<PAGE>
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 December 31, 1997
_____________________
Commission File Number 0-23078
MAPINFO CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 06-1166630
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE GLOBAL VIEW
TROY, NEW YORK 12180
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (518) 285-6000
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
----- -----
The number of shares outstanding of the registrant's common stock, $.002 par
value per share, as of February 1, 1998 was 5,940,017.
================================================================================
<PAGE>
MAPINFO CORPORATION
FORM 10-Q
FOR THE QUARTER ENDED DECEMBER 31, 1997
INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements:
Income Statements
for the three months ended December 31, 1997 and 1996 1
Balance Sheets
as of December 31, 1997 and September 30, 1997 2
Cash Flows Statements
for the three months ended December 31, 1997 and 1996 3
Notes to Financial Statements 4
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K 11
Signatures 12
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
MAPINFO CORPORATION AND SUBSIDIARIES
INCOME STATEMENTS
(in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three Months
Ended
December 31,
------------------------------------
1997 1996
---------------- ----------------
<S> <C> <C>
Net revenues $13,145 $10,095
Cost of revenues 2,854 2,151
---------------- ----------------
Gross profit 10,291 7,944
---------------- ----------------
Operating expenses:
Research and development 2,431 2,085
Selling and marketing 6,072 5,490
General and administrative 1,686 1,615
---------------- ----------------
Total operating expenses 10,189 9,190
---------------- ----------------
Operating income (loss) 102 (1,246)
Other income - net 278 114
---------------- ----------------
Income (loss) before provision for income 380 (1,132)
taxes
Provision for (benefit from) income taxes 76 (238)
---------------- ----------------
Net income (loss) $ 304 $ (894)
================ ================
Earnings (loss) per share:
Basic $ 0.05 $ (0.15)
Dilutive $ 0.05 $ (0.15)
Weighted average shares outstanding:
Basic 5,897 5,775
Dilutive 5,985 5,775
</TABLE>
See accompanying notes.
1
<PAGE>
MAPINFO CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
(in thousands, except per share data)
<TABLE>
<CAPTION>
December 31, September 30,
1997 1997
----------------- ------------------
ASSETS (unaudited)
<S> <C> <C>
Current Assets:
Cash and cash equivalents $16,811 $24,711
Short-term investments, at cost 14,000 6,500
Accounts receivable, less allowance of $1,158 at
December 31, 1997 and September 30, 1997 9,825 9,291
Inventories 859 866
Other current assets 1,425 1,288
Income taxes receivable 170 188
Deferred income taxes 666 669
----------------- ------------------
Total current assets 43,756 43,513
Property and equipment - net 4,455 3,809
Product development costs - net 1,580 1,739
Deferred income taxes 1,146 1,146
Intangibles and other assets 4,246 835
----------------- ------------------
Total assets $55,183 $51,042
================= ==================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 1,765 $ 1,778
Accrued liabilities 8,423 5,603
Deferred revenue 2,903 2,380
Income taxes payable 705 575
----------------- ------------------
Total current liabilities 13,796 10,336
Other non-current liabilities 102 211
----------------- ------------------
Total liabilities 13,898 10,547
----------------- ------------------
Stockholders' Equity:
Common stock, $0.002 par value 12 12
Preferred stock, $.01 par value - -
Paid-in capital 31,107 30,795
Retained earnings 10,857 10,552
Translation adjustment (85) 15
----------------- ------------------
41,891 41,374
Less treasury stock, at cost 606 879
----------------- ------------------
Total stockholders' equity 41,285 40,495
----------------- ------------------
Total liabilities and stockholders' equity $55,183 $51,042
================= ==================
</TABLE>
See accompanying notes.
2
<PAGE>
MAPINFO CORPORATION AND SUBSIDIARIES
CASH FLOWS STATEMENTS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Three months
ended
December 31,
1997 1996
-------------- --------------
CASH FLOWS FROM (USED FOR) OPERATING ACTIVITIES
<S> <C> <C>
Net income (loss) $ 304 $ (894)
Depreciation and amortization 1,026 953
Allowance for doubtful accounts and returns 10 (23)
Provision for deferred income taxes 120 (239)
Changes in operating assets and liabilities:
Accounts receivable 8 41
Inventories 78 (98)
Other current assets (108) (752)
Accounts payable and accrued liabilities 510 (40)
Deferred revenue 404 524
-------------- --------------
NET CASH FROM (USED FOR) OPERATING ACTIVITIES 2,352 (528)
-------------- --------------
CASH FLOWS FROM (USED FOR) INVESTING ACTIVITIES
Additions to property and equipment (715) (668)
Capitalized product development costs (115) (75)
Purchases of business, technology and other assets (2,088) (1,590)
Short-term investments (7,500) (601)
-------------- --------------
NET CASH USED FOR INVESTING ACTIVITIES (10,418) (2,934)
-------------- --------------
CASH FLOWS FROM (USED FOR) FINANCING ACTIVITIES
Payments on notes payable, long term debt and capital leases - (76)
Proceeds from exercise of options and ESPP stock purchases 166 4
-------------- --------------
NET CASH FROM (USED FOR) FINANCING ACTIVITIES 166 (72)
-------------- --------------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS - (13)
-------------- --------------
NET CHANGE IN CASH AND EQUIVALENTS (7,900) (3,547)
Cash and equivalents, beginning of period 24,711 27,104
-------------- --------------
Cash and equivalents, end of period $ 16,811 $23,557
============== ==============
</TABLE>
See accompanying notes.
3
<PAGE>
MAPINFO CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
In the opinion of management, the accompanying balance sheets and related
statements of income and cash flows include all adjustments (consisting only of
normal recurring items) necessary for their fair presentation. The preparation
of financial statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amount
of revenues and expenses during the reporting period. Actual results could
differ from those estimates.
Certain reclassifications have been made to amounts previously reported to
conform with the December 31, 1997 presentation.
2. EARNINGS PER SHARE
The Company adopted Statement of Financial Accounting Standards (SFAS) No. 128 -
- - "Earnings Per Share" in fiscal year 1998. The following represents the
reconciliation of the basic and dilutive earnings per share amounts for the
three months ended December 31, 1997 and 1996. Amounts presented for 1996 have
been restated to conform with the provisions of SFAS No. 128.
<TABLE>
<CAPTION>
Three months Ended December 31,
----------------------------------
1997 1996
------------- -------------
<S> <C> <C>
(Amounts in thousands,
except per share data)
Net income (loss) $ 304 $ (894)
============= =============
Weighted average shares for basic EPS 5,897 5,775
Effect of dilutive stock options 88 -
------------- -------------
Weighted average shares and assumed exercise of
stock options for dilutive EPS 5,985 5,775
============= =============
Basic EPS $ 0.05 $(0.15)
Dilutive EPS $ 0.05 $(0.15)
</TABLE>
3. NEW ACCOUNTING STANDARDS
Statement of Financial Accounting Standards No. 130 "Reporting Comprehensive
Income" (SFAS No. 130) is effective for fiscal years beginning after December
15, 1997. This Statement establishes standards for reporting and disclosure of
comprehensive income and its components in a full set of general-purpose
financial statements. The Company will adopt SFAS No. 130 effective October 1,
1998. Statement of Financial Accounting Standards No. 131 "Disclosures About
Segments of an Enterprise and Related Information" (SFAS No. 131) is effective
for fiscal
4
<PAGE>
MAPINFO CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS - CONTINUED
(Unaudited)
years beginning after December 15, 1997 and requires disclosures about operating
segments and enterprise-wide disclosures about products and services, geographic
areas and major customers. Effective October 1, 1998, the Company will adopt
SFAS No. 131. Statement of Position 97-2 "Software Revenue Recognition" is
effective for fiscal years beginning after December 15, 1997. This statement
provides guidance on recognizing revenue on software transactions. The Company
will adopt Statement of Position 97-2 effective October 1, 1998.
4. COMMON STOCK REPURCHASE PROGRAM
The Board of Directors has authorized the Company to implement a Common Stock
repurchase program under which the Company is authorized to purchase a maximum
of $5,000,000 of Common Stock on the open market or in negotiated transactions
from time to time. The program will remain in effect until September 30, 1998
unless discontinued earlier by the Board of Directors. The Company intends to
use the repurchased shares for issuance upon the exercise of employee stock
options, purchases under the Company's stock purchase plan, or other corporate
purposes. In the quarter ended December 31, 1997, no shares were repurchased
under this program. To date, the Company has repurchased 82,000 shares at a
cost of $879,000.
5. ACQUISITION
Pursuant to a Share Sale and Purchase Agreement dated December 2, 1997, the
Company acquired all of the issued share capital of The URPI Group Limited, an
English company trading as The Data Consultancy ("The Data Consultancy") and
engaged in the sale of market analysis solutions and information products in the
United Kingdom. The purchase price was approximately $4.2 million, consisting
of $3.8 million in cash and $400 thousand in stock. In addition, the Company is
obligated to make a contingent cash payment in October 1998, up to a maximum of
approximately $1.0 million, based on the financial performance of The Data
Consultancy in the year following the acquisition. The acquisition was
accounted for as a purchase and, accordingly, the Company has included The Data
Consultancy's results of operations in its financial statements from the date of
acquisition.
5
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
OVERVIEW
MapInfo designs, develops, manufactures, markets, licenses and supports business
mapping software and data products on a worldwide basis. The Company's products
and services include software, application development tools, geographic and
demographic data products, consulting services, training and technical support
for personal computers, workstations, and servers. The Company has organized
its operations into three principal geographic operating units: the Americas,
Europe and Asia Pacific (inclusive of Australia). Additionally, in 1997, the
Company established three business units, focused on customer requirements, that
encompass all of MapInfo's products. The business units are Desktop, Enterprise
and Information.
NET REVENUES
Revenues for the first quarter of fiscal 1998 increased 30% to $13.1 million
from $10.1 million in the same period in fiscal 1997. The increase in revenues
was primarily attributable to increased unit sales of the Company's core
software and data products worldwide. In the Americas, revenues increased 42%
due generally to improved execution throughout the sales and marketing
organization, especially in the VAR channel, and to increased average selling
price per unit for core technology software products. In Europe, revenues
increased by 8% due primarily to revenues from The Data Consultancy. Asia-
Pacific revenues grew by 41%, driven by strong software and data sales in
Australia following the release of the CDATA 96 product, and by increased
product royalties from Japan and Greater China.
COST OF REVENUES, OPERATING EXPENSES, AND INCOME TAXES
Cost of revenues as a percentage of revenues increased to 21.7% in the first
quarter of 1998 from 21.3% in 1997. As a result, the gross profit margin
decreased slightly year-on-year to 78.3% from 78.7%.
Research and development (R&D) expenses increased 17% to $2.4 million in the
first quarter of fiscal 1998 from $2.1 million in the corresponding prior year
period. This increase was primarily due to increased headcount resulting from
the acquisition of SpatialWare and The Data Consultancy, partially offset by
lower costs in the Troy, New York, development operations. As a percentage of
revenues, R&D expense declined to 18.5% in the first quarter of 1998 from 20.7%
in the first quarter of 1997.
Selling and marketing expenses increased 11% to $6.1 million in the first
quarter of fiscal 1998 from $5.5 million in 1997. As a percentage of revenues,
selling and marketing expenses declined to 46.2% in 1998 from 54.4% in 1997.
The increase in selling and marketing expenses in the first quarter was
primarily attributable to increased headcount in Europe and to implement the
business unit strategy and the vertical industry focus in the Americas. The
increase in expenses was partially offset by reduced selling costs in Japan
following the Company's closing of its support office in Tokyo.
6
<PAGE>
General and administrative expenses increased 4% to $1.7 million in the first
quarter of fiscal 1998 from $1.6 million in 1997. As a percentage of revenues,
general and administrative expenses declined to 12.8% in 1998 from 16.0% in
1997. The increase in general and administrative expenses reflected increased
costs in Europe due to The Data Consultancy acquisition and to support growing
operations.
The 1998 first quarter increase in other income is primarily related to a $115
thousand increase in interest income associated with moving the Company's short-
term investments from tax-exempt to taxable securities.
The effective income tax rate was 20% in the first quarter of fiscal 1998
compared to 21% in the first quarter of fiscal 1997.
FINANCIAL CONDITION
The Company's cash and short-term investments totaled $30.8 million at December
31, 1997, compared to $31.2 million at September 30, 1997. At December 31,
1997, the portfolio was invested primarily in short-term, liquid, taxable
securities.
MapInfo has no material long-term debt. The Company has a $20 million credit
facility with a bank that expires in December 1999, and a $10 million credit
facility with a bank that expires in January 1999. There were no outstanding
borrowings under either facility at December 31, 1997.
Net cash generated from operating activities was $2.4 million for the three
months ended December 31, 1997, compared to $(0.5) million for the corresponding
period in the prior year. Net cash used for investing activities of $10.4
million included $2.1 million for the acquisition of The Data Consultancy and
$7.5 million in purchases of short-term investments.
The Board of Directors has authorized the Company to implement a Common Stock
repurchase program under which the Company is authorized to purchase a maximum
of $5,000,000 of Common Stock on the open market or in negotiated transactions
from time to time. The program will remain in effect until September 30, 1998
unless discontinued earlier by the Board of Directors. The Company intends to
use the repurchased shares for issuance upon the exercise of employee stock
options, purchases under the Company's stock purchase plan, or other corporate
purposes. In the quarter ended December 31, 1997, no shares were repurchased
under this program. To date, the Company has repurchased 82,000 shares at a
cost of $879,000.
Management believes existing cash and short-term investments together with funds
generated from operations should be sufficient to meet the Company's operating
requirements for the next twelve months.
THE DATA CONSULTANCY ACQUISITION
Pursuant to a Share Sale and Purchase Agreement dated December 2, 1997, the
Company acquired all of the issued share capital of The URPI Group Limited, an
English company trading as The Data Consultancy ("The Data Consultancy") and
engaged in the sale of market analysis solutions and information products in the
United Kingdom. The purchase price was
7
<PAGE>
approximately $4.2 million, consisting of $3.8 million in cash and $400 thousand
in stock. In addition, the Company is obligated to make a contingent cash
payment in October 1998, up to a maximum of approximately $1.0 million in cash,
based on the financial performance of The Data Consultancy in the year following
the acquisition. The acquisition has been accounted for as a purchase and,
accordingly, the Company has included The Data Consultancy's results of
operations in its financial statements from the date of acquisition.
CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS
This Quarterly Report on Form 10-Q contains forward-looking statements. For
this purpose, any statements contained herein that are not statements of
historical fact may be deemed to be forward-looking statements. Without
limiting the foregoing, the words "believes," "anticipates," "plans," "expects,"
and similar expressions are intended to identify forward-looking statements.
The following important factors, among others, could cause actual results to
differ materially from those indicated by forward-looking statements made in
this Quarterly Report on Form 10-Q and presented elsewhere by management from
time to time.
In addition to the other information in this Quarterly Report on Form 10-Q, the
following issues and risks, among others, should be considered in evaluating
MapInfo's outlook and future.
NEW PRODUCTS AND TECHNOLOGICAL CHANGE. The mapping software and information
business is characterized by extremely rapid technological change, evolving
industry standards, and frequent new product introductions. These conditions
require continuous expenditures on product research and development to enhance
existing products and to create new products. The Company believes that the
timely development of new products and continuing enhancements to existing
products is essential to maintain its competitive position in the marketplace.
During fiscal 1997, the Company introduced a number of new products, including
ProServer, SpatialWare and MapX. The Company's future success depends, in part,
upon customer and market acceptance of these new products. The Company's
future success will also depend in part on its ability to integrate the
operations of The Data Consultancy. Any failure to achieve acceptance of these
and other new product offerings could have a material adverse effect on the
Company's business and results of operations. There can be no assurance that the
Company will successfully complete the development of new or enhanced products
or successfully manage transitions from one product release to the next.
COMPETITION. The Company encounters significant competition in the market for
business mapping systems worldwide. Increased competition may lead to pricing
pressures that could adversely affect the Company's gross margins. Prices of
software in Europe and Asia are generally higher than in the Americas to cover
localization costs and higher costs of distribution. Such price uplifts could
erode in the future.
RELIANCE ON THIRD PARTIES. The Company relies in part on strategic partners and
independent developers for the development of specialized data products that use
MapInfo software. Failure by such strategic partners or independent developers
to continue to develop such data products, or changes in the contractual
arrangements with such strategic partners or independent
8
<PAGE>
developers, could have a material adverse effect on the Company's business and
results of operations.
EXPANSION TO ENTERPRISE MARKET. The Company has previously marketed its
products primarily in the desktop mapping market. The Company has recently
expanded its product offerings beyond the desktop market to the enterprise and
Internet/intranet markets. Sales to the enterprise and Internet/intranet
markets are directed to different decision-makers within customer organizations
and require different selling and marketing programs than are used in the
desktop market. The failure of these products to achieve market acceptance
could have a material adverse effect on the Company's business and results of
operations.
PRICES. Future prices the Company is able to obtain for its products may
decrease from previous levels depending upon market or competitive pressures or
distribution channel factors.
INTELLECTUAL PROPERTY RIGHTS. The Company regards its software as proprietary
and attempts to protect it with a combination of copyright, trademark and trade
secret laws, employee and third party non-disclosure agreements, and other
methods of protection. Despite these precautions, it may be possible for
unauthorized third parties to copy certain portions of the Company's products or
reverse engineer or obtain and use information the Company regards as
proprietary. In addition, the Company's shrink-wrap licenses, under which the
Company licenses its products, may be unenforceable under the laws of certain
jurisdictions; and the laws of some foreign countries do not protect the
Company's proprietary rights to the same extent as do the laws of the United
States. Any misappropriation of the Company's intellectual property could have
a material adverse effect on the Company's business and results of operations.
Furthermore, there can be no assurance that third parties will not assert
infringement claims against the Company in the future with respect to current or
future products. Any such assertion could require the Company to enter into
royalty arrangements or result in costly litigation.
COST OF REVENUES. Cost of revenues varies with the mix of technology
development and licensing fees, product revenues, and services revenues, as well
as with the distribution channel mix. Changes in the revenue mix, as well as
the distribution model, may continue to affect cost of revenues as a percentage
of net revenues in the future.
RISKS ASSOCIATED WITH INTERNATIONAL OPERATIONS. Revenues outside the Americas
were 49% and 53% of revenues in the fiscal first quarters ended December 31,
1997 and December 31, 1996, respectively. The international portion of the
Company's business is subject to a number of inherent risks, including the
difficulties in building and managing international operations, reliance on
financial commitments from certain international distributors, difficulties in
localizing products and translating documentation into international languages,
fluctuations in the value of international currencies, fluctuations in
import/export duties and quotas, and unexpected regulatory, economic, or
political changes in international markets. Changes in international business
conditions could have a material adverse effect on the Company's business and
results of operations.
9
<PAGE>
YEAR 2000 COMPLIANCE. The Company's salable products rely on software
applications. The Company also relies on systems of other parties in regard to
its business, accounting and operational software. The Company believes that
its salable products, as well as its significant business, accounting and
operations software are year 2000 compliant. However, there can be no assurance
that the Company will not experience difficulties with the conversion of these
systems. The Company's business, financial condition or results of operations
could be materially adversely affected by the failure of its salable products,
systems and applications or those operated by other parties to properly manage
dates beyond 1999.
ACCOUNTING STANDARDS. Statement of Financial Accounting Standards No. 130
"Reporting Comprehensive Income" (SFAS No. 130) is effective for fiscal years
beginning after December 15, 1997. This Statement establishes standards for
reporting and disclosure of comprehensive income and its components in a full
set of general-purpose financial statements. The Company will adopt SFAS No.
130 effective October 1, 1998. Statement of Financial Accounting Standards No.
131 "Disclosures About Segments of an Enterprise and Related Information" (SFAS
No. 131) is effective for fiscal years beginning after December 15, 1997 and
requires disclosures about operating segments and enterprise-wide disclosures
about products and services, geographic areas and major customers. Effective
October 1, 1998, the Company will adopt SFAS No. 131. Statement of Position 97-
2 "Software Revenue Recognition" is effective for fiscal years beginning after
December 15, 1997. This statement provides guidance on recognizing revenue on
software transactions. The Company will adopt Statement of Position 97-2
effective October 1, 1998.
10
<PAGE>
MAPINFO CORPORATION
Part II. Other Information
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
The exhibits listed in the Exhibit Index filed as part of this report are
filed as part of this report or are included in this report.
(b) Reports on Form 8-K
The Company filed a Form 8-K on November 6, 1997 in connection with the
Company's reincorporation as a Delaware business corporation.
11
<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.
MAPINFO CORPORATION
Date: February 12, 1998 By: /s/ D. Joseph Gersuk
---------------------
D. Joseph Gersuk,
Executive Vice President,
Finance and International
Operations, Chief Financial
Officer and Treasurer
(Principal Financial Officer)
12
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description of Exhibit
- ------ ----------------------
<S> <C>
27 Financial Data Schedule.
</TABLE>
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
ACCOMPANYING FINANCIAL STATEMENTS 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> SEP-30-1998
<PERIOD-START> OCT-01-1997
<PERIOD-END> DEC-31-1997
<CASH> 16,811
<SECURITIES> 14,000
<RECEIVABLES> 10,983
<ALLOWANCES> 1,158
<INVENTORY> 859
<CURRENT-ASSETS> 43,756
<PP&E> 10,445
<DEPRECIATION> 5,990
<TOTAL-ASSETS> 55,183
<CURRENT-LIABILITIES> 13,796
<BONDS> 0
0
0
<COMMON> 12
<OTHER-SE> 41,273
<TOTAL-LIABILITY-AND-EQUITY> 55,183
<SALES> 13,145
<TOTAL-REVENUES> 13,145
<CGS> 2,854
<TOTAL-COSTS> 2,854
<OTHER-EXPENSES> 10,189
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 380
<INCOME-TAX> 76
<INCOME-CONTINUING> 304
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 304
<EPS-PRIMARY> 0.05
<EPS-DILUTED> 0.05
</TABLE>