customer
counts.
Bugaboo Creek Steak House:
Sales in the Bugaboo Creek Steak House restaurants decreased 6.4% to 11.2
million for the first quarter of 1997 (13 weeks) compared to $12.0 million for
the same period of 1996 (16 weeks) due to a decrease in length of the reporting
period (13 weeks in 1997 vs. 16 weeks in 1996) and a decrease in the average
weekly sales rate partially offset by an increase in the average number of
restaurants open during the period (14 in the first quarter of 1997 vs. 11.75 in
the first quarter of 1996). Average weekly sales for all Bugaboo Creek
Steak House restaurants in the first quarter of 1997 were $61,700, a 2.4%
decrease from the comparable 13 week period in 1996. Sales for the 10
comparable Bugaboo Creek Steak House restaurants in the first quarter of 1997
decreased 2.5% as compared to the same 13 week period in 1996, primarily due to
a decrease in customer counts.
The Capital Grille:
Sales in The Capital Grille restaurants increased 72.1% to $8.2 million for the
first quarter of 1997 (13 weeks) compared to $4.8 million for the same period of
1996 (16 weeks). The increase reflects a 106.6% increase in restaurant weeks in
the first quarter as compared to the same 13 week period of the prior year,
resulting from an increase in the restaurant base from three The Capital Grille
restaurants at the end of the first quarter of 1996 to seven at the end of the
first quarter of 1997 partially offset by the fewer number of weeks in the 1997
period. Average weekly sales for all The Capital Grille restaurants in the
first quarter of 1997 were $101,800, a 2.8% increase from the comparable 13
week period of 1996. Sales for the three comparable The Capital Grille
restaurants increased 10.3% in the 1997 period as compared to the same 13 week
period of 1996, which is primarily attributable to an increase in customer
counts.
Company-wide:
Wholesale meat sales ceased prior to the first quarter of 1997 compared to $1.6
million in the corresponding period of the prior year as a new meat distribution
system was implemented for the LongHorn Steakhouse restaurants during the first
two quarters of 1996, thereby eliminating the need for a separate meat
production and distribution facility. Franchise revenues decreased 70.0% to $27
thousand in the 1997 period compared to $90 thousand in the 1995 period due to
i)the Company's acquisition of two franchised LongHorn Steakhouse restaurants in
the first quarter of 1997, ii) the closure of two franchised LongHorn Steakhouse
restaurants (one each, in the first and third quarters of 1996), and iii) the
formation of a joint venture to operate three previously franchised LongHorn
Steakhouse restaurants in the second quarter of 1996.
8
<PAGE> 9
COSTS AND EXPENSES
Cost of restaurant sales as a percentage of restaurant sales remained flat at
35.9% for the first quarter of 1997 and for the corresponding period of the
prior year. During the first quarter of 1996, the cost of restaurant sales in
the LongHorn Steakhouse restaurants was reduced by the distribution costs
absorbed by the Company's meat division. If these distribution costs absorbed by
the meat division in 1996 had been charged directly to the LongHorn Steakhouse
restaurants, cost of restaurant sales would have been 35.9% for the first
quarter of 1997 compared to 36.4% for the first quarter of 1996. The decrease
was primarily due to lower contracted beef prices for the first quarter of 1997
as compared to the first quarter of 1996.
Restaurant operating expenses as a percentage of restaurant sales also remained
flat at 44.5% for the first quarter of 1997 and for the first quarter of 1996.
This was due to greater leverage of fixed and semi-fixed expenses, offset by
incremental labor, primarily as a result of start-up expenses associated with
new unit openings. Restaurant depreciation and amortization increased 22.4% to
$3.5 million from $2.9 million in the corresponding period of the prior year
principally due the construction of new restaurants. Meat division operating
expenses as a percentage of total revenues decreased to 0.0% from 0.3%; this
decrease was attributable to the cessation of meat-cutting and distribution
operations at the Company's meat division during the second quarter of 1996.
General and administrative expenses as a percentage of total revenues decreased
to 6.8% from 7.0%. This decrease was attributable to two full support offices
being reduced to one as a result of the acquisition of Bugaboo Creek Steak
House, Inc. and restaurant revenues increasing at a faster rate than corporate
expenses, which have a large fixed component.
As a result of the relationships between revenues and expenses discussed above,
the Company's operating income increased to $4.6 million for the first quarter
of 1997 as compared to $3.3 million for the corresponding period of the prior
year.
Interest expense, net decreased to $150 thousand in the first quarter of 1997
from $213 thousand for the same period of the prior year due to a reduction in
the average balance outstanding under the Company's revolving credit agreements.
Minority interest expense increased to $339 thousand for the first quarter of
1997 from $68 thousand for the same period of the prior year due to an increase
in the number and profitability of LongHorn Steakhouse restaurants operated
under joint venture agreements.
Income tax expense for the first quarter of 1997 was 30.0% of earnings before
income taxes. This compares to 33.3% of earnings before income taxes for the
first quarter of 1996. The Company's effective income tax rate differs from
applying the statutory federal income tax rate of 34% to pre-tax income
primarily due to employee FICA tip tax credits and state income taxes.
Net earnings increased 40.5% to $2.9 million for the first quarter of 1997 from
net earnings of $2.0 million for the first quarter of 1996, reflecting the net
effect of the items discussed above.
Liquidity and Capital Resources:
The Company requires capital primarily for the development of new restaurants,
selected acquisitions and the remodeling of existing restaurants. During the
first quarter of 1997 the Company's principal sources of working capital were
cash provided by operating activities ($4.1 million) and borrowings under the
Company's revolving line of credit ($5.0 million). The principal uses of working
capital were capital expenditures ($6.7 million) for new and improved facilities
and the acquisition of the Greenville and Spartanburg South Carolina LongHorn
Steakhouse franchise ($2.0 million). As of March 30, 1997, $12.1 million was
outstanding and $47.9 million was available under the Company's $60 million
revolving credit facility which, coupled with internally generated funds,
should fund expansion through 1998.
SFAS 129 consolidates the existing requirements to disclose certain information
about an entity's capital structure and is not expected to change the Company's
current capital structure disclosures.
9
<PAGE> 10
The Company opened 20 Company-owned and joint venture restaurants during 1996
and acquired three. The Company intends to open approximately 17 Company-owned
and joint venture LongHorn Steakhouse restaurants, three Bugaboo Creek
Steak House restaurant and four The Capital Grille restaurants in fiscal 1997.
The Company estimates that its capital expenditures for fiscal 1997 (net of
contributions from joint venture partners) will be approximately $50-55 million.
During the first quarter of 1997, the Company opened one LongHorn Steakhouse and
one The Capital Grille and acquired two LongHorn Steakhouse restaurants from a
franchisee.
As of March 30, 1997 the Company had approximately $8.3 million in cash on hand.
Impact of Recently Issued Accounting Pronouncements
In February 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 128, "Earnings per Share" ("SFAS 128") and
Statement of Financial Accounting Standards No. 129, "Disclosure of Information
About Capital Structure" ("SFAS 129"), both of which are required to be adopted
for the Company's 1997 fiscal year. SFAS No. 128 specifies the computation,
presentation, and disclosure requirements for earnings per share ("EPS"), and
is designed to improve the EPS information provided in financial statements by
simplifying the existing computational guidelines, revising the disclosure
requirements, and increasing the comparability of EPS data on an international
basis. The Company has not yet determined the effect on operating results of
implementing SFAS 128, however, the adoption of this statement is not expected
to have a material adverse effect on the consolidated financial condition.
SFAS 129 consolidates the existing requirements to disclose certain information
about an entity's capital structure and is not expected to change the Company's
current capital structure disclosures.
10
<PAGE> 11
Part II - Other Information
Item 1. Legal Proceedings
The Company is involved in various legal actions incidental to the normal
conduct of its business. Management does not believe that the ultimate
resolution of these incidental actions will have a material adverse effect on
the Company's financial position.
On March 25, 1997, Michael Blocker, a former employee of the Company filed a
complaint, styled Michael Blocker v. RARE Hospitality International, Inc. d/b/a
Longhorn Steaks, Inc. in the United States District Court, Northern District of
Georgia, Atlanta Division, Civil Action File No. 1:97-CV-0794-JEC. The
individual plaintiff, who purports to represent a class of all male applicants
who have sought wait staff positions with the Company, filed this putative class
action alleging a pattern and practice of discrimination on the basis of race
and gender in the hiring of wait staff employees. The complaint further alleges
the individual plaintiff has been discriminated against on the basis of his race
and gender, and has been retaliated against upon complaining of the
discrimination. The complaint has only recently been filed, and an answer is not
due for some time. Discovery has not commenced. The Company believes that the
claims of the plaintiff in this lawsuit are unfounded and completely without
merit. The Company denies any liability with respect to these claims and intends
to vigorously defend the case, including contesting certification of the class
action, and defending against the individual claims by the plaintiff. This
action is at its earliest stages and it is not possible at this time to
determine the outcome of the lawsuit or the effect of its resolution on the
Company's financial position or operating results. Management believes that the
Company's defenses have merit and that the resolution of this matter will not
have a material adverse effect on the Company's financial condition or results
of operation.
On September 13, 1996, Longhorn Steaks of Alabama, Inc. (the Company's
franchisee in central Alabama counties), William L. Kemp, and James E. Adams,
each 50% stockholders of Longhorn Steaks of Alabama, Inc., filed suit in the
Circuit Court of Jefferson County, Alabama, alleging that the Company had
breached certain terms of the Franchise Agreement between Longhorn Steaks of
Alabama, Inc. and the Company. The case is styled Longhorn Steaks of Alabama,
Inc., William L. Kemp, and James E. Adams v. Longhorn Steaks, Inc. and Richard
E. Rivera, in the Circuit Court of Jefferson County, Alabama, Civil Action No.
CV9605485. Specifically, plaintiffs allege that the Company violated a right of
first refusal concerning future expansion by the Company into Alabama counties
not specifically assigned to Longhorn Steaks of Alabama, Inc. The Company filed
its responsive pleading on October 21, 1996, and denied all allegations in this
action. In connection with the Company's repurchase of the franchise territory
of Longhorn Steaks of Alabama, Inc. for $1.2 million, this suit was dismissed
with prejudice on April 8, 1997.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits Filed.
27 Financial Data Schedule (for SEC use only).
(b) Reports filed on Form 8-K.
None.
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.
RARE Hospitality International, Inc.
Date: May 14, 1997 /s/Anne D. Huemme
----------------------- ------------------
Anne D. Huemme
Chief Financial Officer and
Officer (Principal Financial
Officer and Principal
Accounting Officer)
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AT MARCH 30, 1997 AND THE CONSOLIDATED STATEMENT OF
EARNINGS FOR THE THIRTEEN WEEKS ENDED MARCH 30, 1997 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 30,
1997.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-28-1997
<PERIOD-START> DEC-30-1996
<PERIOD-END> MAR-30-1997
<CASH> 8,274,000
<SECURITIES> 608,000
<RECEIVABLES> 2,186,000
<ALLOWANCES> 0
<INVENTORY> 8,528,000
<CURRENT-ASSETS> 23,151,000
<PP&E> 125,451,000<F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 159,438,000
<CURRENT-LIABILITIES> 19,537,000
<BONDS> 12,100,000
0
0
<COMMON> 100,252,000
<OTHER-SE> 24,021,000
<TOTAL-LIABILITY-AND-EQUITY> 159,438,000
<SALES> 63,323,000
<TOTAL-REVENUES> 63,350,000
<CGS> 22,749,000
<TOTAL-COSTS> 58,760,000
<OTHER-EXPENSES> 339,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 150,000
<INCOME-PRETAX> 4,101,000
<INCOME-TAX> 1,230,000
<INCOME-CONTINUING> 2,871,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,871,000
<EPS-PRIMARY> 0.25<F2>
<EPS-DILUTED> 0.25
<FN>
<F1>ASSET VALUES REPRESENT NET AMOUNTS.
<F2>PRIMARY EPS IS CALCULATED USING A WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
OF 11,661,000.
</FN>
</TABLE>
