<PAGE>
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 September 30, 1998
Commission File Number: 0-22071
OVERLAND DATA, INC.
(Exact name of registrant as specified in its charter)
California 95-3535285
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
8975 Balboa Avenue, San Diego, California 92123-1599
(Address of principal executive offices, including zip code)
(619) 571-5555
(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 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 6, 1998 there were 10,099,755 shares of the registrant's common
stock, no par value, issued and outstanding.
<PAGE>
OVERLAND DATA, INC.
FORM 10-Q
For the quarterly period ended September 30, 1998
TABLE OF CONTENTS
PAGE
NUMBER
------
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements:
Consolidated condensed statement of operations --
Three months ended September 30, 1998 and 1997.............3
Consolidated condensed balance sheet --
September 30, 1998 and June 30, 1998......................4
Consolidated condensed statement of cash flows --
September 30, 1998 and 1997...............................5
Notes to consolidated condensed financial statements............6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................9
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings..............................................13
Item 4. Submission of Matters to a Vote of Security Holders............14
Item 6. Exhibits and Reports on Form 8-K...............................14
Signatures.....................................................15
2
<PAGE>
OVERLAND DATA, INC.
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(Unaudited)
(In thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
SEPTEMBER 30,
1998 1997
------- -------
<S> <C> <C>
Net sales ............................................................ $24,372 $13,998
Cost of goods sold ................................................... 16,956 9,338
------- -------
Gross profit ......................................................... 7,416 4,660
------- -------
Operating expenses:
Sales and marketing ......................................... 2,789 2,107
Research and development .................................... 1,368 946
General and administrative .................................. 1,321 1,531
------- -------
Total operating expenses .................................... 5,478 4,584
------- -------
Income from operations ............................................... 1,938 76
Other income (expense):
Interest income, net ........................................ 236 243
Other income (expense), net ................................. 35 (33)
------- -------
Income before income taxes ........................................... 2,209 286
Provision for income taxes ........................................... 861 109
------- -------
Net income ........................................................... $ 1,348 $ 177
------- -------
------- -------
Earnings per share:
Basic ....................................................... $ 0.13 $ 0.02
------- -------
------- -------
Diluted ..................................................... $ 0.12 $ 0.02
------- -------
------- -------
Number of shares used in computing earnings per share:
Basic ....................................................... 10,540 10,458
------- -------
------- -------
Diluted ..................................................... 10,895 11,061
------- -------
------- -------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
3
<PAGE>
OVERLAND DATA, INC.
CONSOLIDATED CONDENSED BALANCE SHEET
(In thousands, except number of shares)
<TABLE>
<CAPTION>
September 30, June 30,
1998 1998
------------- --------
(unaudited)
<S> <C> <C>
ASSETS:
Current assets:
Cash and cash equivalents ............................... $19,518 $15,550
Accounts receivable, less allowance for doubtful accounts
and returns of $1,051 and $922, respectively .......... 12,646 15,683
Inventories ............................................. 16,604 16,077
Deferred income taxes ................................... 1,558 1,558
Other current assets .................................... 840 873
------- -------
Total current assets .................. 51,166 49,741
Property and equipment, net ................................. 4,062 4,207
Other assets ................................................ 97 48
------- -------
$55,325 $53,996
------- -------
------- -------
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities:
Accounts payable ........................................ $ 6,902 $ 6,970
Accrued liabilities ..................................... 2,407 2,075
Accrued payroll and employee compensation ............... 1,178 1,198
------- -------
Total current liabilities ............. 10,487 10,243
Other liabilities ........................................... 517 385
------- -------
Total liabilities ..................... 11,004 10,628
Shareholders' equity:
Common stock, no par value, 25,000,000 shares
authorized; 10,488,602 and 10,549,486 shares
issued and outstanding, respectively................... 33,083 33,496
Accumulated other comprehensive income................... 36 18
Retained earnings........................................ 11,202 9,854
------- -------
Total shareholders' equity........ 44,321 43,368
------- -------
$55,325 $53,996
------- -------
------- -------
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE>
OVERLAND DATA, INC.
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(Unaudited)
(In thousands)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
1998 1997
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income ......................................................... $ 1,348 $ 177
Adjustments to reconcile net income to cash
provided by (used in) operating activities:
Depreciation and amortization ...................................
335 247
Changes in operating assets and liabilities:
Account receivables........................................ 3,037 1,732
Inventories................................................ (527) (2,578)
Other assets .............................................. (16) 93
Accounts payable and accrued liabilities .................. 396 171
Accrued payroll and employee compensation ................. (20) (212)
-------- --------
Net cash provided by (used in) operating activities........ 4,553 (370)
INVESTING ACTIVITIES:
Capital expenditures ............................................... (190) (885)
-------- --------
Net cash used in investing activities ................. (190) (885)
-------- --------
FINANCING ACTIVITIES:
Proceeds from exercise of stock options ........................... 32 --
Stock repurchases ................................................. (621) --
Net proceeds from issuance of common stock ........................ 176 249
-------- --------
Net cash (used in) provided by financing activities ........ (413) 249
-------- --------
Effect of exchange rate changes on cash ................................ 18 5
-------- --------
Net increase (decrease) in cash and cash equivalents ................... 3,968 (1,001)
Cash and cash equivalents at the beginning of the period ............... 15,550 18,926
-------- --------
Cash and cash equivalents at the end of the period ..................... $19,518 $17,925
-------- --------
-------- --------
</TABLE>
See accompanying notes to consolidated condensed financial statements
5
<PAGE>
OVERLAND DATA, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 -- BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of Overland
Data, Inc. and its subsidiaries (the "Company") have been prepared by the
Company without audit pursuant to the rules and regulations of the Securities
and Exchange Commission for Form 10-Q. 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. In the opinion of management, these
statements reflect all normal recurring adjustments necessary for a fair
presentation of the financial position, results of operations and cash flows
for all periods presented. The results of operations for such periods are not
necessarily indicative of the results expected for the full fiscal year. The
Company's fiscal quarter ends on the Sunday closest to September 30. For ease
of presentation, the Company's quarter end is deemed to be September 30. For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Company's Form 10-K for the fiscal year
ended June 30, 1998 on file with the Securities and Exchange Commission.
NOTE 2 -- NET INCOME PER SHARE
The Company adopted Statement of Financial Accounting Standards No. 128 (SFAS
128), "Earnings Per Share," as required in the second quarter of fiscal 1998.
Basic earnings per share (EPS) is computed based on the weighted average
number of shares of common stock outstanding during the period. Diluted EPS
is computed based on the weighted average number of shares of common stock
outstanding during the period increased by the weighted average number of
common stock equivalents outstanding during the period, using the treasury
stock method. All prior period EPS amounts have been presented to conform to
the provisions of SFAS 128.
6
<PAGE>
A reconciliation of the calculation of basic and diluted EPS is as follows
(in thousands, except per share data):
<TABLE>
<CAPTION>
THREE MONTHS ENDED
SEPTEMBER 30,
1998 1997
---- ----
(unaudited)
<S> <C> <C>
Net income ...................................... $ 1,348 $ 177
------- -------
------- -------
BASIC EPS:
Weighted average number of common
stock shares outstanding ..................... 10,540 10,458
------- -------
------- -------
Basic earnings per share ........................ $ 0.13 $ 0.02
------- -------
------- -------
DILUTED EPS:
Weighted average number of common
stock shares outstanding ..................... 10,540 10,458
Common stock equivalents from the
issuance of options using the
treasury stock method ........................ 355 603
------- -------
10,895 11,061
------- -------
------- -------
Diluted earnings per share ...................... $ 0.12 $ 0.02
------- -------
------- -------
</TABLE>
NOTE 3 -- COMPREHENSIVE INCOME
Effective July 1, 1998, the Company adopted Statement of Financial Accounting
Standards (SFAS) No. 130, "Reporting Comprehensive Income.'' SFAS 130
establishes new rules for the display and reporting of comprehensive income
and its components; however the adoption of this statement had no impact
on the Company's current or previously reported net income or shareholders'
equity. Comprehensive income includes all changes in shareholders' equity
with the exception of additional investments by shareholders or distributions
to shareholders. Comprehensive income includes, in addition to net income,
foreign currency translation effects which are charged or credited to the
accumulated other comprehensive income account within shareholders' equity.
Comprehensive income for the three months ended September 30, 1998 and 1997
was as follows (in thousands):
<TABLE>
<CAPTION>
Three Months Ended
September 30,
1998 1997
---- ----
(unaudited)
<S> <C> <C>
Net Income $1,348 $177
Foreign currency translation effect 18 5
------ ----
Total comprehensive income $1,366 $182
------ ----
------ ----
</TABLE>
7
<PAGE>
NOTE 4 -- INVENTORIES
Inventories consist of the following (in thousands):
<TABLE>
<CAPTION>
September 30, June 30,
1998 1998
------------- --------
(unaudited)
<S> <C> <C>
Raw materials $8,756 $10,195
Work-in-process 4,742 3,259
Finished goods 3,106 2,623
------- -------
$16,604 $16,077
------- -------
------- -------
</TABLE>
NOTE 5 -- LITIGATION
The Company, its directors and certain of its officers were named as
defendants in two putative class action lawsuits filed on April 21, 1997 and
May 2, 1997 in the U.S. District Court for the Southern District of
California. In both cases, the plaintiffs purported to represent a class of
all persons who purchased the Company's Common Stock between February 21,
1997 and March 14, 1997. The complaints alleged that the defendants violated
various federal securities laws through material misrepresentation and
omissions in connection with the Company's initial public offering and its
registration statement on Form S-1 which was declared effective by the
Securities and Exchange Commission on February 21, 1997. The suits seek
rescission of their share purchases or rescissory damages if their shares
have been sold, as well as attorneys' fees and other costs and expenses.
On September 16, 1997, the Court entered an Order permitting the voluntary
dismissal of the first-filed lawsuit without prejudice and the plaintiff in
the second lawsuit was appointed as the Lead Plaintiff in this litigation.
That person now has resigned as the Lead Plaintiff, and the shareholder who
had filed the first of the two lawsuits has petitioned the Court for
permission to intervene and serve as the Lead Plaintiff. The petition was
granted on September 29, 1998 and the shareholder has moved the Court to
allow the matter to go forward as a class action. That motion is pending.
The defendants have answered the second complaint, have denied the material
allegations and have disavowed any wrongdoing. The litigation currently is in
the discovery phase, and trial has been scheduled for Summer of 1999.
Although the outcome of the lawsuit cannot be determined, management believes
it has meritorious defenses and intends to defend against the lawsuit
vigorously. The Company maintains directors' and officers' liability
insurance to provide coverage against suits of this nature, and other than
legal fees incurred to date, no amounts have been recorded in the financial
statements for any losses which may result from this litigation.
8
<PAGE>
ITEM 2. -- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
This Quarterly Report on Form 10-Q contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
Forward-looking statements usually contain the words "estimate,"
"anticipate," "expect" or similar expressions. All forward-looking statements
are inherently uncertain as they are based on various expectations and
assumptions concerning future events and they are subject to numerous known
and unknown risks and uncertainties. The forward-looking statements included
herein are based on current expectations and entail such risks and
uncertainties as those set forth below which could cause the Company's actual
results to differ materially from those projected in the forward-looking
statements. The Company disclaims any obligation to update or publicly
announce revisions to any such statements to reflect future events or
developments.
Advanced technology companies such as Overland Data are subject to numerous
risks and uncertainties generally characterized by rapid technological change
and other highly competitive factors. The Company's future revenue and
operating results are dependent upon gaining further market acceptance for
its LibraryXpress line of automated tape libraries and its ability to
manufacture sufficient product to satisfy demand. The LibraryXpress products
incorporate a line of DLT tape drives supplied by Quantum Corporation, which
is the sole source for the DLT tape technology. In the past, there have been
times when the Company was unable to obtain an adequate supply of such drives
and there can be no assurance that such supply interruptions will not recur.
The Company's future revenue and operating results are also dependent upon
market demand for its TapeXpress line of 36-track products, which could be
adversely affected by newly introduced competitive products and other
factors. Although IBM is the Company's primary customer for this product
line, IBM is not required to purchase minimum quantities pursuant to the
supply arrangement.
The future success of the Company will also depend upon
its ability to develop, manufacture and market new and enhanced products on a
timely and cost effective basis, including products related to the Company's
new Variable Rate Randomizer (VR2) encoding technology which was announced on
December 11, 1997. Although a cross-licensing agreement was announced on
April 1, 1998 with Tandberg Data ASA whereby Tandberg will include VR2
technology in Tandberg's MLR and SLR tape drives, success in this area cannot
be assured because of the inherent uncertainty of development projects for
high technology products, the possible introduction of competing products in
the marketplace, the uncertainty of market acceptance of the products and
other such factors.
The risks and uncertainties noted above, along with others which could
materially and adversely affect the Company's business, are more fully set
forth in the "Risk Factors," "Management's Discussion and Analysis of
Financial Condition and Results of
9
<PAGE>
Operations," and other sections of the Company's Form 10-K for the most
recently completed fiscal year on file with the Securities and Exchange
Commission.
RESULTS OF OPERATIONS
The following table sets forth items in the Company's statement of operations
as a percentage of net sales for the periods presented. The data has been
derived from the Company's unaudited condensed consolidated financial
statements.
<TABLE>
<CAPTION>
Three Months Ended
September 30,
1998 1997
---- ----
<S> <C> <C>
Net sales.............................................................. 100.0% 100.0%
Cost of goods sold .................................................... 69.6 66.7
----- -----
Gross profit........................................................... 30.4 33.3
----- -----
Operating expenses:
Sales and marketing........................................... 11.4 15.0
Research and development ..................................... 5.6 6.8
General and administrative ................................... 5.4 11.0
----- -----
Total operating expenses ................................... 22.4 32.8
----- -----
Income from operations ................................................ 8.0 0.5
Other income (expense):
Interest income, net ......................................... 1.0 1.7
Other income (expense), net .................................. 0.1 (0.2)
----- -----
Income before income taxes ............................................ 9.1 2.0
Provision for income taxes ............................................ 3.5 0.7
----- -----
Net income ............................................................ 5.6% 1.3%
----- -----
----- -----
</TABLE>
NET SALES. Net sales of $24.4 million in the fiscal 1999 first quarter
grew by $10.4 million or 74.1% over sales of $14.0 million in the comparable
quarter of the prior year. The growth was attributable primarily to increased
sales of both the LibraryXpress and 36-track product lines. LibraryXpress
sales grew 105.5% from $5.5 million in the fiscal 1998 first quarter to $11.3
million in the fiscal 1999 first quarter, due principally to strong OEM
demand and sales of the new LXL loader express library which began shipping
in February 1998. Sales of 36-track product also benefited from strong OEM
sales and grew 196.8% from $3.1 million in the fiscal 1998 first quarter to
$9.2 million in the fiscal 1999 first quarter. As anticipated, combined sales
of 18-track and 9-track products of $1.3 million in the 1999 first quarter
declined by 53.3% from sales of $2.9 million in the fiscal 1998 first
quarter. The Company has announced end-of-life on all 18-track products.
End-of-life has also been announced on most 9-track products and the Company
expects that its customers will continue to migrate to newer technologies and
that, as a result, sales of 9-track products will continue to decline in
future quarters.
10
<PAGE>
A summary of the sales mix by product for the periods presented in the
statement of operations is as follows:
<TABLE>
<CAPTION>
Three Months Ended
September 30,
1998 1997
------ -----
<S> <C> <C>
Company products:
LibraryXpress ................. 46.3% 39.3%
36-track ...................... 37.7 22.1
18-track ...................... 0.2 4.7
9-track ....................... 5.3 15.7
Spare parts, controllers, other 5.5 10.4
Other products:
DLT distributed product ....... 5.0 7.8
----- -----
100.0% 100.0%
----- -----
----- -----
</TABLE>
GROSS PROFIT. The Company's gross profit for the fiscal 1999 first
quarter was $7.4 million, an increase of 57.4%, from $4.7 million in the
fiscal 1998 first quarter. As a percentage of sales, however, the fiscal 1999
first quarter gross margin declined to 30.2% from 33.3% in the fiscal 1998
first quarter. The margin decline was due primarily to a shift in customer
mix with a greater portion of sales made to OEM customers at lower margins
relative to the Company's other sales channels. Additionally, pricing
pressure in the marketplace resulted in lower selling prices for certain of
the Company's products.
SALES AND MARKETING EXPENSE. Sales and marketing expense amounted to
$2.8 million or 11.4% of net sales in the fiscal 1999 first quarter compared
to $2.1 million or 15.1% of net sales in the fiscal 1998 first quarter. The
growth of expenses resulted from increased spending for advertising and
promotions, the addition of new sales personnel, and an expansion of the
Company's demo/evaluation pool of products. The Company's current focus is to
expand sales to its commercial distribution channel in order to balance the
high level of OEM sales and improve overall gross margins.
RESEARCH AND DEVELOPMENT EXPENSE. Research and development expense
amounted to $1.4 million or 5.6% of net sales in the fiscal 1999 first
quarter compared to $946,000 or 6.8% of net sales in the fiscal 1998 first
quarter. The increased expenses in the fiscal 1999 first quarter reflect
personnel additions, increased development expenses related to the VR2 joint
development agreement with Tandberg, and the fact that the prior year
expenses were reduced by a customer reimbursement of non-recurring
engineering expense.
GENERAL AND ADMINISTRATIVE EXPENSE. General and administrative expense
amounted to $1.3 million or 5.4% of net sales in the fiscal 1999 first
quarter compared
11
<PAGE>
to $1.5 million or 10.9% of net sales in the fiscal 1998 first quarter. The
decrease in expenses in the fiscal 1999 first quarter reflects the fact that
the prior year included expenses to upgrade computer equipment preparatory to
the implementation of the Company's new ERP system as well as a higher level
of legal expenses.
OTHER INCOME (EXPENSE), NET. In the fiscal 1999 first quarter, the
Company generated net other income of $271,000 which consisted of $236,000 of
interest income and $35,000 of foreign currency gains compared to net
interest income of $210,000 in the fiscal 1998 first quarter which consisted
of $243,000 of interest income offset by $33,000 of foreign currency
translation losses.
INCOME TAXES. The Company's effective tax rate in the fiscal 1999 first
quarter was 39% compared to 38.1% in the fiscal 1998 first quarter and 38.5%
for the full fiscal year 1998.
LIQUIDITY AND CAPITAL RESOURCES
During the fiscal 1999 first quarter, the Company generated $4.0 million of
cash. The primary factor contributing to this strong cash flow was a decrease
in accounts receivable of $3.0 million, caused by strong sales and
collections in the first two months of the quarter. Earnings before
depreciation and amortization generated an additional $1.7 million and a
decrease in accounts payable and accrued liabilities generated $396,000.
Items which partially offset these amounts included $527,000 in increased
inventories to support the higher sales levels, $621,000 used to repurchase
shares of the Company's stock pursuant to its buyback program, and $190,000
spent on capital equipment during the period. On an aggregate basis, these
activities increased the company's cash reserves to $19.5 million at
September 30, 1998. At that date, the Company's working capital amounted to
$40.7 million with no outstanding funded debt. The Company believes that
these resources will be sufficient to fund its operations and to provide for
its growth for the foreseeable future.
12
<PAGE>
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company, its directors and certain of its officers were named as
defendants in two putative class action lawsuits filed on April 21, 1997 and
May 2, 1997 in the U.S. District Court for the Southern District of
California. In both cases, the plaintiffs purported to represent a class of
all persons who purchased the Company's Common Stock between February 21,
1997 and March 14, 1997. The complaints alleged that the defendants violated
various federal securities laws through material misrepresentation and
omissions in connection with the Company's initial public offering and its
registration statement on Form S-1 which was declared effective by the
Securities and Exchange Commission on February 21, 1997. The suits seek
rescission of their share purchases or rescissory damages if their shares
have been sold, as well as attorneys' fees and other costs and expenses.
On September 16, 1997, the Court entered an Order permitting the voluntary
dismissal of the first-filed lawsuit without prejudice and the plaintiff in
the second lawsuit was appointed as the Lead Plaintiff in this litigation.
That person now has resigned as the Lead Plaintiff, and the shareholder who
had filed the first of the two lawsuits has petitioned the Court for
permission to intervene and serve as the Lead Plaintiff. The petition was
granted on September 29, 1998 and the shareholder has moved the Court to
allow the matter to go forward as a class action. That motion is pending.
The defendants have answered the second complaint, have denied the material
allegations and have disavowed any wrongdoing. The litigation currently is in
the discovery phase, and trial has been scheduled for Summer of 1999.
Although the outcome of the lawsuit cannot be determined, management believes
it has meritorious defenses and intends to defend against the lawsuit
vigorously. The Company maintains directors' and officers' liability
insurance to provide coverage against suits of this nature, and other than
legal fees incurred to date, no amounts have been recorded in the financial
statements for any losses which may result from this litigation.
13
<PAGE>
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders during Q1 of
Fiscal 1999.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.0 Financial Data Schedule
(b) Reports on Form 8-K
None
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
OVERLAND DATA, INC.
Date: November 11, 1998 By: /s/ VERNON A. LOFORTI
----------------------
Vernon A. LoForti
Vice President and
Chief Financial Officer
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS FOR THE 3 MONTHS ENDED SEPT. 30,
1998, THE CONSOLIDATED BALANCE SHEET AS OF SEPT. 30, 1998 AND THE CONSOLIDATED
CONDENSED STATEMENT OF CASH FLOWS FOR THE 3 MONTHS ENDED SEPT. 30, 1998, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-START> JUL-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 19,518
<SECURITIES> 0
<RECEIVABLES> 12,646
<ALLOWANCES> 0
<INVENTORY> 16,604
<CURRENT-ASSETS> 51,166
<PP&E> 4,062
<DEPRECIATION> 0
<TOTAL-ASSETS> 55,325
<CURRENT-LIABILITIES> 10,487
<BONDS> 0
0
0
<COMMON> 34,214
<OTHER-SE> 11,238
<TOTAL-LIABILITY-AND-EQUITY> 55,325
<SALES> 24,372
<TOTAL-REVENUES> 24,372
<CGS> 16,957
<TOTAL-COSTS> 16,957
<OTHER-EXPENSES> 5,478
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (236)
<INCOME-PRETAX> 2,209
<INCOME-TAX> 862
<INCOME-CONTINUING> 1,348
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,348
<EPS-PRIMARY> .13
<EPS-DILUTED> .12
</TABLE>