<PAGE>
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 MAY 3, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-21838
INDUSTRIAL SCIENTIFIC CORPORATION
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 25-1481281
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1001 Oakdale Road, Oakdale, PA 15071
(Address of principal executive offices) Zip Code
412-788-4353
(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 June 6, 1997, there were 3,375,087 shares of Common Stock, par value $.01
per share of the Registrant's common stock outstanding.
<PAGE>
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
INDEX
-----
Page No.
--------
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Condensed Consolidated Balance Sheet -
May 3, 1997 and January 25, 1997. 3
Condensed Consolidated Statement of Income -
Three months ended May 3, 1997 and April 27, 1996. 4
Condensed Consolidated Statement of Cash Flows -
Three months ended May 3, 1997 and April 27, 1996. 5
Notes to Condensed Consolidated Financial Statements. 6
Item 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition. 8
Part II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K. 10
2
<PAGE>
PART 1. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(in thousands, except share data)
<TABLE>
<CAPTION>
May 3, January 25,
1997 1997
----------- -----------
(Unaudited) **
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $5,521 $6,879
Short-term investments 10,327 12,380
--------- ---------
15,848 19,259
Accounts receivable, net 5,238 4,791
Inventories 3,545 3,159
Prepaid expenses and other assets 588 335
Deferred income taxes 547 520
--------- ---------
Total current assets 25,766 28,064
Long-term investments 5,559 1,071
Long-term note recievable 308 ----
Property, plant, and equipment, at cost 14,023 13,596
Less accumulated depreciation and amortization 6,547 6,218
--------- ---------
7,476 7,378
Land 390 390
Intangible assets, net 2,303 2,315
--------- ---------
Total assets $41,802 $39,218
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $2,295 $1,860
Accrued payroll and related items 1,301 997
Accrued warranty expenses 642 583
Income taxes payable 697 57
Current portion of term debt 370 370
--------- ---------
Total current liabilities 5,305 3,867
Term debt 4,000 4,142
Deferred income taxes 59 92
--------- ---------
Total liabilities 9,364 8,101
Shareholders' equity:
Preferred stock, without par value; authorized
1,000,000 shares; none issued ---- ----
Common stock, $.01 par value; authorized 15,000,000
shares; issued and outstanding 3,375,087 shares
at 5/3/97 and at 1/25/97 34 34
Additional paid-in capital 5,471 5,471
Retained earnings 27,172 25,791
Treasury Stock (15,500 shares), at cost (239) (179)
--------- ---------
Total shareholders' equity 32,438 31,117
--------- ---------
Total liabilities and shareholders' equity $41,802 $39,218
========= =========
</TABLE>
** - Summarized from audited January 25, 1997 balance sheet.
The accompanying notes are an integral part of the condensed consolidated
financial statements.
3
<PAGE>
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF INCOME
(Unaudited, in thousands except share data)
<TABLE>
<CAPTION>
For the three months ended
May 3, April 27,
1997 1996
---------- ----------
(14 weeks) (13 weeks)
<S> <C> <C>
Net sales $10,952 $9,361
Cost of goods sold 4,763 4,286
--------- ---------
Gross profit 6,189 5,075
Operating expenses:
Selling 2,493 1,822
Research, development and
engineering 777 903
Administrative 975 779
--------- ---------
Total operating expenses 4,245 3,504
--------- ---------
Operating profit 1,944 1,571
Interest income 217 190
Interest expense (39) (47)
Other income (expense) 3 (17)
--------- ---------
Income before income taxes 2,125 1,697
Provision for income taxes 744 577
--------- ---------
Net income $1,381 $1,120
========= =========
Net income per common share $0.41 $0.33
========= =========
Weighted average number of common and
common equivalent shares outstanding 3,363,000 3,381,000
========= =========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
4
<PAGE>
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited, in thousands)
<TABLE>
<CAPTION>
For the three months ended
May 3, April 27,
1997 1996
---------- ----------
(14 weeks) (13 weeks)
<S> <C> <C>
Cash flows from operating activities:
Net income $1,381 $1,120
Depreciation, amortization and other non-cash item 343 479
Changes in operating assets and liabilities (17) 632
---------- ----------
Net cash provided by operating activities 1,707 2,231
Cash flows from investing activities:
Purchase of short-term investments (1,000) (3,212)
Purchase of long-term investments (4,486) (1,846)
Proceeds from maturities of short-term investments 3,050 3,231
Capital expenditures (426) (212)
Purchase of equity investment --- (267)
---------- ----------
Net cash used in investing activities (2,862) (2,306)
Cash flows from financing activities:
Principal payments on debt (143) (359)
Treasury stock repurchase (60) ---
---------- ----------
Net cash used in financing activities (203) (359)
Net decrease in cash and cash equivalents (1,358) (434)
Cash and cash equivalents at beginning of period 6,879 7,485
---------- ----------
Cash and cash equivalents at end of period $5,521 $7,051
========== ==========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
5
<PAGE>
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) Management's Discussion and Analysis of Results of Operations and Financial
Condition which follows these notes contains additional information on the
results of operations and the financial position of the Company. These
comments should be read in conjunction with the notes.
(2) In the opinion of management, all adjustments, (consisting only of normal
and recurring adjustments), necessary for a fair presentation of the
results of the operations of these interim periods have been included.
(3) The Company's investments are in investment grade debt securities that it
has the positive intent and ability to hold to maturity and are carried at
amortized cost. These investments in debt securities exceeded market value
by approximately $55,000 and $76,000 at May 3, 1997 and January 25, 1997,
respectively.
(4) Inventories consisted of:
<TABLE>
<CAPTION>
May 3, January 25,
1997 1997
(in thousands)
------ -----------
<S> <C> <C>
At standard costs, which approximate
first-in, first-out cost:
Raw materials $2,851 $2,690
Work in process 578 383
Finished goods 275 245
------ ------
3,704 3,318
Less LIFO reserves 159 159
------ ------
Inventories at LIFO value $3,545 $3,159
====== ======
</TABLE>
continued
6
<PAGE>
(5) The effective tax rate of 35.0% for the three months ended May 3, 1997 is
based upon an estimate of the effective rate for the year ended January 31,
1998. The principal difference between the effective tax rate and the
federal statutory rate is the effect of foreign sales corporation benefits,
research and experimentation credits, and non-taxable interest benefits,
offset by the effect of state and local income taxes.
(6) Effective January 26, 1997, the Company adopted Statement of Financial
Accounting Standard (SFAS) No. 128, "Earnings Per Share." The standard is
effective for the period ending after December 15, 1997. SFAS No. 128
specifies the computation, presentation and disclosure requirements for
earnings per share. The effect of this statement will not be material to
the financial statements.
(7) On May 7, 1997 the Company announced it has completed the previously
announced sale of its Monitor Group business unit to L.B. Foster Company.
7
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following discussion should be read in conjunction with the attached
unaudited condensed consolidated financial statements and notes thereto for the
periods ended May 3, 1997 and April 27, 1996 and with the Company's audited
financial statements and notes thereto for the fiscal year ended January 25,
1997.
Results of Operations
Quarter ended May 3, 1997 Compared to Quarter ended April 27, 1996
Net sales for the quarter ended May 3, 1997 ("first quarter 1997") were $11.0
million, an increase of $1.6 million or 17.0% over net sales of $9.4 million for
the quarter ended April 27, 1996 (" first quarter 1996"). The first quarter
1997 included 14 weeks compared to 13 weeks in the first quarter 1996, and this
was responsible for a portion of the increase in net sales. The remaining
portion of the increase was attributable to increased demand for the Company's
products in North America, especially Canada resulting from increased sales
efforts. Repair services and fixed systems also generated increased sales over
the prior year period.
Gross profit increased by $1.1 million to $6.2 million or 56.5% of net sales for
the first quarter 1997 compared to $5.1 million or 54.2% of net sales for the
first quarter 1996. A greater portion of first quarter 1997 sales were multi-
gas instruments, which have a higher gross profit percentage than single gas
units. In addition the first quarter 1996 included a substantial order shipped
to the middle east at a lower than average gross profit percentage due to
competitive price negotiation. Increased sales of replacement parts in the
first quarter 1997, which typically generate a higher gross profit percentage,
also contributed to improved performance.
Operating expenses increased $741,000 or 21.1% to $4.2 million for the first
quarter 1997, compared to $3.5 million for the first quarter 1996. Selling
expense increased $671,000 or 36.8% resulting from continuing efforts to
establish an international sales and distribution network, increased commission
expense resulting from higher sales volume, and costs relating to the start-up
of marketing fixed systems products, which were acquired by the Company in
October 1996. Research, development and engineering expense decreased $126,000
due to reduced investment in the Monitor Group business unit which the Company
decided to sell in the first quarter 1997. The sale of the Monitor Group
business unit was completed in May 1997. Administrative expense increased
$196,000 or 25.1% primarily due to increased incentive and profit sharing
expense resulting from the Company's performance in the first quarter 1997.
8
<PAGE>
Interest income increased in the first quarter 1997 due to generally higher
invested cash balances and modestly higher interest rates. Interest expense
declined due to reduced debt balances resulting from principal payments on
outstanding loans. Industrial Scientific Arabia Ltd., generated a profit during
the first quarter 1997. The Company's portion of this profit totaled $3,000
compared to a loss of $17,000 in the prior period which was its first quarter of
operations.
The effective tax rate for the first quarter 1997 was 35.0% compared to 34.0%
for the first quarter 1996. Reduced research and experimentation tax credits
resulting from the planned sale of Monitor Group principally accounts for this
increase.
Net income for the first quarter 1997 totaled $1.4 million or $0.41 per share, a
record for the Company, compared to $1.1 million $0.33 per share for the first
quarter 1996.
Liquidity and Capital Resources
Cash flow from operations totaled $1.7 million for the first quarter 1997
compared to $2.2 million for the first quarter 1996. Increased levels of
working capital, and reduced non-cash expense, partially offset by higher net
income accounts for this decline.
Capital expenditures totaled $426,000 for the first quarter 1997 compared to
$212,000 for the first quarter 1996. First quarter 1997 capital expenditures
consisted primarily of automated manufacturing equipment to reduce costs and
improve quality, and production tooling relating to new product development.
During the first quarter 1996 the Company invested $267,000 in Industrial
Scientific Arabia Ltd., a joint venture with a Saudi Arabian partner.
Working capital totaled $23.3 million as of May 3, 1997 compared to $24.2
million as of January 25, 1997. The Company believes that its cash flow and
capital structure provide adequate flexibility for the growth of its operations
and the funding of capital spending programs.
9
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Nothing to report under this item.
ITEM 2. CHANGES IN SECURITIES
Nothing to report under this item.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Nothing to report under this item.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Nothing to report under this item.
ITEM 5. OTHER INFORMATION
Nothing to report under this item.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
27.00 Financial Data Schedule. Filed herewith.
99.01 Press release regarding Fiscal 1996 results
and planned sale of Monitor Group dated
March 7, 1997. Filed herewith.
99.02 Press release announcing letter of intent for
sale of Monitor Group dated March 14, 1997. Filed herewith.
99.03 Press release announcing sale of Monitor
Group dated May 7, 1997. Filed herewith.
99.04 Press release announcing Fiscal 1997 1st
Quarter results dated May 22, 1997. Filed herewith.
(b) Reports on Form 8-K.
None.
10
<PAGE>
SIGNATURE
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.
Industrial Scientific Corporation
(Registrant)
Date: June 10, 1997
By: /s/ James P. Hart
-------------------------------------------
James P. Hart
Vice-President and Chief Financial Officer
(Principal Financial Officer and Principal
Accounting Officer and an authorized signatory)
11
<PAGE>
EXHIBIT INDEX
-------------
<TABLE>
<CAPTION>
Sequential Page Number
Exhibit No. or Reference
----------- ------------
<S> <C>
27.0 Financial Statement Data. Filed herewith at page 13.
99.01 Press release regarding Fiscal 1996 results
and planned sale of Monitor Group dated
March 7, 1997. Filed herewith at page 14.
99.02 Press release announcing letter of intent for sale
of Monitor Group dated March 14, 1997. Filed herewith at page 16.
99.03 Press release announcing sale of Monitor
Group dated May 7, 1997. Filed herewith at page 17.
99.04 Press release announcing Fiscal 1997 1st
Quarter results dated May 22, 1997. Filed herewith at page 18.
</TABLE>
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-31-1998
<PERIOD-START> JAN-26-1997
<PERIOD-END> MAY-03-1997
<CASH> 5,521,108
<SECURITIES> 10,327,467
<RECEIVABLES> 5,302,909
<ALLOWANCES> 65,669
<INVENTORY> 3,544,607
<CURRENT-ASSETS> 28,637,998
<PP&E> 14,022,433
<DEPRECIATION> 6,546,559
<TOTAL-ASSETS> 41,801,547
<CURRENT-LIABILITIES> 5,304,566
<BONDS> 3,999,828
0
0
<COMMON> 33,751
<OTHER-SE> 32,404,743
<TOTAL-LIABILITY-AND-EQUITY> 41,801,547
<SALES> 10,951,785
<TOTAL-REVENUES> 10,951,785
<CGS> 4,762,522
<TOTAL-COSTS> 9,007,123
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 38,913
<INCOME-PRETAX> 2,125,086
<INCOME-TAX> 744,000
<INCOME-CONTINUING> 1,381,086
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,381,086
<EPS-PRIMARY> .41
<EPS-DILUTED> .41
</TABLE>
<PAGE>
EXHIBIT 99.1
NEWS RELEASE
[LOGO OF INDUSTRIAL SCIENTIFIC CORPORATION]
1001 Oakdale Road Phone 412-788-4353
Oakdale, PA 15071-1500 1-800-DETECTS (338-3287)
USA Fax 412-788-8353
Date: March 7, 1997
Release: Immediate
Contact: James P. Hart, Vice President Finance
Chief Financial Officer
412-788-4353
INDUSTRIAL SCIENTIFIC CORPORATION ANNOUNCES FISCAL
1996 RESULTS AND PLANNED SALE OF MONITOR GROUP
PITTSBURGH, PA--Industrial Scientific Corporation (NASDAQ/NMS symbol:ISCX) today
reported results for fiscal year 1996 and the fourth quarter ended January 25,
1997. The Company also reported that is has decided to sell Monitor Group, a
company focused on developing portable mass spectrometers acquired by Industrial
Scientific in June 1995.
For the fourth quarter 1996, net sales totaled $9,559,000 compared to net sales
for the fourth quarter 1995 of $8,445,000, an increase of 13.2%. Net income for
the fourth quarter 1996 was $746,000 ($0.22 per share) compared to $1,070,000
($0.31 per share) for the fourth quarter 1995. The fourth quarter 1995 included
a nonrecurring positive adjustment to income of $240,000 relating to the
provision for profit sharing. Results for the fourth quarter 1996 were
negatively impacted by higher operating expenses primarily relating to
continuing commercial development of the MG2100 mass spectrometer by Monitor
Group.
For fiscal year 1996 net sales were $36,648,000 compared to $34,133,000 for
fiscal 1995, an increase of 7.4%. Net income for 1996 totaled $3,725,000 ($1.10
per share) compared to $4,067,000 ($1.20 per share) for 1995, a decrease of
8.4%.
Kent D. McElhattan, President and CEO, stated, "The decision to sell Monitor
Group is in the best long-term interests of shareholders, customers, and
employees. The recent acquisition of McNeil Systems has fit in so well that it
has quickly become an integral part of our core business. We need to focus on
this core business to best take advantage of the significant growth
opportunities we see in fixed systems and portable instruments, both in North
America and the rest of the world. Continued investment of financial and
management resources in the commercial development of the portable mass
spectrometer does not fit this strategy."
Headquartered in Oakdale, Pennsylvania, Industrial Scientific Corporation
designs, manufactures and sells gas monitoring instruments and other technical
products for the preservation of life and property.
[LOGO] O U R M I S S I O N
Design-Manufacture-Sell: Highest quality products for the preservation of life
and property
Provide: Best customer service available
<PAGE>
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statement of Income
(Unaudited)
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Twelve Months Ended
01/25/97 01/27/96 01/25/97 01/27/96
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net sales $9,559 $8,445 $36,648 $34,133
Gross profit 5,094 4,506 19,815 18,191
Operating profit 934 1,426 5,087 5,551
Net income 746 1,070 3,725 4,067
Net income per common share $0.22 $0.31 $1.10 $1.20
Weighted average number of
common and common equivalent
shares outstanding 3,369 3,383 3,375 3,384
</TABLE>
<PAGE>
EXHIBIT 99.2
NEWS RELEASE
[LOGO OF INDUSTRIAL SCIENTIFIC CORPORATION]
1001 Oakdale Road Phone 412-788-4353
Oakdale, PA 15071-1500 1-800-DETECTS (338-3287)
USA Fax 412-788-8353
March 14, 1997
FOR IMMEDIATE RELEASE
For additional information contact:
James P. Hart, Vice President of Finance and CFO
INDUSTRIAL SCIENTIFIC CORPORATION ANNOUNCES LETTER OF INTENT FOR SALE OF
MONITOR GROUP
PITTSBURGH, PA--March 14, 1997--Industrial Scientific Corporation (NASDAQ/NMS
symbol:ISCX) announced today that is has signed a Letter of Intent with L.B.
Foster Company to sell its Monitor Group business unit. Based in Cheswick, PA,
Monitor Group is a developer of portable mass spectrometers that was acquired
by Industrial Scientific in June 1995.
The transaction is expected to be completed in April.
Headquartered in Oakdale, Pennsylvania, Industrial Scientific Corporation
designs, manufactures and sells gas monitoring instruments, systems, and other
technical products for the preservation of life and property.
###
[LOGO] O U R M I S S I O N
Design-Manufacture-Sell: Highest quality products for the preservation of life
and property
Provide: Best customer service available
<PAGE>
EXHIBIT 99.3
NEWS RELEASE
[LOGO OF INDUSTRIAL SCIENTIFIC CORPORATION]
1001 Oakdale Road Phone 412-788-4353
Oakdale, PA 15071-1500 1-800-DETECTS (338-3287)
USA Fax 412-788-8353
Date: May 7, 1997
Release: Immediate
Contact: James P. Hart, Vice President Finance
Chief Financial Officer
412-788-4353
INDUSTRIAL SCIENTIFIC CORPORATION ANNOUNCES
SALE OF MONITOR GROUP
PITTSBURGH, PA--Industrial Scientific Corporation (NASDAQ/NMS symbol:ISCX) today
reported that it has completed the previously announced sale of its Monitor
Group business unit to L.B. Foster Company. Based in Cheswick, PA, Monitor Group
is a developer of portable mass spectrometers that was acquired by Industrial
Scientific in June 1995.
Headquartered in Oakdale, Pennsylvania, Industrial Scientific Corporation
designs, manufactures and sells gas monitoring instruments, systems, and other
technical products for the preservation of life and property.
###
[LOGO] O U R M I S S I O N
Design-Manufacture-Sell: The highest quality products for the preservation of
life and property
Provide: Best customer service available
<PAGE>
EXHIBIT 99.4
NEWS RELEASE
[LOGO OF INDUSTRIAL SCIENTIFIC CORPORATION]
1001 Oakdale Road Phone 412-788-4353
Oakdale, PA 15071-1500 1-800-DETECTS (338-3287)
USA Fax 412-788-8353
Date: May 22, 1997
Release: Immediate
Contact: James P. Hart, Vice President Finance
Chief Financial Officer
412-788-4353
INDUSTRIAL SCIENTIFIC CORPORATION ANNOUNCES
FISCAL 1997 FIRST QUARTER RESULTS
PITTSBURGH, PA--Industrial Scientific Corporation (NASDAQ/NMS symbol:ISCX) today
reported record sales and net income for the first quarter ended May 2, 1997.
Sales increased 17.0% to $10,952,000 compared to sales of $9,361,000 for the
first quarter of fiscal 1996. Net income for the quarter increased 23.3% to
$1,381,000 ($0.41 per share) compared to $1,120,000 ($0.33 per share) for the
first quarter fiscal 1996.
Kent D. McElhattan, President and CEO, stated, "I am very pleased that record
levels of sales and net income were achieved. Gross profit, operating profit and
net income all increased at a higher rate than sales which is the definition of
improved productivity. Although very modest, I believe it is significant that
our joint venture in Saudi Arabia was profitable during the first quarter which
was only its fourth full quarter of operations. We have begun 1997 on a positive
note and I remain optimistic on the balance of the year."
Headquartered in Oakdale, Pennsylvania, Industrial Scientific Corporation
designs, manufactures and sells gas monitoring instruments and other technical
products for the preservation of life and property.
[LOGO] O U R M I S S I O N [LOGO]
Design-Manufacture-Sell: Highest quality products for the preservation of life
and property
Provide: Best customer service available
<PAGE>
INDUSTRIAL SCIENTIFIC CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statement of Income
(Unaudited)
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
05/03/97 04/27/96
-------- --------
14 weeks 13 weeks
<S> <C> <C>
Net sales $10,952 $9,361
Gross profit 6,189 5,075
Operating profit 1,945 1,571
Net income 1,381 1,120
Net income per common share $0.41 $0.33
Weighted average number of
common and common equivalent
shares outstanding 3,363 3,381
</TABLE>