<PAGE>
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 SEPTEMBER 30, 1996
Commission File Number 0-23222
FINISHMASTER, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Michigan 38-2252096
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
4259 40th Street, SE
Kentwood, Michigan 49512
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's Telephone Number, including area code:(616) 949-7604
Indicate by check mark whether the registrant (1) has filed all annual,
quarterly and other reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding twelve months and (2) has
been subject to the filing requirements for at least the past 90 days.
Yes X No
------ ------
Indicate the number of shares outstanding for each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at November 1, 1996
----- -------------------------------
Common Stock 6,000,140 shares
<PAGE>
PART I. FINANCIAL STATEMENTS
CONSOLIDATED CONDENSED BALANCE SHEETS
FINISHMASTER, INC.
(in thousands)
(unaudited)
ASSETS
September 30, March 31,
1996 1996
------------- --------
CURRENT ASSETS:
Cash $ 788 $ 1,109
Accounts receivable, (Net of allowance
of $407 and $350, respectively) 14,511 15,119
Inventory 20,327 23,502
Prepaid expenses and other current assets 631 808
------------- ---------
TOTAL CURRENT ASSETS 36,257 40,538
PROPERTY AND EQUIPMENT, NET 6,913 6,249
OTHER ASSETS:
Intangibles assets, net and other 21,582 19,985
------------- ---------
$ 64,752 $ 66,772
------------- ---------
------------- ---------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable $ 1,294 $
Accounts payable 5,047 10,093
Accrued expenses and other current liabilities 2,031 1,766
Current maturities of long-term obligations 4,174 3,643
------------- ---------
TOTAL CURRENT LIABILITIES 12,546 15,502
LONG-TERM OBLIGATIONS 19,013 19,605
STOCKHOLDERS' EQUITY:
Preferred Stock, no par value
1,000,000 shares authorized
Common stock, $1 stated value, 10,000,000
shares authorized, 6,000,140 and 6,000,000
shares issued and outstanding, respectively 6,000 6,000
Additional paid-in capital 14,509 14,508
Retained earnings 12,684 11,157
------------- ---------
33,193 31,665
------------- ---------
$ 64,752 $ 66,772
------------- ---------
------------- ---------
See notes to consolidated condensed financial statements
2
<PAGE>
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
FINISHMASTER, INC.
(in thousands, except per share data)
(unaudited)
Three Months Ended September 30,
--------------------------------
1996 1995
-------- --------
NET SALES $ 33,399 $ 26,928
COST OF SALES 21,584 17,417
-------- --------
GROSS PROFIT 11,815 9,511
EXPENSES
Operating expenses 5,182 3,872
Selling, general and administrative 3,979 3,494
Depreciation 253 223
Amortization of intangible assets 515 260
-------- --------
TOTAL 9,929 7,849
-------- --------
INCOME FROM OPERATIONS 1,886 1,662
Interest Expense 497 127
-------- --------
INCOME BEFORE PROVISION FOR INCOME TAXES 1,389 1,535
Provision For Income Taxes 562 586
-------- --------
NET INCOME $ 827 $ 949
-------- --------
-------- --------
NET INCOME PER SHARE $.14 $.16
-------- --------
-------- --------
WEIGHTED AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING 6,000 6,000
-------- --------
-------- --------
See notes to consolidated condensed financial statements
3
<PAGE>
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
FINISHMASTER, INC.
(in thousands, except per share data)
(unaudited)
Six Months Ended September 30,
------------------------------
1996 1995
-------- --------
NET SALES $ 66,548 $ 50,413
COST OF SALES
42,806 32,436
-------- --------
GROSS PROFIT 23,742 17,977
EXPENSES
Operating expenses 10,244 7,195
Selling, general and administrative 8,487 6,648
Depreciation 508 367
Amortization of intangible assets 966 541
-------- --------
TOTAL 20,205 14,751
-------- --------
-------- --------
INCOME FROM OPERATIONS 3,537 3,226
Interest Expense 946 174
-------- --------
-------- --------
INCOME BEFORE PROVISION FOR INCOME TAXES 2,591 3,052
Provision for Income Taxes 1,064 1,172
-------- --------
NET INCOME $ 1,527 $ 1,880
-------- --------
-------- --------
NET INCOME PER SHARE $ .25 $ .31
-------- --------
-------- --------
WEIGHTED AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING 6,000 6,000
-------- --------
-------- --------
See notes to consolidated condensed financial statements
4
<PAGE>
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOW
FINISHMASTER, INC
(in thousands)
(unaudited)
Six Months Ended September 30,
------------------------------
1996 1995
------- --------
OPERATING ACTIVITIES
Net Income $ 1,527 $ 1,880
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 1,474 908
Changes in operating assets and liabilities:
Accounts receivable 1,471 (218)
Inventories 3,950 836
Prepaid expenses and other (9) 85
Accounts payable and other current liabilities (6,037) (2,180)
------- --------
NET CASH PROVIDED BY
OPERATING ACTIVITIES 2,376 1,311
INVESTING ACTIVITIES
Cash used in business acquisitions (3,129) (14,626)
Purchases of property and equipment (826) (305)
Sale of marketable securities 6,905
Other 25 16
------- --------
NET CASH PROVIDED BY (USED IN)
INVESTING ACTIVITIES (3,930) (8,010)
FINANCING ACTIVITIES
Net borrowings under revolving lines of credit 1,294
Repayment of long term obligations (1,539) (2,353)
Issuance of long term obligations 1,478 8,059
------- --------
NET CASH USED IN
FINANCING ACTIVITIES (1,233) (5,706)
------- --------
DECREASE IN CASH (321) (993)
CASH AT BEGINNING OF PERIOD 1,109 2,138
------- --------
CASH AT END OF PERIOD $ 788 $ 1,145
------- --------
------- --------
See notes to consolidated condensed financial statements
5
<PAGE>
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
FINISHMASTER, INC.
SEPTEMBER 30, 1996
NOTE 1 - BASIS OF PRESENTATION
The consolidated condensed financial statements include the accounts of
FinishMaster, Inc. and its wholly owned subsidiary Refinishers Warehouse,
Inc. All significant intercompany balances and transactions have been
eliminated in consolidation. These consolidated condensed financial
statements are unaudited and have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly,
they do not include all of the information and notes required by generally
accepted accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting only of normal recurring
accruals) considered necessary for a fair presentation of the results of the
interim periods covered have been included. For further information, refer
to the consolidated financial statements and notes thereto included in
FinishMaster's annual report on Form 10-K for the year ended March 31, 1996.
The results of operations for the interim periods presented are not
necessarily indicative of the results for the full year. Certain
reclassifications have been made to the consolidated condensed financial
statements for the three and six months ended September 30, 1995 to conform
to the classifications used in the current year.
A change in control of the Company occurred on July 9, 1996. On such date,
LDI AutoPaints, Inc., an Indiana corporation, and Maxco, Inc., a Michigan
corporation consummated the purchase and sale of all 4,045,000 shares of
Common Stock of the Company which were owned by Maxco. The shares purchased
and sold represent 67.4% of the total issued and outstanding shares of Common
Stock of the Company.
NOTE 2 - ACQUISITION
The Company's acquisition strategy is to continue to acquire automotive
paint distributors in existing and new markets. During the six month period
ended September 30, 1996, the Company acquired one business, with six
locations in Maryland and Virginia to supplement the its East Coast region.
The acquired business has historical annual sales of approximately $8.5
million. This acquisition, which involved the purchase of assets, has been
accounted for as a purchase and accordingly, the acquired assets and
liabilities have been recorded at their estimated fair values at the date of
acquisition. Operating results of the acquired business are included in
FinishMaster's financial statements from the date of purchase.
NOTE 3 - DEBT COVENANTS
Under the terms of a debt agreement, the Company is subject to a certain
debt coverage ratio, where EBITDA (earnings before interest, taxes,
depreciation, and amortization) must meet or exceed debt service by a ratio
of 1.5 to 1. The Company has obtained a waiver from the bank for its
noncompliance with this covenant.
6
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINISHMASTER, INC.
SEPTEMBER 30, 1996
LIQUIDITY AND CAPITAL RESOURCES
The Company's liquidity and capital resources are significantly affected by its
acquisition activity. Acquisitions typically are financed by a combination of
internally generated cash flow, seller financing, and borrowings under the
Company's loan facilities. The Company had working capital of $23.7 million at
September 30, 1996. In addition, the Company has a credit agreement which
provides for borrowings in the aggregate of $20.0 million, of which $11.2
million was available at September 30, 1996.
The Company's operating activities generated $2.4 million of cash through the
first six months of 1996 compared to $1.3 million in the same period in the
prior year. The increase in cash generated of $1.1 million from operating
activities is primarily attributable to a reduction in accounts receivable
and inventory, as a result of greater emphasis on asset management in those
areas. This cash generation was partially offset by the acceleration of
supplier payments to maximize discounts.
The Company's investing activities used cash totaling $3.1 million to acquire
a business during the six months ended September 30, 1996 compared to $14.6
million in the same period in the prior year. In addition, the company sold
marketable securities of $6.9 million in the six month period ending
September 30, 1995 to fund acquisition activity.
The Company believes its cash and other liquid resources, cash flow generated
from operating activities, and the available lines of credit will be sufficient
to support operations and general capital requirements for the next twelve
months.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
RESULTS OF OPERATIONS
The following table sets forth for the three months and six months ended
September 30, 1996 and September 30, 1995, respectively, certain items from the
Company's Statement of Operations as a percentage of net sales.
Three months ended Six months ended
September 30, September 30,
------------------ ----------------
1996 1995 1996 1995
----- ----- ----- -----
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 64.6 64.7 64.3 64.3
----- ----- ----- -----
Gross profit 35.4 35.3 35.7 35.7
Operating expenses 15.5 14.4 15.4 14.3
Selling, general and administrative 11.9 13.0 12.8 13.2
Depreciation 0.8 0.8 0.8 0.7
Amortization of intangible assets 1.5 1.0 1.4 1.1
----- ----- ----- -----
29.7 29.2 30.4 29.3
----- ----- ----- -----
Income from operations 5.7 6.1 5.2 6.4
Interest expense 1.5 0.4 1.4 0.4
----- ----- ----- -----
Provision for Income Taxes 1.7 2.2 1.6 2.3
----- ----- ----- -----
Net income 2.5% 3.5% 2.2% 3.7%
----- ----- ----- -----
----- ----- ----- -----
NET SALES. Net sales increased $6.5 million, or 24.0%, from $26.9 million for
the three months ended September 30, 1995 to $33.4 million for the three months
ended September 30, 1996. Net sales increased $16.1 million, or 32.0%, from
$50.4 million for the six months ended September 30, 1995 to $66.5 million for
the six months ended September 30, 1996. The net sales increase for three months
ended September 30, 1996 resulted primarily from sales generated by acquisitions
completed since September 30, 1995. Same outlet sales were flat for the three
months ended September 30, 1996 compared to the same period in the prior year.
Of the six month net sales increase, $15.1 million resulted from sales generated
by acquisitions with the remainder coming from same outlet sales growth.
GROSS PROFIT. Gross profit increased from $9.5 million to $11.8 million and as
a percentage of net sales from 35.3% to 35.4% for the three month period ending
September 30, 1996 over the same period in the prior year. For the six month
period ending September 30, 1996, gross profit increased from $18.0 million to
$23.7 million and remained constant as a percentage of net sales at 35.7% over
the same period in the prior year. Gross profit percentages remained relatively
constant due to the Company's continued participation in supplier discounts and
volume buying from major suppliers as well as maintaining margins with
customers.
OPERATING EXPENSES. Operating expenses increased from $3.9 million to $5.2
million, and as a percentage of net sales, from 14.4% to 15.5% for the three
month period ending September 30, 1996 over the same period in the prior
year. For the six month period ending September 30, 1996, operating expenses
increased from $7.2 million to $10.2 million, and as a percentage of net
sales, from 14.3% to 15.4% over the same period in the prior year. Operating
expenses consist of wages, benefits, building, and vehicle costs for the
outlets and the distribution center. The increase as a percentage of net
sales is the result of high cost structures of acquisitions acquired.
Management expects a reduction in operating expenses as a percentage of net
sales as acquisition efficiencies and store consolidations occur, as well as
from additional acquisitions which will be consolidated into existing
operations. While consolidations may occur within existing markets where
appropriate, the Company has no plans to withdraw from any of its existing
markets.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
SELLING, GENERAL AND ADMINISTRATIVE. Selling, general and administrative
expenses increased from $3.5 million to $4.0 million; however, these expenses
decreased as a percentage of net sales from 13.0% to 11.9% for the three month
period ending September 30, 1996 over the same period in the prior year. For the
six month period ending September 30, 1996, selling, general and administrative
expenses increased from $6.6 million to $8.5 million: however, these expenses
decreased as a percentage of net sales from 13.2% to 12.8% over the same period
in the prior year. General and administrative expenses consist of corporate
support staff and expenses for marketing, data processing, accounting, credit,
purchasing and human resources. Selling expenses include sales commissions,
wages, and expenses supporting customer sales activity. The expense decrease as
a percentage of net sales is a result of sales increasing at a greater rate than
selling, general and administrative expenses for both periods mentioned above.
AMORTIZATION OF INTANGIBLE ASSETS. Amortization increased from $0.3 million
to $0.5 million and as a percentage of net sales from 1.0% to 1.5% for the three
month period ending September 30, 1996 over the same period in the prior year.
For the six month period ending September 30, 1996, amortization increased from
$0.5 million to $1.0 million and as a percentage of net sales from 1.1% to 1.4%
over the same period in the prior year. The increase is attributable to
amortization of intangibles from companies acquired.
OPERATING INCOME. As a result of the foregoing, income from operations
increased to $1.9 million from $1.7 million; however, income from operations
decreased as a percent of net sales from 6.1% to 5.7% for the three month period
ending September 30, 1996 over the same period in the prior year. For the six
month period ending September 30, 1996, income from operations increased to $3.5
from $3.2 million; however, income from operations decreased as a percent of net
sales from 6.4% to 5.3% over the same period in the prior year.
INTEREST EXPENSE. Interest expense increased from $0.1 million to $0.5 million
for the three month period ending September 30, 1996 over the same period in the
prior year. For the six month period ending September 30, 1996, interest expense
increased from $0.2 million to $0.9 million over the same period in the prior
year. The increase is a result of acquisition financing and borrowings used to
take advantage of favorable supplier payment discounts.
PROVISION FOR INCOME TAX. The Company's effective tax rate increased from 38%
to 40% for the three month period ending September 30, 1996 over the same period
in the prior year. For the six month period ended September 30, 1996 the
effective tax rate increased from 38% to 41% over the same period in the prior
year. The provision is comprised of approximately 35% for federal income tax and
6% for state income tax. This increase is primarily attributable to the entrance
into new states with varied tax rates.
NET INCOME. Net Income was $0.8 million or $0.14 per share for the three month
period ending September 30, 1996 compared to $0.9 million or $0.16 per share in
the prior year. for the three month period ending September 30, 1995. For the
six month period ending September 30, 1996, net income was $1.5 million or $0.25
per share compared to $1.9 million or $0.31 per share in the same period in the
prior year.
9
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Not applicable
Item 2. Changes in Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
(a) The annual meeting of shareholders was held on September 18, 1996.
(b) The following directors were elected at the meeting:
For Withheld
--------- --------
Margot L. Eccles 5,210,013 2,315
William J. Fennessy 5,210,213 2,115
Peter L. Frechette 5,210,213 2,115
Andre B. Lacy 5,210,013 2,315
Michael J. Siereveld 5,210,213 2,115
Walter S. Wiseman 5,209,313 3,015
Thomas U. Young 5,210,213 2,115
(c) The other matters voted upon at the meeting
and results of those votes were as follows:
Ratification of Auditors
For Against Abstain Broker Non-Vote
--- ------- ------- ---------------
5,210,628 1,200 500
Approval of Change of Corporate Domicile from State of Michigan to State of
Indiana
For Against Abstain Broker Non-Vote
--- ------- ------- ---------------
4,634,371 118,624 2,590 456,743
Item 5. Other Information and Events
By a letter dated July 22, 1996, Mr. Ronald P. White resigned as a
director and as President and Chief Operating Officer of the
Registrant. By a letter dated July 29, 1996, Mr. James F. White
resigned as a director of the Registrant. The Board of Directors
elected Thomas U. Young, the existing Vice Chairman of the Board of
the Company, to replace Mr. Ronald P. White as President and Chief
Operating Officer and nominated Mr. Peter Frechette, the Chairman,
President and Chief Executive Officer of Paterson Dental Company, for
election as a director at the annual meeting of shareholders. Mr.
Young and Mr. Frechette, together with the other director nominees
identified in Item 4, were elected to the Board of Directors by the
shareholders at the annual meeting held on September 18, 1996.
10
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
The following exhibits, unless otherwise indicated, have been filed as
exhibits to Form S-1 Registration Statement, No. 33-73804, effective date of
February 22, 1994, or as exhibits filed by the Registrant, and are hereby
incorporated by reference.
Exhibit
No. Description of Document
------- --------------------------
3.1 Articles of Incorporation of the Registrant
3.2 Bylaws of FinishMaster, Inc.
10.1 Deferred Compensation Agreement dated April 1, 1977 by and
between the Company and James F. White
10.11 Amendment to Deferred Compensation Agreement dated December 15,
1995 by and between the Company and James F. White (incorporated
by reference to Form 10-Q dated December 31, 1995)
10.12 Loan Agreement dated June 7, 1990 between the Company
and FB Annuity Company relating to the purchase of the Company's
Kentwood, Michigan central distribution facility.
10.13 FinishMaster Inc. Stock Option Plan
10.14 Credit Agreement dated August 24, 1995 between the Company and
National Bank of Detroit to fund acquisitions and working capital
requirements (incorporated by reference to Form 10-Q dated
September 30, 1995)
10.15 Amendment to Credit Agreement dated July 1, 1996.
11.1* Statement regarding computation of per share earnings
27.1* Financial Data Schedule
* Filed herewith
Form 8-K was originally filed on July 16, 1996 regarding a change
in control of Registrant and a change in Registrant's certifying
accountant, as amended by a Form 8-K/A filed on July 29, 1996
regarding a clarification with respect to the change in
Registrant's certifying accountant.
Form 8-K was filed on November 8, 1996 regarding a change in the
fiscal year of the Registrant from a fiscal year ending March 31
to a fiscal year ending December 31.
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.
FINISHMASTER, INC.
Date November 11, 1996 \S\ THOMAS U. YOUNG
----------------- --------------------------
Thomas U. Young, President
(Chief Operating Officer)
\S\ ROGER A. SOROKIN
--------------------------
Roger A. Sorokin, Vice President-Finance
(Principal Financial and Accounting
Officer)
12
<PAGE>
FINISHMASTER INC.
EXHIBIT 11.1-STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
Three Months Ended
September 30,
-----------------------
NET INCOME FOR COMPUTATION
OF PER SHARE AMOUNTS 1996 1995
- ---------------------------- --------- ----------
Net Income attributable to common
stock--primary and fully diluted $ 827,000 $ 949,000
PRIMARY
- ----------------------------
Average shares outstanding 6,000,140 6,000,000
Net effect of dilutive stock options--based on the
Treasury Stock Method using average market price 0 0
--------- ----------
TOTAL 6,000,140 6,000,000
PER SHARE AMOUNT(1) $ 0.14 $ 0.16
--------- ----------
--------- ----------
FULLY DILUTED
- ----------------------------
Average shares outstanding 6,000,140 6,000,000
Net effect of dilutive stock options--based on the
Treasury Stock Method using the quarter-end
market price if higher than average market price 0 0
TOTAL 6,000,140 6,000,000
PER SHARE AMOUNT(1) $ 0.14 $ 0.16
--------- ----------
--------- ----------
(1) Aggregate dilution from stock options is less than three percent of earnings
per common share outstanding and therefore need not be reported for either
primary or fully diluted earnings per share.
13
<PAGE>
FINISHMASTER INC.
EXHIBIT 11.1-STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
Six Months Ended
September 30,
----------------------
NET INCOME FOR COMPUTATION
OF PER SHARE AMOUNTS 1996 1995
- ---------------------------- ---------- ---------
Net Income attributable to common
stock--primary and fully diluted $1,527,000 $1,880,000
---------- ---------
---------- ---------
PRIMARY
- ----------------------------
Average shares outstanding 6,000,140 6,000,140
Net effect of dilutive stock options--based
on the Treasury Stock Method using
average market price 0 0
--------- ----------
TOTAL 6,000,140 6,000,140
PER SHARE AMOUNT(1) $ 0.25 $ 0.31
---------- ---------
---------- ---------
FULLY DILUTED
- ----------------------------
Average shares outstanding 6,000,140 6,000,140
Net effect of dilutive stock options--based on the
Treasury Stock Method using the quarter-end
market price if higher than average market price 0 0
---------- ---------
TOTAL 6,000,140 6,000,140
PER SHARE AMOUNT(1) $ 0.25 $ 0.31
---------- ---------
---------- ---------
(1) Aggregate dilution from stock options is less than three percent of earnings
per common share outstanding and therefore need not be reported for either
primary or fully diluted earnings per share.
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> JUL-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 788
<SECURITIES> 0
<RECEIVABLES> 14918
<ALLOWANCES> 407
<INVENTORY> 20237
<CURRENT-ASSETS> 36257
<PP&E> 6913
<DEPRECIATION> 2691
<TOTAL-ASSETS> 64752
<CURRENT-LIABILITIES> 12545
<BONDS> 0
0
0
<COMMON> 6000
<OTHER-SE> 27194
<TOTAL-LIABILITY-AND-EQUITY> 64752
<SALES> 66548
<TOTAL-REVENUES> 66548
<CGS> 42806
<TOTAL-COSTS> 20205
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 946
<INCOME-PRETAX> 2591
<INCOME-TAX> 1064
<INCOME-CONTINUING> 1527
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1527
<EPS-PRIMARY> 0.25
<EPS-DILUTED> 0.25
</TABLE>
