SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 29, 1996.
( ) Transition Report Pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
for the transition period from to .
------- ------
Commission File Number
0-20240
----------------------
AMERICAN WHITE CROSS, INC.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 06-1342417
- ------------------------------- ----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
349 Lake Road
Dayville, Connecticut
- --------------------------------------------------------------------
(Address, including zip code, of principal executive offices)
Registrant's telephone number, including area code: (860) 774-8541
-----------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days Yes x No
As of November 14, 1996, 6,675,891 shares of Common Stock, $.01 par value,
were outstanding.
Total sequentially numbered pages in this filing: 15.
<PAGE>
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Part I. Financial Information
Item 1. Financial Statements
<TABLE>
AMERICAN WHITE CROSS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands)
<CAPTION>
September 29, December 31,
1996 1995
------------ -----------
<S> <C> <C>
ASSETS (unaudited) (audited)
Current assets:
Cash $ 512 $ 848
Accounts receivable 11,024 10,089
Inventory 19,964 28,171
Prepaid expenses and deposits 1,829 765
Supplies 1,438 1,367
Deferred income taxes - 1,061
Other current assets 1,670 1,875
------- -------
Total current assets 36,437 44,176
------- -------
Property, plant and equipment, net 20,025 21,827
------- -------
Other assets:
Goodwill 5,444 6,461
Trademarks, licenses and customer list 423 616
Organization and deferred financing costs 913 1,046
Noncompetition agreements 167 242
Deferred income taxes - 4,048
------- -------
Total other assets 6,947 12,413
------- -------
Total assets $63,409 $78,416
======= =======
The accompanying notes are an integral part of these condensed
consolidated financial statements.
</TABLE>
<PAGE>
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<TABLE>
AMERICAN WHITE CROSS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands)
<CAPTION>
September 29, December 31,
1996 1995
------------ -----------
<S> <C> <C>
(unaudited) (audited)
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities not subject to compromise
Current portion of long-term debt and
capital lease obligations $19,161 $17,451
Accounts payable 1,916 12,608
Accrued wages 111 199
Other accrued expenses 1,812 1,547
------- -------
Total liabilities not subject to compromise 23,000 31,805
Total liabilities subject to compromise 35,438 -
Long-term debt and capital lease obligations - 19,577
------- -------
Total liabilities 58,438 51,382
Commitments and contingencies (See Notes 3 and 9)
Stockholders' equity:
Preferred stock - -
Common stock 67 67
Additional paid-in capital 33,990 33,990
Accumulated deficit (29,086) (7,023)
------- -------
Total stockholders' equity 4,971 27,034
------- -------
Total liabilities and stockholders'
equity $63,409 $78,416
======= =======
The accompanying notes are an integral part of these condensed
consolidated financial statements.
<PAGE>
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</TABLE>
<TABLE>
AMERICAN WHITE CROSS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
<CAPTION>
Fiscal Quarters Ended Three Fiscal Quarters Ended
----------------------- ---------------------------
September 29, October 1, September 29, October 1,
1996 1995 1996 1995
------------ --------- ------------ ---------
<S> <C> <C> <C> <C>
(unaudited) (unaudited)
Sales $ 21,169 $22,091 $ 67,087 $67,276
Cost of sales 19,166 17,646 58,133 55,270
-------- ------- -------- -------
Gross profit 2,003 4,445 8,954 12,006
-------- ------- -------- -------
Operating expenses:
Selling 2,947 3,386 9,660 9,903
General and
administrative 1,296 986 3,547 2,925
Restructuring - 477 - 477
Other non-cash charges 8,658 - 8,658 -
-------- ------- -------- -------
12,901 4,849 21,865 13,305
-------- ------- -------- -------
Loss from operations (10,898) (404) (12,911) (1,299)
Interest expense (577) (866) (3,037) (2,378)
Other income - 8 2 10
Reorganization items:
Professional fees (1,094) - (1,094) -
-------- ------- -------- -------
Loss before provision for
(benefit from)income
taxes (12,569) (1,262) (17,040) (3,667)
Benefit from (provision for)
income taxes (Note 4) 85 439 (5,023) 1,320
-------- ------- -------- -------
Net loss $(12,484) $ (823) $(22,063) $(2,347)
======== ======= ======== =======
Net loss per share $ (1.87) $ (.13) $ (3.30) $ (.35)
======== ======= ======== =======
Weighted average shares
outstanding 6,676 6,676 6,676 6,676
======== ======= ======== =======
The accompanying notes are an integral part of these condensed
consolidated financial statements.
</TABLE>
<PAGE>
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<TABLE>
AMERICAN WHITE CROSS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<CAPTION>
Three Fiscal Quarters Ended
---------------------------
September 29, October 1,
1996 1995
------------ ---------
<S> <C> <C>
(unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(22,063) $(2,347)
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation and amortization 2,496 2,474
Other non-cash charges 8,658 -
Benefit from deferred income taxes 5,023 (1,148)
Restructuring charge - 305
Accretion of subordinated notes payable 142 -
Changes in operating assets and liabilities:
Accounts receivable (1,437) (708)
Inventory 3,035 (3,956)
Prepaid expenses, supplies and other
current assets (1,037) (92)
Accounts payable and accrued expenses 1,732 (383)
------- -------
Net cash used in operating activities (3,451) (5,855)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (1,799) (2,934)
Reimbursement of plant and equipment costs - 976
Increase in other assets (166) (193)
------- -------
Net cash used in
investing activities (1,965) (2,151)
------- -------
</TABLE>
<PAGE>
-6-
<TABLE>
AMERICAN WHITE CROSS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Continued)
(In thousands)
<CAPTION>
Three Fiscal Quarters Ended
---------------------------
September 29, October 1,
1996 1995
------------ ---------
<S> <C> <C>
(unaudited)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on revolving credit loan, net $ 6,919 $13,220
Repayments of long-term debt (1,743) (5,503)
Deferred financing costs (96) (60)
------ ------
Net cash provided by financing
activities 5,080 7,657
Net decrease in cash (336) (349)
CASH, beginning of period 848 898
------ ------
CASH, end of period $ 512 $ 549
====== ======
Supplemental Disclosures:
Cash paid during the period-
Interest $ 2,832 $2,403
Income taxes 50 78
Non-cash transactions-
Capital lease obligations - 586
The accompanying notes are an integral part of these condensed
consolidated financial statements.
</TABLE>
<PAGE>
-7-
AMERICAN WHITE CROSS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 29, 1996
(UNAUDITED)
1.ORGANIZATION
American White Cross, Inc. ("the Company") manufactures and markets a
wide variety of health and personal care products. The Company's
business was founded in 1925, became a division of National Patent
Development Corporation (NPDC) in 1972 ("the Division") and was
reorganized in April 1991 ("the Partnership Reorganization") as National
Patent Medical Partnership, L.P. ("the Partnership").
In November 1992, NPM Healthcare Products, Inc., which was formed for
such purpose, succeeded to the assets, liabilities and business of the
Partnership ("the Corporate Reorganization").
In May 1993, the Company acquired all of the outstanding capital stock of
The American White Cross Laboratories, Inc. (AWCL) and its wholly owned
subsidiary, Weaver Manufacturing Corporation (Weaver). In March 1994,
AWCL was merged into the Company and the Company changed its name from
NPM Healthcare Products, Inc. to American White Cross, Inc.
See Note 3 for a discussion of the Company's filing for protection under
Chapter 11 of the U.S. Bankruptcy Code on July 17, 1996.
2.BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
include the results of the Company and its wholly-owned subsidiaries,
Weaver and Acme Chaston Puerto Rico, Inc. (ACPR). These statements have
been prepared on a going concern basis, which assumes continuity of
operations, realization of assets and liquidation of liabilities in the
ordinary course of business. However, such realization of assets and
liquidation of liabilities is subject to significant uncertainty in
light of the Company's filing of voluntary petitions under Chapter 11
("Chapter 11 Filings")(see Note 3 - "Status of Chapter 11 Proceedings").
Such financial statements, consequently, do not reflect all potential
adjustments that may result from the Company's Chapter 11 filings and
related matters.
Under the reorganization proceedings, the Company may sell or otherwise
realize assets, and liquidate or settle liabilities, for amounts other
than those reflected in the condensed consolidated financial statements.
The amounts reported in the condensed consolidated financial statements
do not give effect to all potential adjustments to the carrying value of
<PAGE>
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assets or amounts and classifications of liabilities that might be
necessary pursuant to a plan of reorganization.
The results for the third fiscal quarter and for the three quarters
ended September 29, 1996 are not necessarily indicative of the results
to be expected for the full year. The Company's year end is December 31.
The first two months in each calendar quarter consist of four weeks each
with the final month consisting of five weeks. It is suggested that
these condensed consolidated financial statements be read in conjunction
with the financial statements and the notes thereto included in the
Company's Form 10-K.
3.STATUS OF CHAPTER 11 PROCEEDINGS
On July 17, 1996 (the "Filing Date"), the Company and its wholly owned
consolidated subsidiaries, ACPR and Weaver, filed voluntary petitions
for reorganization under Chapter 11 of Title 11 of the United States
Code (the "Bankruptcy Code") in the United States Bankruptcy Court for
the District of Delaware (the "Bankruptcy Court") and are currently
operating their respective businesses as debtors-in-possession pursuant
to section 1107 and 1108 of the Bankruptcy Code. On July 29, 1996, a
single unsecured creditors' committee was appointed by the U.S. Trustee
for the District of Delaware pursuant to Section 1102 of the Bankruptcy
Code (the "Creditors' Committee"). The Creditors' Committee has the
right to review and object to certain business transactions and is
expected to participate in the negotiation of the Company's plan of
reorganization.
In July 1996, the Company concluded that the Chapter 11 filing was
necessary in order to preserve the value of its assets and to enhance
cash resources to continue operations while it completed the financial
restructuring process.
As of the Filing Date, actions to collect pre-petition indebtedness have
been automatically stayed pursuant to Section 362 of the Bankruptcy Code
(subject to order of the Bankruptcy Court) and, in certain
circumstances, other pre-petition contractual obligations may not be
enforced against the Company. In addition, the Company may reject pre-
petition executory contracts and lease obligations, and parties affected
by these rejections may file claims with the Bankruptcy Court in
accordance with the reorganization process. Substantially all
liabilities as of the Petition Date are subject to being paid or
compromised under a plan of reorganization to be voted upon by impaired
classes of creditors and equity security holders and approved by the
Bankruptcy Court.
On July 17, 1996, the Company entered into a ratification and amendment
of its loan agreement (the "Congress Financing") to provide a working
<PAGE>
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capital, Debtor-In-Possession facility (the "DIP Facility") to the
Company through December 31, 1996. The availability of the borrowings
under the DIP facility increased the amount the Company could borrow by
up to $1,500,000. In exchange for this increase, the Company, (i)
pledged previously unencumbered collateral, (ii) granted a second lien
position to Congress on certain machinery and equipment and, (iii) paid
a $50,000 facility fee. The interest rate increased to 2% above prime
rate (from 1 3/4%). The DIP facility, approved by the Bankruptcy Court
on August 13, 1996, contains certain financial covenants and conditions
consistent with similar financings.
Since the Filing Date, the Company has continued to manage its business
as a debtor-in-possession and has made substantial progress in the
bankruptcy case, including: 1) obtaining post-petition financing, 2)
increasing cash flows through a number of operational changes such as
personnel layoffs and negotiated union concessions, 3) evaluating the
Company's strategic direction and cost structure, resulting in a
determination to discontinue certain product lines and also to pursue
the divestiture of certain product lines, 4) offsetting the effect of
certain customer account losses through a renewed sales effort and focus
on profitable core product lines, and 5) making substantive progress in
developing a formal plan of reorganization. In connection with this
strategic and cost evaluation, the Company recorded non-cash charges
totaling $8,658,000 in the quarter ended September 29, 1996. These
charges included provisions for allowance for doubtful accounts
($702,000), the reassessment of the carrying value of certain machinery
and equipment related to product lines intended for divestiture
($1,728,000), certain inventory valuation adjustments ($5,172,000), and
provision for the reduction of related goodwill ($1,056,000).
4.INCOME TAXES
The Company accounts for income taxes in accordance with Statement of
Financial Accounting Standards No. 109, "Accounting for Income Taxes."
The benefit from income taxes includes federal and state income taxes on
earnings generated in the United States, Puerto Rican income taxes on
earnings generated in Puerto Rico and taxes due upon repatriation of
Puerto Rican earnings and is based on the expected tax rate to be
incurred for the full fiscal year.
As a result of continuing losses incurred by the Company during the
quarter ended June 30, 1996, management determined it was no longer more
likely than not that the value of the remaining deferred tax asset would be
realized. As a result, the Company recorded an additional valuation
allowance equal to the amount of its deferred tax asset. The year to date
impact of $5,023,000 has been reflected as a provision for income taxes in
the accompanying statements of operations.
<PAGE>
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5.NET LOSS PER SHARE
Net loss per share has been calculated using the weighted average number
of shares outstanding. The effect of stock options and warrants during
each period is not dilutive and, therefore, not considered.
6.GOODWILL
Goodwill, which represents the excess of the purchase price over the fair
values of net assets acquired in connection with certain acquisitions, is
amortized on a straight-line basis over an expected forty year life. The
recoverability of this intangible is subject to uncertainty as a result of
the Bankruptcy Proceedings and may be affected by a plan of reorganization.
As of September 29, 1996, a provision of $1,056,000 had been recorded to
reflect an estimate of such impairments.
7.REORGANIZATION COSTS
Professional fees and expenditures directly related to the Chapter 11 case
are classified as reorganization costs and expensed as incurred.
8.LONG-TERM DEBT
As of September 29, 1996, the Company had approximately $19,161,000
outstanding under its revolving credit facility. Pre-petition borrowings
bore interest at a rate per annum equal to the prime rate plus 1 3/4% and
were secured by the Company's accounts receivable, inventories and
intangible assets. Post petition borrowings under the DIP facility bear
interest at a rate per annum equal to the prime rate plus 2% (see Note 3).
As of September 29, 1996, the Company had approximately $11,636,000
outstanding under its term loans consisting of $8,943,000 outstanding
under its original term loan dated September 1, 1994 and $2,693,000
outstanding under two term loans which were effective September 1, 1995.
These term loans are secured by all of the Company's machinery and
equipment, other than the machinery and equipment which collateralizes
capital lease obligations and certain equipment acquired after September
1, 1995, and bear interest at a fixed rate of 9% per annum and 11.57%,
respectively. Payments on the three term loans are due in equal monthly
installments of principal and interest over a five-year term. No
payments have been made under these notes since the Filing Date. The
balance outstanding relating to this debt is stated in "Liabilities
subject to compromise" on the balance sheet as of September 29, 1996
(see Note 9).
On December 1, 1995, the Company entered into an agreement with certain
investors to issue senior subordinated notes for proceeds of $9,000,000.
The senior subordinated notes are subordinate in right of payment to the
<PAGE>
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revolving credit facility and to the term loans (up to a maximum
aggregate principal amount of $44,000,000) and are guaranteed by the
Company's subsidiaries. The notes are due on December 1, 2003 and bear
interest at an annual rate of 8% through December 1, 1996. The interest
rate increases by 2% annually until December 1, 1999 at which time the
rate will be 16%. Interest expense was being recorded using the
effective yield method. An adjustment was recorded in July 1996 to
restate interest expense to reflect the rate actually paid since December
1, 1995. There is no penalty for early repayment. The agreement also
requires an annual monitoring fee of $75,000 to be paid by the Company.
No payments have been made under these notes since the Filing Date. The
balance outstanding relating to this debt is stated in "Liabilities
subject to compromise" on the balance sheet as of September 29, 1996 (see
Note 9).
Warrants were also issued to the investors in the senior subordinated
notes to purchase up to 1,334,511 shares of the Company's common stock
at an exercise price of $1 per share. The estimated fair value of
$2,086,000 was recorded as a reduction in the carrying value of the debt
and is being recorded as additional interest expense using the effective
yield method. For the three fiscal quarters ended September 29, 1996,
$142,000 has been recorded as additional interest expense related to the
fair value assigned to the warrants.
9. LIABILITIES SUBJECT TO COMPROMISE
As of September 29, 1996, liabilities subject to compromise are
comprised of the following:
(dollars in thousands)
Current liabilities
Accounts payable $11,784
Term loans 2,804
Capital lease obligations 1,382
Current portion of other debt 723
Accrued interest 264
Accrued earnout 200
Total current liabilities 17,157
Noncurrent liabilities
Senior subordinated debt 7,079
Term loans 8,832
Capital lease obligations 1,320
Other noncurrent liabilities 1,050
Total non-current liabilities 18,281
Total liabilities subject to compromise $35,438
<PAGE>
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Sales for the third fiscal quarter of 1996 were $21,169,000 as compared
to $22,091,000 for the same period in 1995. This $921,000 (4%) decrease
was primarily due to lower private label and branded adhesive strip
sales partially offset by higher sales of automotive first aid kits,
cotton swabs and pharmaceutical coil. Year to date sales of $67,087,000
were slightly behind those in the prior year ($67,260,000) as higher
Healthcare division sales of pharmaceutical coil, first aid kits and
other first aid products were offset by lower sales of Consumer first
aid and cotton products.
Cost of sales in the third fiscal quarter of 1996 was $19,166,000, or
90.5% of sales, compared to $17,646,000, or 80.0% of sales in the third
fiscal quarter of 1995. Year to date cost of sales of $58,133,000, or
86.7% of sales, compared unfavorable to prior year cost of sales of
$55,270,000, or 82.2% of sales. The increase in cost of sales is
attributable to an unfavorable product mix, heavy discounting and
promotional spending in order to stimulate sales and cash flow, higher
interfacility freight, the impact of increased manufacturing overhead
expense due to a significant finished goods inventory reduction, and the
second quarter writedown of inventories related to the discontinuance of
certain product lines.
Selling expenses in the third fiscal quarter of 1996 of $2,947,000, or
13.9% of sales , were lower than the $3,386,000, or 15.3% of sales in
the same period last year. The decrease in cost relates to lower sales
administration costs, including salaries, commissions and travel, due to
the reorganization of the Company's sales efforts in both the Consumer
and Healthcare divisions, as well as lower distribution costs resulting
from the closure of a leased distribution facility in Dayville,
Connecticut. These gains were partially offset by higher freight costs
due to the loss of certain discounted rates due to the Company's Chapter
11 filing. These third quarter gains caused year to date selling
expenses of $9,660,000, or 14.4 % of sales to be lower than those for
the comparable period in 1995 of $9,903,000, or 14.7%.
General and administrative expenses for the quarter and year to date of
$1,296,000 (6.1% of sales) and $3,547,000 (5.3%),respectively, were
higher than prior years results of $986,000 (4.5%) and $2,925,000
(4.3%), respectively, due to higher professional fees, travel, telephone
and amortization costs partially offset by lower bad debt expenses.
<PAGE>
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In connection with the Company's strategic and cost evaluation of its
business and the determination to pursue the divestiture of certain
product lines, the Company recorded other non-cash charges totaling
$8,658,000 in the third fiscal quarter as described in Note 3.
Interest expense of $577,000 was 2.7% of sales for the third fiscal
quarter of 1996 compared to $866,000, or 3.9% of sales in the same
period of 1995. The decrease is due, primarily, to the fact that
certain debt service requirements have been stayed by the bankruptcy
filing. On a year to date basis, interest expense in 1996 of $3,037,000
was higher than the $2,378,000 in 1995 reflecting a higher average level
of debt outstanding as well as higher interest rates expensed during the
year.
As a result of continuing losses incurred by the Company during the
quarter ended June 30, 1996, management determined it was no longer more
likely than not that the value of the remaining deferred tax asset would
be realized. As a result, the Company recorded an additional valuation
allowance equal to the amount of its deferred tax asset. The year to date
impact of $5,023,000 has been reflected as a provision for income taxes in
the accompanying statements of operations.
LIQUIDITY AND CAPITAL RESOURCES
At September 29, 1996, the Company had working capital of $16,437,000
and a current ratio of 1.7 to 1 as compared to $12,371,000 and 1.4 to 1
at December 31, 1995.
During the three fiscal quarters ended September 29, 1996, the Company
used $3,451,000 of cash for operating activities principally due to
continued operating losses, increases in accounts receivable, and
increases in prepaid expenses relating to prepayments of reorganization
fees and advance payments to vendors, offset partially by the impact of
lower inventories and higher accounts payable.
The Company used $1,799,000 in cash for the purchase of new plant and
equipment during the first three fiscal quarters of 1996.
On July 17, 1996, the Company filed for protection from creditors under
Chapter 11 of the United States Bankruptcy Code and entered into the DIP
Facility, thereby increasing advance rates on inventory and receivables
by up to $1,500,000. This DIP Facility was approved by the Bankruptcy
Court on August 13, 1996. Availability under the DIP Facility on
September 29, 1996 was approximately $1,908,000.
<PAGE>
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Management expects to finance the Company's short-term working capital
and capital expenditures requirements through borrowing availability
through the DIP Facility, existing working capital and funds anticipated
to be generated from improvements in operating activities. However,
there can be no assurance that such facilities will be sufficient to
enable the Company to meet its liquidity requirements. Due to the
Chapter 11 filing, many vendors have demanded cash on delivery or cash
in advance of delivery. If the Company is unable to secure terms from
vendors, its ability to meet its short-term cash requirements may be
adversely affected. The Company's financing requirements for long-term
growth, future capital expenditures and debt service cannot be
determined until a plan of reorganization is developed and confirmed by
the Bankruptcy Court.
Part II. OTHER INFORMATION
Item 3. Defaults Upon Senior Securities
As of September 29, 1996, the Company was in default under various loan
agreement covenants, including payment defaults (see Notes 3 and 7).
Item 6. 8-K
Form 8-K dated September 4, 1996 was filed on September 16, 1996.
<PAGE>
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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.
AMERICAN WHITE CROSS, INC.
By: s/ Thomas M. Rallo
----------------------------------------------
Thomas M. Rallo
Senior Vice President, Finance & Administration
and Chief Accounting Officer
Date: November 14, 1996
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-29-1996
<CASH> 512
<SECURITIES> 0
<RECEIVABLES> 11024
<ALLOWANCES> 0
<INVENTORY> 19964
<CURRENT-ASSETS> 36437
<PP&E> 39146
<DEPRECIATION> 19121
<TOTAL-ASSETS> 63409
<CURRENT-LIABILITIES> 23000
<BONDS> 0
0
0
<COMMON> 67
<OTHER-SE> 33990
<TOTAL-LIABILITY-AND-EQUITY> 63409
<SALES> 67087
<TOTAL-REVENUES> 67087
<CGS> 58133
<TOTAL-COSTS> 58133
<OTHER-EXPENSES> 22959
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3037
<INCOME-PRETAX> (17040)
<INCOME-TAX> 5023
<INCOME-CONTINUING> (22063)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (22063)
<EPS-PRIMARY> (3.30)
<EPS-DILUTED> 0
</TABLE>
