<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
OR
/ / TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
--------- ---------
Commission file number: 0000914066
FOILMARK, INC.
(Exact name of Registrant as specified in its charter)
Delaware 11-3101034
(State of other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
5 Malcolm Hoyt Drive
Newburyport, MA 01950
(Address of principal executive offices) (Zip Code)
(978) 462-7300
(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 in 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
---- ----
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
---- ----
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
Title Outstanding
$0.1 per value Common Stock 4,183,700
<PAGE>
FOILMARK, INC.
INDEX TO FORM 10-Q
<TABLE>
<CAPTION>
PAGE
<S> <C>
Index 2
Part I - Financial Information:
Item 1 - Financial Statements
Consolidated Balance Sheets
as of March 31, 1999 and
December 31, 1998 3
Consolidated Statements of Operations for
the Three Months ended March 31, 1999 and 1998 4
Consolidated Statements of Cash Flows for
the Three Months ended March 31, 1999 and 1998 5
Notes to Consolidated Financial Statements 6-7
Item 2 - Management's Discussion Analysis of
Financial Conditions and Results of Operations 8-10
Part II - Other Information:
Item 1 - Legal Proceedings 11
Item 2 - Changes in Securities 11
Item 3 - Defaults Upon Senior Security 11
Item 4 - Submission of Matters to Vote of Security Holders 11
Item 5 - Other Information 11
Item 6 - Exhibits and Reports on Form 8-K 11-12
Signatures 13
Schedule of Financial Data 14
</TABLE>
2
<PAGE>
Part I. - Financial Information
Item I. - Financial Statements
FOILMARK, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
<TABLE>
<CAPTION>
March 31, 1999 Dec 31, 1998
Unaudited Audited
<S> <C> <C>
ASSETS
Current Assets:
Cash $ 500,972 $ 237,561
Accounts receivable - trade (less allowance for doubtful
accounts of $249,000 and $146,000) 5,603,570 4,896,086
Inventories 8,076,181 8,134,490
Other current assets 679,320 748,610
Deferred acquisition costs 514,966 261,482
Income tax receivable 51,272 50,872
Deferred income taxes 718,602 718,602
------------------ ---------------
Total current assets 16,144,883 15,047,703
Property, plant and equipment, net 8,803,294 9,088,889
Bond and mortgage financing costs 284,649 364,226
Intangible assets, net 4,197,770 4,262,331
Restricted cash 333,333 233,333
Non-current notes receivable 799,513 745,958
Other assets 75,555 78,432
------------------ ---------------
$ 30,638,997 $ 29,820,872
------------------ ---------------
------------------ ---------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current installments of notes payable- stockholders $ 120,810 $ 119,827
Current installments of other long-term debt 414,498 428,792
Accounts payable 2,848,350 2,432,045
Accrued expenses 983,197 1,507,514
Customer deposits 136,163 167,817
Income taxes payable 179,725 -
------------------ ---------------
Total current liabilities 4,682,743 4,655,995
Long-term debt
Notes payable to stockholders, net of current installments 517,612 534,605
Other long-term debt, net of current installments 9,067,478 8,571,066
------------------ ---------------
9,585,090 9,105,671
Deferred income taxes 693,560 693,560
Stockholders' equity:
Common stock ($.01 par value; 10,000,000 shares
authorized; 4,183,700 and 4,179,601 shares issued
and outstanding in 1999 and 1998, respectively) 41,837 41,796
Additional paid-in capital 13,440,342 13,434,445
Retained earnings 2,195,425 1,889,405
------------------ ---------------
------------------ ---------------
Total stockholders' equity 15,677,604 15,365,646
------------------ ---------------
$ 30,638,997 $ 29,820,872
------------------ ---------------
------------------ ---------------
</TABLE>
See accompanying notes to consolidated financial statements
3
<PAGE>
Part I. - Financial Information
FOILMARK, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1999 1998
--------------- -----------------
<S> <C> <C>
Net sales $ 8,195,298 $ 8,290,579
Cost of sales 5,604,742 5,878,216
--------------- -----------------
Gross profit 2,590,556 2,412,363
Selling, general and administrative expenses 1,939,053 1,912,625
--------------- -----------------
651,503 499,738
--------------- -----------------
Other income (expense):
Interest expense - net (165,934) (172,212)
Other income 175 778
--------------- -----------------
Income before income taxes 485,744 328,304
Income tax expense 179,724 131,322
--------------- -----------------
Net income $ 306,020 $ 196,982
--------------- -----------------
--------------- -----------------
Net income per share - basic and diluted $ 0.07 $ 0.05
Weighted average shares outstanding 4,182,588 4,168,145
--------------- -----------------
--------------- -----------------
</TABLE>
See accompanying notes to consolidated financial statements
4
<PAGE>
Part I. Financial Information
FOILMARK, INC., AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
March 31, March 31,
1999 1998
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income from continuing operations $ 306,020 $ 196,982
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 436,287 348,775
Amortization 79,908 81,426
Provision for doubtful accounts 112,460 14,000
Deferred taxes - (3,702)
Changes in assets and liabilities:
Increase in accounts receivable (819,944) (672,633)
Decrease (increase) in inventories 58,309 (670,994)
(Increase) decrease in income tax receivable (400) 554,886
Decrease (increase) in bond and mortgage financing
costs and other assets 136,397 (498,152)
Increase in deferred acquisition costs (253,484) -
(Decrease) increase in customer deposits (31,654) 83,161
(Decrease) increase in accounts payable and
accrued expenses (108,012) 1,157,033
Increase in income taxes payable 179,725 -
----------------------------------
Net cash provided by operating activities 95,612 590,782
----------------------------------
Net cash (used in) provided by discontinued operations (53,555) 33,498
----------------------------------
Cash flows from investing activities:
Capital expenditures (150,692) (401,229)
Increase in cash restricted (100,000) (133,332)
----------------------------------
Net cash used in investing activities: (250,692) (534,561)
----------------------------------
Cash flows from financing activities:
Payments of notes payable to stockholders (16,010) (14,592)
Proceeds of other long term debt 500,000 -
Payments of other long term debt (17,882) (24,664)
Proceeds from shares issued under benefit plans 5,938 4,694
----------------------------------
Net cash provided by (used for) financing activities 472,046 (34,562)
----------------------------------
Net increase in cash 263,411 55,157
Cash - beginning of period 237,561 629,170
----------------------------------
Cash - end of period $ 500,972 $ 684,327
----------------------------------
----------------------------------
</TABLE>
See accompanying notes to consolidated financial statements
5
<PAGE>
FOILMARK, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1999 AND 1998
(UNAUDITED)
1. The accompanying consolidated financial statements of Foilmark, Inc. and
subsidiaries (the "Company") for the three months ended March 31, 1999 have
been prepared in accordance with generally accepted accounting principles
and with the instructions to Form 10-Q and Article 10 of Regulation S-X.
These financial statements have not been audited by independent public
accountants, but include all adjustments (consisting of only normal
recurring adjustments) which are, in the opinion of management, necessary
for a fair presentation of the financial condition, results of operations
and cash flows for such periods. These consolidated financial statements do
not include all disclosures associated with annual financial statements and
accordingly should be read in conjunction with the consolidated financial
statements and notes thereto included in the Company's Annual Report on
Form 10-K dated March 29, 1999 as filed with the Securities and Exchange
Commission, a copy of which is available from the Company upon request. The
results for the three months ended March 31, 1999 are not necessarily
indicative of the operating results for the remainder of the year.
2. On April 23, 1999, following a vote of stockholders described in Part II -
Item 4, HoloPak Technologies, Inc. merged with and into a wholly-owned
subsidiary of Foilmark, Inc. Under the terms of the merger agreement, each
of the 3,346,519 issued and outstanding shares of common stock of HoloPak,
was converted into the right to receive 1.11 shares of Foilmark common
stock and $1.42 in cash. Effective April 23, 1999, the Board of Directors
of Foilmark amended Foilmark's By-laws to change its fiscal year end from
December 31 to June 30 of each year. Foilmark intends to file a transition
report on Form 10-K for such transition period. See Foilmark's Current
Report on Form 8-K filed with the Commission on May 5, 1999 for a more
detailed description of the merger.
3. The classification of inventories as of March 31, 1999 and December 31,
1998 was as follows:
<TABLE>
<CAPTION>
March 31, 1999 December 31, 1998
(Unaudited) (Audited)
---------- ---------
<S> <C> <C>
Raw Materials $1,704,074 $1,893,978
Work in Progress 2,027,121 2,000,185
Finished Goods 4,344,986 4,240,327
----------- -----------
Total $8,076,181 $8,134,490
----------- -----------
----------- -----------
</TABLE>
4. The following table sets forth the segment financial information for the
three months ended March 31, 1999 and 1998:
<TABLE>
<CAPTION>
Hot Stamp PAD-Print And Corporate And
Foil Holography Supplies Unallocated Total
---- ---------- -------- ----------- -----
<S> <C> <C> <C> <C> <C>
Sales to External Customers 1999 5,537,839 814,433 1,843,026 --- 8,195,298
1998 6,528,277 83,029 1,679,273 --- 8,290,579
Segment Profit 1999 514,061 (173,541) 270,575 (125,351) 485,744
1998 770,882 (319,336) (99,789) (23,453) 328,304
</TABLE>
6
<PAGE>
5. Recent Accounting Pronouncements - The Financial Accounting Standards Board
("FASB") recently issued Statement of Financial Standards Number 133 ("SFAS
133"), "Accounting for Derivative Instruments and Hedging Activities." This
statement establishes accounting and reporting standards for derivative
instruments and hedging, requiring recognition of all derivatives as either
assets or liabilities in the statement of financial position measured at
fair value. This statement is effective for all fiscal quarters of fiscal
years beginning after June 15, 1999. The effect of adopting SFAS 133 is not
expected to have a material impact on the Company's financial condition,
results of operations or cash flows.
7
<PAGE>
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
The following discussion and analysis includes certain forward-looking
statements which are subject to a number of risks and uncertainties as described
in Management's Discussion and Analysis in the Company's Annual Report on Form
10-K for the year ended December 31, 1998. Such forward-looking statements are
based on current expectations and actual results may differ materially.
RECENT INFORMATION
The merger between a wholly-owned subsidiary of Foilmark, Inc. and HoloPak
Technologies, Inc. previously announced on November 17, 1998 was completed on
April 23, 1999. Under the terms of the merger agreement, each of the 3,346,519
issued and outstanding shares of the HoloPak common stock, was converted into
the right to receive 1.11 shares of Foilmark Common Stock and $1.42 in cash.
RESULTS OF OPERATIONS
NET SALES for the three months ended March 31, 1999 were $8,195,298, a decrease
of $95,281 or 1.1% from the comparable three months ended March 31, 1998. The
decline in net sales was a result of the continuing weak demand in the standard
hot stamping foil product line combined with ongoing pricing pressures. For the
three months ended March 31, 1999, revenues for hot stamping declined by
$990,438 from the 1998 first quarter. This decline was offset by a $731,404
increase in sales of holographic products and a $163,753 increase in sales of
pad-print machines and supplies.
The increase in holographic sales was due to increased demand for holographic
base film used in product packaging. Demand for pad-print machines and supplies
improved in the first quarter of 1999 compared to the first quarter of 1998,
resulting in the sales increase.
GROSS PROFIT - increased by 7.4% to $2,590,556 for the three months ended March
31, 1999; compared to $2,412,363 for the three months ended March 31, 1998. The
increase in gross profit of $178,193 on a 1.1% decline in net revenues resulted
in a gross profit of 31.6% in 1999 compared to 29.1% in 1998.
The increase in gross profit was primarily a result of the cost reduction
program in hot stamping and holographic foils which began in the second half of
1998, as well as the increased efficiency in pad-printing machinery
manufacturing.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES - remained relatively stable in the
first quarter 1999 at $1,939,053; an increase of $26,428 compared to the three
months ended March 31, 1998. Most of the expenses were either the same or less
than the comparable 1998 three-month period with the exception of legal and
professional fees, which increased by $90,415 offset by a reduction in insurance
expense. This increase was primarily due to certain consulting fees in the area
of tax planning.
OPERATING INCOME - increased to $651,503 for the three months ended March 31,
1999, compared to $499,738 for the three months ended March 31, 1998. The
increase of $151,765 in operating income was primarily attributable to
improvements made in the pad-printing machinery and supplies product line and
the increase in gross margins from the foil and holographic product lines due to
the effectiveness of the cost reduction program, which began in the second half
of 1998.
8
<PAGE>
INTEREST EXPENSE - declined by $6,278 to $165,934 for the three months ended
March 31, 1999 compared to $172,212 for the comparable 1998 period. The decrease
in interest expense resulted from a reduction in the principal amount of
long-term debt at March 31, 1999, compared to March 31, 1998.
INCOME TAX EXPENSE - Provision for income taxes for the three months ended March
31, 1999 was $179,724 based on income before taxes of $485,744 as compared to
$131,322 on pre-tax income of $328,304 for the three months ended March 31,
1998. The effective tax rate used was 37.0% and 40% respectively, for the 1999
and 1998 first quarter. The decrease in the effective tax rate is due to a
reduction in state income taxes.
NET INCOME AND EARNINGS PER SHARE - were $306,020 or $0.07 per share for the
three months ended March 31, 1999, compared to $196,982, or $0.05 per share, for
the same period in 1998. All earnings per share are basic and fully diluted. The
improvement in net income in 1999 compared to 1998 was primarily attributable to
the pad-printing machinery product line, which operated profitably in this
quarter, reversing the prior years' loss. The hot stamping foil product line
also operated profitably in the 1999 first quarter with similar earnings to the
1998 first quarter on lower sales volume.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1999 the Company had a total of $6,000,000 outstanding under its
revolving line of credit of $10,000,000. The balance of $4,000,000 that remained
on the revolving credit line at March 31, 1999 was used to pay the cash portion
of the merger consideration to HoloPak stockholders after April 23, 1999, with
the balance coming from working capital of the combined businesses. The Company
was in full compliance with all of the financial covenants under the revolving
line of credit at March 31, 1999.
The Company expects to renegotiate the credit facility with its banks prior to
June 30, 1999 to provide for an additional line of credit for working capital
purposes and an additional credit line for future capital expenditures. The
Company expects that cash from operations and the additional credit facility
will be sufficient to meet its operating needs for the foreseeable future.
9
<PAGE>
OTHER MATTERS
Year 2000 - Management believes that substantially all of its computer systems,
including those HoloPak, are, or will be, Year 2000 compliant. The Company has
performed an assessment of its Year 2000 readiness and established an
implementation plan to address Year 2000 issues. The areas assessed were the
Company's financial, operational and information systems. The majority of the
Company's products do not include software, or have embedded microprocessors,
and of those that do, all have been determined to be Year 2000 compliant.
As a result of the assessment phase, the Hewlett-Packard Unix platform, on which
the Company operates its software, needs an upgrade in order to be Y2K
compliant. The Company is upgrading the HP Unix server to increase speed,
performance, and Y2K compliance, as well as to move HoloPak over to the same
platform. The new server is installed and will be tested and operational in the
second quarter of 1999. The cost of the server was $100,000. As a result of the
recent acquisition of HoloPak, the Company has decided to implement a new
software application, which is Y2K compliant. The cost of the software is
$264,000. It is to be installed and tested in the third quarter of 1999. The
Company currently does not believe that any future costs necessary to ensure the
Company's Y2K readiness will have a material effect on its business, results of
operations, or financial condition.
None of Foilmark's or HoloPak's manufacturing equipment or products are
date-sensitive. Hot stamping foils and supplies have no computerized equipment
embedded in them, and pad-printing machines have no date-sensitive embedded
microprocessors. The Company's new network hardware and software is fully
compliant and not date-sensitive.
Foilmark has sent out Y2K questionnaires to suppliers, customers and critical
service providers. Evaluations of Foilmark's and HoloPak's critical suppliers
will be completed by June 30, 1999. Although Foilmark cannot control external
suppliers' and customers' ability to be Y2K compliant, it can certainly express
its concerns for not being compliant. The questionnaire assesses whether the
suppliers and customers are compliant and whether and to what extent they will
be compliant prior to January 1, 2000. If respondents indicate non-compliance,
Foilmark intends to assess the consequences and include any steps it deems
necessary in its contingency plan, which is expected to be completed not later
than September 30, 1999.
Y2K compliance has been a senior management priority for some time. The Company
believes that it has state-of-the-art technology which will not require as
comprehensive a program as compared to older systems used by other companies.
Nevertheless, the Company cannot reasonably predict the effect on its operations
if customers, vendors and service providers are not Y2K compliant. Although
senior management does not think this will be the case, the Company's business
could be negatively affected in the first quarter of 2000 results if its
customers, vendors or service providers are not Y2K compliant.
10
<PAGE>
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings Not Applicable
Item 2 - Changes in Securities Not Applicable
Item 3 - Defaults Upon Senior Security Not Applicable
Item 4 - Submission of Matters to Vote
of Security Holders
On Wednesday, April 21, 1999, a Special Meeting of
Stockholders (the "Special Meeting") of Foilmark, Inc.
("Foilmark") was held at which holders of Foilmark common
stock voted to approve: (i) the issuance of up to 3,715,935
shares of Foilmark common stock to HoloPak Technologies, Inc.
("HoloPak") stockholders in connection with the merger of
HoloPak with and into Foilmark Acquisition Corporation, a
wholly owned subsidiary of Foilmark ("Proposal No. 1"); and
(ii) an amendment to Foilmark's certificate of incorporation
to increase the number of authorized shares from 10,000,000
to 15,000,000 ("Proposal No. 2"). Holders of 2,991,781 shares
of Foilmark common stock voted for Proposal No. 1, holders of
196,371 shares of Foilmark common stock voted against
Proposal No. 1, and holders of 2,566 shares of Foilmark
common stock abstained from voting on Proposal No. 1. There
were no broker non-votes with respect to Proposal No. 1.
Holders of 2,992,097 shares of Foilmark common stock voted
for Proposal No. 2, holders of 198,171 shares of Foilmark
common stock voted against Proposal No. 2, and holders of 450
shares of Foilmark common stock abstained from voting on
Proposal No. 2. There were no broker non-votes with respect
to Proposal No. 2.
A Current Report on Form 8-K was filed with the Securities
and Exchange Commission on May 5, 1999, which describes the
merger in more detail. This report and the information
contained therein is incorporated herein by reference to such
filing.
The Special Meeting was adjourned and reconvened on Friday,
May 7, 1999, at which time Foilmark stockholders voted to
approve: (i) an amendment to Foilmark's certificate of
incorporation to remove article eight of the certificate
("Proposal No. 3"); and (ii) an amendment to Foilmark's
certificate of incorporation to remove article nine of
Foilmark's certificate ("Proposal No. 4").
Holders of 3,350,099 shares of Foilmark common stock voted
for Proposal No. 3, holders of 233,637 shares of Foilmark
common stock voted against Proposal No. 3, and holders of
6,791 shares of Foilmark common stock abstained from voting
on Proposal No. 3. There were no broker non-votes with
respect to Proposal No. 3. Holders of 3,349,109 shares of
Foilmark common stock voted for Proposal No. 4, holders of
235,927 shares of Foilmark common stock voted against
Proposal No. 4, and holders of 5,491 shares of Foilmark
common stock abstained from voting on Proposal No. 4. There
were no broker non-votes with respect to Proposal No. 4.
Item 5 - Other Information Not Applicable
Item 6 - Exhibits and Reports on Form 8-K
a. Exhibits
Exhibit 3.3 Certificate of Amendment to Second
Amended and Restated
Certification of Incorporation
of Foilmark, Inc.
b. Report on Form 8-K None
11
<PAGE>
EXHIBIT 3.3
CERTIFICATE OF AMENDMENT
OF
SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
OF
FOILMARK, INC.
Foilmark, Inc. ("Foilmark"), a corporation organized under and by virtue of
the General Corporation Law of the State of Delaware, as amended,
DOES HEREBY CERTIFY:
FIRST: That the Board of Directors of Foilmark, by unanimous written
consent of its members, filed with the minutes of the Board, adopted resolutions
proposing and declaring advisable the following amendments to the Second Amended
and Restated Certificate of Incorporation of Foilmark:
RESOLVED: That Foilmark's Second Amended and Restated Certificate of
Incorporation be amended by the filing of the Certificate
of Amendment pursuant to which article eight shall be removed.
RESOLVED: That Foilmark's Second Amended and Restated Certificate of
Incorporation be amended by the filing of the Certificate of
Amendment pursuant to which article nine shall be removed.
RESOLVED: That Foilmark's Second Amended and Restated Certificate of
Incorporation be amended by the filing of the Certificate of
Amendment pursuant to which article ten shall be renumbered to be
article eight.
SECOND: That at the Special Meeting of Stockholders of Foilmark, the
stockholders have voted in favor of the said amendments in accordance
with the provisions of Section 228 of the General Corporation Law of the
State of Delaware, as amended.
THIRD: That the aforesaid amendments were duly adopted in accordance with
the applicable provisions of Section 228 of the General Corporation Law
of the State of Delaware, as amended.
IN WITNESS WHEREOF, the undersigned has executed this Certificate of
Amendment of Foilmark, under penalties of perjury, this 7th day of
May 1999.
/s/ Frank J. Olsen, Jr.
----------------------------------
Frank J. Olsen, Jr.
President and Chief Executive Officer
12
<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.
FOILMARK, INC.
(Registrant)
Date: May 13, 1999 /s/ Frank J. Olsen, Jr.
-------------------------------------
Frank J. Olsen, Jr.
President and Chief Executive Officer
Date: May 13, 1999 /s/ Philip Leibel
--------------------------------------
Philip Leibel
Vice President (Finance) and
Chief Financial and Accounting Officer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0000914066
<NAME> FOILMARK, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 500,972
<SECURITIES> 0
<RECEIVABLES> 5,852,570
<ALLOWANCES> 249,000
<INVENTORY> 8,076,181
<CURRENT-ASSETS> 16,144,883
<PP&E> 18,383,156
<DEPRECIATION> 9,579,862
<TOTAL-ASSETS> 30,638,997
<CURRENT-LIABILITIES> 4,682,743
<BONDS> 0
0
0
<COMMON> 41,837
<OTHER-SE> 15,635,767
<TOTAL-LIABILITY-AND-EQUITY> 30,638,997
<SALES> 8,195,298
<TOTAL-REVENUES> 8,195,298
<CGS> 5,604,742
<TOTAL-COSTS> 7,543,795
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 165,934
<INCOME-PRETAX> 485,744
<INCOME-TAX> 179,724
<INCOME-CONTINUING> 306,020
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 306,020
<EPS-PRIMARY> 0.07
<EPS-DILUTED> 0.07
</TABLE>
