SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended September 30, 1996 or
[ ] 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: 33-59598
DIALOGIC CORPORATION
(Exact name of registrant as specified in its charter)
New Jersey 22-2476114
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1515 Route 10
Parsippany, New Jersey 07054
(Address of principal executive office, including zip code)
201-993-3000
(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if
changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by 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___
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
At September 30, 1996, there were 15,741,367 shares of Common Stock, no par
value, outstanding.
<PAGE>
DIALOGIC CORPORATION
INDEX
Page Number
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets as of September 30, 1996 1
and December 31, 1995
Consolidated Statements of Income for the Three and Nine 2
Months Ended September 30, 1996 and 1995
Consolidated Statements of Cash Flows for the Nine Months 3
Ended September 30, 1996 and 1995
Notes to Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial 6
Condition and Results of Operations
Part II. Other Information
Item 1. Legal Proceedings 9
Item 6. Exhibits and Reports on Form 8-K 9
Signatures 10
-i-
<PAGE>
<TABLE>
DIALOGIC CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
September 30, December 31,
1996 1995
------------ -------------
ASSETS
CURRENT ASSETS:
<S> <C> <C>
Cash and cash equivalents $ 7,008 $ 5,987
Short term investments 26,177 24,689
Convertible note, options and shares
recorded at fair market value 6,551 12,777
Accounts receivable (net of allowance
for doubtful accounts of $1,113 in
1996 and $894 in 1995) 34,638 25,727
Inventory 29,850 23,969
Deferred income taxes 3,817 3,067
Other current assets 4,658 3,107
------- -------
Total current assets 112,669 99,323
PROPERTY AND EQUIPMENT - Net 18,559 15,126
GOODWILL 3,625 79
DEPOSITS AND OTHER ASSETS 2,712 2,834
----- -----
TOTAL ASSETS $137,595 $117,362
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable 7,015 9,232
Accrued expenses 9,876 7,199
Deferred income taxes 3,019 5,320
Current maturities of long-term liabilities 523 595
-------- ------
Total current liabilities 20,433 22,346
LONG-TERM LIABILITIES: 2,815 2,259
SHAREHOLDERS' EQUITY:
Preferred stock, no par value--10,000,000
shares authorized; none issued
Common stock, no par value--60,000,000 shares
authorized; 15,741,367 and 15,491,965
shares outstanding, respectively 203 199
Additional paid-in capital 44,814 38,697
Retained earnings 66,694 46,723
Unrealized gains/losses on available
for sale securities 2,759 6,765
Cumulative translation adjustment (123) 373
-------- -------
Total shareholders' equity 114,347 92,757
-------- -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 137,595 117,362
======== =======
See Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
<TABLE>
DIALOGIC CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, except share amounts)
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
-------------------- ------------------
1996 1995 1996 1995
<S> <C> <C> <C> <C>
REVENUES $55,432 $44,029 $154,218 $120,466
------- ------- -------- --------
COSTS AND EXPENSES:
Costs of goods sold 22,733 17,914 62,392 48,460
Research and development
expenses 10,743 7,269 28,986 20,959
Selling, general and
administrative expenses 15,280 11,780 42,672 33,724
Merger costs --- --- --- 1,294
Interest expense 58 5 127 21
Interest income (764) (883) (1,943) (1,697)
Net realized (gains) on available
for sale securities --- (14) (9,219) (102)
------ ------ ------ ------
Total costs and expenses 48,050 36,071 123,015 102,659
------ ------ ------- -------
INCOME BEFORE PROVISION FOR
INCOME TAXES 7,382 7,958 31,203 17,807
PROVISION FOR INCOME TAXES 2,589 3,029 11,232 6,814
----- ----- ------ -----
NET INCOME $ 4,793 $ 4,929 $ 19,971 $ 10,993
====== ===== ====== ======
Income per share $ 0.29 $ 0.31 $ 1.22 $ 0.69
====== ==== ====== ====
Weighted average shares outstanding 16,400 15,965 16,387 15,983
====== ====== ====== ======
</TABLE>
<PAGE>
<TABLE>
DIALOGIC CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<CAPTION>
Nine Months Ended September 30,
1996 1995
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income 19,971 10,993
Adjustments to reconcile net income to net cash (used in)
provided by operating activities:
Depreciation and amortization 4,225 2,614
Provision of inventory obsolescence 727 243
Provision for bad debts 583 630
Tax benefit from exercise of stock options 1,633 1,273
Miniority interest 35 ---
Compensation expenses on issuance of options
at below fair market value --- 609
Deferred income taxes (650) (306)
Deferred rent 294 409
Non-cash interest income (870) (532)
Net realized (gains) on available
for sale securities (9,219) (102)
Changes in operating assets and
liabilities, net of effects of
acquisition of business:
(Increase) in accounts receivable (9,025) (6,140)
(Increase) in inventory (6,273) (6,315)
(Increase) in other assets (1,482) (1,382)
(Decrease) in accounts payable (2,421) (146)
Increase in accrued expenses 2,409 2,769
Other (324) (227)
---- ----
Net cash (used in) provided by
operating activities (387) 4,390
---- -----
CASH FLOW FROM INVESTING ACTIVITIES:
Capital expenditures (7,415) (4,937)
Purchase of available
for sale securities (43,441) (12,150)
Proceeds from available for
sale securities 51,862 9,825
Acquisition of business, net of
cash acquired (820) 378
---- ---
Net cash provided by (used in)
investing activities 186 (6,884)
--- ------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments under capital
lease obligations (72) (371)
Payments of current maturities
of long term liabilities (500) ---
Proceeds from short-term borrowings 12,625 1,757
Payments on short-terms borrowings (12,625) (1,757)
Exercise of stock options 805 575
Issuance of common stock 989 ---
Proceeds of note receivable --- 285
------ ------
Net cash provided by financing activities 1,222 489
------ ------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,021 (2,005)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 5,987 8,281
------ ------
CASH AND CASH EQUIVALENTS, END OF PERIOD $7,008 $6,276
====== ======
</TABLE>
<PAGE>
DIALOGIC CORPORATION AND SUBSIDIARIES
CONSOLDIATED STATEMENTS OF CASH FLOWS
(In Thousands)
Nine Months Ended September 30,
1996 1995
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION:
Cash paid during the period for:
Interest $ 127 $ 21
======== ======
Income Taxes $ 10,315 $4,483
======== ======
SUPPLEMENTAL INFORMATION FOR NON CASH
INVESTING AND FINANCING ACTIVITIES:
Unrealized gain (losses) on available
for sale securities $ (4,006) $ 2,455
-------- -------
Acquisition of business:
Fair value of assets acquired 5,022 ---
Liabilities assumed 1,234 ---
-----
Net assets acquired 3,788 ---
Value of stock issued to effect
combination 2,694 ---
-----
Cash paid 1,094 ---
Cash acquired (274) (378)
------- ------
$ 820 $ (378)
======= =======
<PAGE>
DIALOGIC CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The 1996 and 1995 financial statements have been prepared by Dialogic
Corporation (the "Company" or "Dialogic") and are unaudited. In the opinion
of the Company's management, all adjustments (consisting solely of normal
recurring adjustments) necessary to present fairly the financial position,
results of operations and cash flows for the interim periods have been
made. Certain information and footnote disclosures required under generally
accepted accounting principles have been condensed or omitted from the
consolidated financial statements pursuant to the rules and regulations of
the Securities and Exchange Commission. The consolidated financial
statements presented herein should be read in conjunction with the year-end
consolidated financial statements and notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1995.
The results of operations for the three and nine months ended September 30,
1996 are not necessarily indicative of the results to be expected for any
other interim period or the entire fiscal year. Certain reclassifications
were made to the 1995 financial statements to conform to the 1996
presentation.
2. In October 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards (SFAS) No. 123, "Accounting for
Stock-Based Compensation," which is effective for the Company beginning
January 1, 1996. SFAS No. 123 requires expanded disclosures in annual
financial statements of stock-based compensation arrangements with
employees and encourages (but does not require) compensation cost to be
measured based on the fair value of the equity instrument awarded.
Companies are permitted, however, to continue to apply APB Opinion No. 25,
which recognizes compensation cost based on the intrinsic value of the
equity instrument awarded. The Company will continue to apply APB Opinion
No. 25 to its stock based compensation awards to employees and will
disclose the required pro forma effect on net income and earnings per share
in its annual financial statements.
3. Inventory consisted of the following (in thousands):
September 30,1996 December 31,1995
Raw materials $ 12,430 $ 11,900
Work-in process 4,389 2,784
Finished goods 13,031 9,285
------ -----
$ 29,850 $ 23,969
========= ========
4. On June 27, 1996, the Company acquired all of the outstanding common
stock of Dianatel Corporation in exchange for 55,424 shares of Dialogic
common stock, and $1.1 million in cash. Additionally, options to purchase
shares of Dianatel stock were exchanged for options to purchase 29,874
shares of Dialogic common stock. The merger has been accounted for as a
purchase. The merger resulted in goodwill of approximately $3.6 million
and is being amortized over five years. Pro forma results of operations
have not been presented since the effect of the acquisition on Dialogic's
consolidated financial position and results of operations is not
significant.
5. See Item 1 of Part II of this Quarterly Report.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following discussion and analysis should be read in conjunction with
the Consolidated Financial Statements, the related Notes to Consolidated
Financial Statements and Management's Discussion and Analysis of Results of
Operations and Financial Condition incorporated by reference in the Company's
Annual Report on Form 10-K for the year ended December 31, 1995 and the
Consolidated Financial Statements and the related Notes to Consolidated
Financial Statements included in Item 1 of Part I of this Quarterly Report on
Form 10-Q. Except for historical information contained herein, the matters
discussed below are forward looking statements made pursuant to the safe harbor
provisions of the Private Securities Reform Act of 1995 ("Forward Looking
Statements"). Such statements involve risks and uncertainties which could cause
the Company's actual results to differ materially from such Forward Looking
Statements, including but not limited to economic, competitive, governmental and
technological factors affecting the Company's operations, markets, products and
prices, and other factors referenced in the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on July 10, 1996.
A. Results of Operations
The following table sets forth, for the periods indicated, the percentage
relationship to net sales of certain items included in the Company's
consolidated statements of income.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues 100.0% 100.0% 100.0% 100.0%
Cost and expenses:
Cost of goods sold 41.0 40.7 40.5 40.2
Research and development expenses 19.3 16.5 18.8 17.4
Selling, general and administrative expenses 27.6 26.7 27.6 28.0
Merger costs --- --- --- 1.1
Interest expense (income) - net (1.3) (2.0) (1.2) (1.3)
Realized (gains) losses on available --- --- (6.0) (0.1)
for sale securities ____ ___ ____ _____
Income before provision for income taxes 13.4 18.1 20.3 14.7
Provision for income taxes 4.7 6.9 7.3 5.6
---- ---- ---- ----
Net income 8.7% 11.2% 13.0% 9.1%
==== ==== ==== ====
</TABLE>
<PAGE>
The following table sets forth, for the periods indicated, the percentage
increase (decrease) of certain items included in the Company's consolidated
statements of income.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, 1996 September 30, 1996
Compared With Compared With
Three Months Ended Nine Months Ended
September 30, 1995 September 30, 1995
<S> <C> <C>
Revenues 25.9% 28.0%
Costs and expenses:
Cost of goods sold 26.9 28.7
Research and development expenses 47.8 38.3
Selling, general and administrative expenses 29.7 26.5
Merger costs NSM(1) NSM(1)
Interest expense (income) - net NSM(1) NSM(1)
Realized (gains)losses on available
for sale securities NSM(1) NSM(1)
Income before provision for income taxes (7.2) 75.2
Provision for income taxes (14.5) 64.8
Net income (2.8) 81.7
</TABLE>
- ----------------
(1) Not statistically meaningful.
<PAGE>
The Company's revenues increased by 26% during the third quarter of 1996 and
by 28% during the first nine months of 1996, as compared with the same periods
in 1995. These revenue gains were primarily attributable to growth in domestic
sales. Domestic sales increased by 17% and 28% for the three and nine month
periods, reflecting sales of several new products, design "wins" during 1995
that resulted in shipments to new customers during 1996 and increased unit
sales of existing products to new and existing customers. During the third
quarter of 1996, the international market in Asia rebounded; however, other
international markets, principally in central Europe, remained soft. Economic
issues (recessionary pressures) and regulatory issues (generally, a slowdown
in the deregulation of the telecom industry) appear to be impeding the
deployment of computer telephony projects. In addition, sales from Dialogic's
Spectron Microsystems division were less than anticipated.
The following table allocates the Company's revenues between domestic and
international markets for the periods presented:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
(Dollars in millions)
Domestic:
<S> <C> <C> <C> <C>
Amount $38.7 $33.2 $109.5 $85.3
Percentage of total revenues 69.9% 75.5% 71.0% 70.8%
International:
Amount $16.7 $10.8 $44.7 $35.2
Percentage of total revenues 30.1% 24.5% 29.0% 29.2%
</TABLE>
Cost of goods sold as a percentage of sales increased slightly, comparing both
the three and nine months ended September 30, 1996 and 1995. Included in cost of
goods sold for the third quarter of 1996 is a one time charge of $1.0 million,
related to a patent licensing agreement entered into with Syntellect.
In 1996, research and development expenses grew by 48% during the third quarter
and 38% during the nine month period. These increases primarily reflect
additional headcount and related expenses associated with new hardware and
software initiatives. The Company believes that investment in research and
development is critical to future growth and anticipates investing at current or
greater levels during the fourth quarter of 1996 in an effort to enable the
Company to maintain its technological leadership in the market. This statement
regarding fourth quarter expenses constitutes a Forward Looking Statement.
Actual research and development expenditures may be materially less than
anticipated, depending primarily upon the availability of skilled employees and
the priorities established by management during the fourth quarter.
Selling, general and administrative expenses grew by 27% from the first nine
months of 1995 to the first nine months of 1996 and by 30% for the third quarter
periods. As a percentage of
<PAGE>
sales, such expenses have remained at relatively consistent levels for the
periods presented, reflecting the leveraging of the Company's marketing and
sales efforts.
Nine month results were affected by certain steps taken by Dialogic during the
first quarter of 1996 with respect to its investments in Voice Control Systems,
Inc. ("VCS"). An election to convert accrued interest on a convertible
promissory note into capital stock of VCS and the sale by Dialogic of VCS' stock
in VCS' public offering resulted in increased interest income and a $9.2 million
realized gain on available for sale securities during the first quarter of 1996.
Net income for the third quarter was $ 4.8 million or $.29 per share, and $20.0
million or $1.22 per share for the nine month period ended September 30, 1996.
In 1996, excluding the effect of realized gains on available for sale securities
and the Syntellect license fees, and in 1995, excluding $1.3 million of
merger-related expense attributable to the February 1995 acquisition of Spectron
Microsystems, net income was $14.8 million during the first nine months of 1996,
up 26% from $11.8 million during the first nine months of 1995. Earnings per
share excluding the above mentioned items were $.91 for the first nine months of
1996, up 23% from $.74 for the first nine months of 1995. Management believes
that this additional measurement of earnings excluding certain one time charges
is useful and meaningful to an understanding of the operating performance of the
Company. However, this measurement of earnings should not be considered by the
reader as an alternative to net income as an indicator of the Company's
operating performance or to cash flows as an indicator of liquidity. Weighted
average shares increased from 16.0 million at September 30, 1995 to 16.4 million
at September 30, 1996.
B. Financial Condition
As of September 30, 1996, Dialogic had working capital of $92.3 million and a
current ratio (i.e., the ratio of current assets to current liabilities) of 5.5
to 1, as compared with working capital of $77.0 million and a current ratio of
4.4 to 1 at December 31, 1995.
For the nine months ended September 30, 1996, Dialogic's cash and cash
equivalents increased by $1.0 million. Cash flows used in operating activities
amounted to $.4 million, as net income, after adjustment for realized gains, was
offset by increases in accounts receivable ($9.0 million) and inventory ($6.3
million). Cash flow provided by investing activities was $.2 million, resulting
from the proceeds from sales of securities offset by purchases of securities and
by capital expenditures ($7.4 million). Cash provided by financing activities
was $1.2 million, consisting primarily of proceeds from the exercise of stock
options and the issuance of common stock offset by debt repayments. The increase
in inventory reflects product levels for existing products as well as many newly
released or "to be" released products - which the Company feels are necessary in
order to satisfy customer requirements. The average period during which accounts
receivable are outstanding has increased slightly during the third quarter to 48
days as of September 30, 1996 compared to 44 days as of December 31, 1995;
inventory turns also decreased slightly with the transition to several new
products. Capital expenditures reflect the expansion of the Company associated
with the Company's growth.
Dialogic believes that its current liquidity, coupled with cash generated from
operations and credit available under its credit lines, will be sufficient to
meet its liquidity and capital requirements for at least the next twelve months.
This statement constitutes a Forward Looking Statement. The actual sufficiency
of such capital resources could differ materially from the Company's
expectations, depending primarily upon the extent to which unanticipated capital
requirements may arise and the extent to which unanticipated events may
materially adversely affect the Company's profitability.
<PAGE>
PART II. Other Information
Item 1. Legal Proceedings
A complaint has been filed in New Jersey Superior Court against the Company
and certain of its directors alleging that the defendants breached principles of
common law fraud in connection with certain public statements made prior to the
Company's July 8, 1996 press release announcing preliminary results for the
quarter ended June 30, 1996. The complaint seeks monetary damages on behalf of a
purported class of purchasers of the Company's Common Stock. Management is
unable to predict a potential range of monetary exposure, if any, to the
Company, but believes that the substantive claims asserted are without merit and
that a material adverse effect on the Company's consolidated financial
condition, results of operations or liquidity is less than probable. However,
based on the extent of the decline in the market price of the Company's Common
Stock after such press release was published, an unfavorable result could have a
material adverse effect on the Company. Management intends to vigorously defend
this matter. The Company's statements regarding the effect of this litigation
are Forward Looking Statements. Actual results could differ materially from
these statements, depending upon uncertainties that exist in any litigation
relating to interpretations of legal issues and the development and presentation
of potential factual issues.
Reference is also made to Item 3 of Dialogic's Annual Report on Form 10-K
for the year ended December 31, 1995.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
11.1 - Calculation of income per share 11.2 - Calculation of income per
share 27.1 - Financial Data Schedule
Current Reports on Form 8-K filed during the quarter ended September 30,
1996:
(i) A Current Report on Form 8-K was filed on July 10,1996
disclosing (under Item 5) the Company's preliminary earnings
estimate for the Company's second quarter.
(ii) A Current Report on Form 8-K was filed on September 9,
1996 disclosing (under Item 5) certain information regarding the
above-mentioned legal proceedings.
<PAGE>
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.
DIALOGIC CORPORATION
By: /s/Edward B. Jordan
Edward B. Jordan
Vice President,
Chief Financial Officer and
Chief Accounting Officer
Dated: November 14, 1996
<PAGE>
EXHIBIT INDEX
Exhibit No. Exhibit Page
11.1 Calculation of Income Per Share E-1
11.2 Calculation of Income Per Share E-2
27.1 Financial Data Schedule E-3
Exhibit 11.1
<TABLE>
DIALOGIC CORPORATION AND SUBSIDIARIES
CALCULATION OF INCOME PER SHARE
(In thousands, except per share amounts)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, 1996 September 30, 1996
<S> <C> <C>
Income applicable to shares used in
calculation of income per share $ 4,793 $19,971
======= =======
Shares used in calculation of income per share:
Weighted average shares outstanding 15,714 15,616
Dilutive effect of stock options after
application of treasury stock method 686 771
Number of shares used in calculation
of income per share 16,400 16,387
====== ======
Income per share $ 0.29 $ 1.22
------- ---------
</TABLE>
Exhibit 11.2
<TABLE>
DIALOGIC CORPORATION AND SUBSIDIARIES
CALCULATION OF INCOME PER SHARE
(In thousands, except per share amounts)
<CAPTION>
Three Months Ended Nine Months Ended
September 30, 1996 September 30, 1996
<S> <C> <C>
Income applicable to shares used in
calculation of income per share $ 4,929 $10,993
======= =======
Shares used in calculation of income per share:
Weighted average shares outstanding 15,365 15,305
Dilutive effect of stock options after
application of treasury stock method 600 678
--- ---
Number of shares used in calculation
of income per share 15,965 15,983
====== ======
Income per share $ 0.31 $ 0.69
------- ---------
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This financial date schedule contains summary financial information
extracted from Dialogic Corporation's financial statements and is qualified in
its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-END> Sep-30-1996
<CASH> 7,008
<SECURITIES> 32,728
<RECEIVABLES> 34,638
<ALLOWANCES> 1,113
<INVENTORY> 29,850
<CURRENT-ASSETS> 112,699
<PP&E> 18,559
<DEPRECIATION> 4,037
<TOTAL-ASSETS> 137,595
<CURRENT-LIABILITIES> 20,433
<BONDS> 0
0
0
<COMMON> 203
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 137,595
<SALES> 154,218
<TOTAL-REVENUES> 154,218
<CGS> 62,392
<TOTAL-COSTS> 62,392
<OTHER-EXPENSES> 71,658
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 127
<INCOME-PRETAX> 31,203
<INCOME-TAX> 11,232
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 19,971
<EPS-PRIMARY> 1.22
<EPS-DILUTED> 0
</TABLE>
