<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JULY 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM _____________________TO___________________
COMMISSION FILE NO. 0-23442
CAMERON ASHLEY BUILDING PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
GEORGIA 58-1984957
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
11651 PLANO ROAD, DALLAS TX 75243
(Address of principal executive offices)
(Zip Code)
214-860-5100
(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
--- ---
The number of shares of Registrant's Common Stock outstanding at September 4,
1996 was 9,040,138.
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Exhibit Index on page 14.
Page 1 of 15
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
INDEX
PART I. FINANCIAL INFORMATION PAGE NO.
--------
Item 1. Consolidated Condensed Financial Statements
Consolidated Condensed Balance Sheets as of July 31, 1996 and
October 31, 1995 3
Consolidated Condensed Statements of Income for the three months
and the nine months ended July 31, 1996 and 1995 4
Consolidated Condensed Statements of Stockholders' Equity for the
nine months ended July 31, 1996 5
Consolidated Condensed Statements of Cash Flows for the nine months
ended July 31, 1996 and 1995 6
Notes to Consolidated Condensed Financial Statements 7-8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9-11
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 12
-2-
<PAGE>
PART 1. FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
CAMERON ASHLEY BUILDING PRODUCTS, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(UNAUDITED)
(IN THOUSANDS)
July 31, October 31,
1996 1995
-------- -----------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 1,745 $ 3,494
Accounts receivable, net 82,867 75,502
Inventories 72,304 51,780
Prepaid expenses and other assets 2,098 1,738
Deferred income taxes 1,010 843
-------- --------
Total current assets 160,024 133,357
PROPERTY, PLANT AND EQUIPMENT, NET 28,972 23,591
INTANGIBLES, NET 21,705 17,530
OTHER ASSETS 886 589
-------- --------
TOTAL $211,587 $175,067
-------- --------
-------- --------
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 48,458 $ 40,410
Accrued expenses 12,780 11,269
Current maturities of debt 786 1,099
-------- --------
Total current liabilities 62,024 52,778
LONG-TERM DEBT, LESS CURRENT MATURITIES 57,124 38,264
DEFERRED INCOME TAXES 1,381 1,039
-------- --------
Total liabilities 120,529 92,081
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock; authorized 100,000 shares,
no shares issued and outstanding
Common stock; no par value; authorized
20,000,000 shares;
9,432,112 shares issued at
July 31, 1996, 9,021,175 shares
issued at October 31, 1995 60,372 58,550
Retained earnings 34,861 27,319
Treasury stock, at cost, 431,974 shares
at July, 1996, 297,200 shares at
October 31, 1995 (4,175) (2,883)
-------- --------
Total stockholders' equity 91,058 82,986
-------- --------
TOTAL $211,587 $175,067
-------- --------
-------- --------
See notes to consolidated condensed financial statements.
-3-
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
(IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
<TABLE>
Three Months Ended Nine Months Ended
---------------------- -----------------------
July 31, July 31, July 31, July 31,
1996 1995 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
NET SALES $163,852 $137,722 $418,978 $355,554
COST OF SALES 131,676 112,332 337,064 287,561
-------- -------- -------- --------
GROSS PROFIT 32,176 25,390 81,914 67,993
OPERATING EXPENSES 24,181 18,744 66,705 53,811
-------- -------- -------- --------
INCOME FROM OPERATIONS 7,995 6,646 15,209 14,182
OTHER (INCOME) EXPENSE 9 (155) (31) (217)
INTEREST EXPENSE 1,009 744 2,576 2,575
-------- -------- -------- --------
INCOME BEFORE INCOME TAXES 6,977 6,057 12,664 11,824
PROVISION FOR INCOME TAXES 2,811 2,287 4,877 4,472
-------- -------- -------- --------
INCOME BEFORE EXTRAORDINARY CHARGE $ 4,166 $ 3,770 $ 7,787 $ 7,352
EXTRAORDINARY CHARGE - EARLY
EXTINGUISHMENT OF DEBT, NET OF
INCOME TAX 0 0 245 0
-------- -------- -------- --------
NET INCOME $ 4,166 $ 3,770 $ 7,542 $ 7,352
-------- -------- -------- --------
-------- -------- -------- --------
INCOME PER SHARE BEFORE
EXTRAORDINARY CHARGE $ 0.45 $ 0.40 $ 0.85 $ 0.88
-------- -------- -------- --------
-------- -------- -------- --------
NET INCOME PER SHARE AFTER
EXTRAORDINARY CHARGE $ 0.45 $ 0.40 $ 0.82 $ 0.88
-------- -------- -------- --------
-------- -------- -------- --------
WEIGHTED AVERAGE SHARES
OUTSTANDING 9,255 9,485 9,163 8,348
-------- -------- -------- --------
-------- -------- -------- --------
</TABLE>
See notes to consolidated condensed financial statements.
-4-
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
COMMON STOCK TREASURY STOCK
--------------- Retained --------------
SHARES VALUE EARNINGS SHARES VALUE TOTAL
------ ----- -------- ------ ----- -----
<S> <C> <C> <C> <C> <C> <C>
BALANCE AS OF NOVEMBER, 1, 1995 9,021 $58,550 $27,319 297 $(2,883) $82,986
Proceeds from exercise of stock options,
including tax benefits of $1,231,000 401 1,736 - - - 1,736
Proceeds from employee stock purchase plan 10 86 - - - 86
Purchase of treasury stock - - - 135 (1,292) (1,292)
Net income - - 7,542 - - 7,542
----- ------- ------- ------- ------- -------
BALANCE AS OF JULY 31, 1996 9,432 $60,372 $34,861 432 $(4,175) $91,058
----- ------- ------- ------- ------- -------
----- ------- ------- ------- ------- -------
</TABLE>
See notes to consolidated condensed financial statements
-5-
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(UNAUDITED)
(IN THOUSANDS)
Nine months ended
---------------------
July 31, July 31,
1996 1995
-------- --------
OPERATING ACTIVITIES:
Net income $ 7,542 $ 7,352
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation and amortization 4,312 3,471
Loss on sale of property, plant and equipment (38) (154)
Changes in operating assets and liabilities, net of
acquisitions:
Accounts Receivable 3,473 (1,387)
Inventories (10,043) (10,833)
Prepaid and deferred expenses (96) (716)
Accounts payable and accrued expenses 5,887 3,045
Other assets/liabilities (700) (288)
-------- --------
Net cash provided by operating activities 10,337 490
INVESTING ACTIVITIES:
Acquisitions (24,317) (24,315)
Seller financing of acquired businesses 500 2,538
-------- --------
Cash paid at closing for acquisitions (23,817) (21,777)
Purchases of property, plant and equipment, net (5,374) (3,156)
Other (7) (37)
-------- --------
Net cash used in investing activities (29,198) (24,970)
FINANCING ACTIVITIES:
Borrowings under Senior Debt 50,000 -
Issuance costs paid on Senior Debt (751) -
(Repayment) Borrowings of term loans (10,067) 213
Net repayments under revolving lines of credit (20,000) (4,380)
Repayments of seller financing of acquired businesses (2,431) (644)
Issuance of common stock, net of offering costs - 31,949
Proceeds from employee stock purchase plan 86 -
Exercise of stock options, including tax benefits 1,736 310
Purchase of treasury stock (1,292) -
Other (168) (136)
-------- --------
Net cash provided by financing activities 17,113 27,312
-------- --------
NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS (1,748) 2,832
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 3,494 357
-------- --------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 1,746 $ 3,189
-------- --------
-------- --------
SUPPLEMENTAL DISCLOSURE OF CASH
FLOW INFORMATION:
Cash paid for interest $ 1,728 $ 2,025
-------- --------
-------- --------
Cash paid for income taxes $ 4,331 $ 2,876
-------- --------
-------- --------
See notes to consolidated condensed financial statements.
-6-
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
JULY 31, 1996
1. INTERIM FINANCIAL STATEMENTS
The accompanying consolidated condensed financial statements of Cameron Ashley
Building Products, Inc. and its subsidiaries (the "Company") have not been
audited, however, the balance sheet at October 31, 1995 has been derived from
the Company's audited financial statements. In the opinion of the Company's
management, the financial statements reflect all adjustments necessary to
present fairly the results of operations for the nine-month periods ended July
31, 1996 and 1995, the Company's financial position at July 31, 1996 and October
31, 1995, and the cash flows for the nine-month periods ended July 31, 1996 and
1995. These adjustments are of a normal recurring nature.
Certain notes and other information have been condensed in or omitted from the
interim financial statements presented in the Quarterly Report on Form 10-Q.
Therefore, these financial statements should be read in conjunction with the
Company's 1995 Annual Report on Form 10-K.
The operating results for the third quarter and for the nine-month period ended
July 31, 1996 are not necessarily indicative of the results that may be expected
for the entire year.
2. NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE
Net income per share is computed by dividing net income by the weighted average
shares outstanding. Weighted average shares include the actual shares
outstanding and the net additional shares which would be issuable upon the
exercise of stock options, assuming that the Company used the proceeds
(including related income tax benefits) to purchase additional shares at the
average market price during the interim periods of 1996 and 1995. Only the
primary method has been presented, since the number of shares derived under this
method is not significantly different from the fully-diluted method.
3. LONG-TERM DEBT
<TABLE>
<S> <C>
Long-term debt consists of the following at July 31, 1996: (In thousands)
Bank Debt
Senior Notes - Various terms (average maturity of seven years), final maturity of
April 15, 2006 with an average interest rate of 7 1/8% $50,000
Revolving credit note due January 15, 2001; interest is due quarterly
at LIBOR rate plus 0.50% to 1.00%, or at a base rate (defined in the
agreement). At July 31, 1996, the average interest rate on advances was 6 1/8% 5,000
Seller Financing of Acquired Businesses - Various terms, interest rates ranging from 8% to 9% 2,254
Other, including capital leases 656
-------
57,910
Less Current Maturities (786)
-------
Long-term Debt $57,124
-------
-------
</TABLE>
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<PAGE>
NOTE 4. ACQUISITIONS - COMPLETED
In June 1996, the Company entered into an agreement to acquire substantially all
of the assets of California Roofers Supply, a division of Star, Inc., which is
headquartered in Hayward, California. The acquisition was completed on July 1,
1996 for a purchase price of $13.8 million and included the operations of eight
branches in both Northern and Southern California. The purchase is subject to
certain post closing adjustments and was paid with cash.
-8-
<PAGE>
ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following table sets forth items from Cameron Ashley Building Products,
Inc.'s Consolidated Condensed Statements of Income as percentages of net sales.
All percentages are before the one-time extraordinary charge.
<TABLE>
(In thousands except per share amounts)
Three Months Ended Nine Months Ended
-------------------- --------------------
July 31, July 31, July 31, July 31,
1996 1995 1996 1995
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net Sales 100.0% 100.0% 100.0% 100.0%
Cost of Sales 80.4 81.6 80.4 80.9
----- ----- ----- -----
Gross Profit 19.6 18.4 19.6 19.1
Operating Expenses 14.8 13.6 15.9 15.1
----- ----- ----- -----
Income from Operations 4.9 4.8 3.6 4.0
Other (Income) Expense 0.0 (0.1) 0.0 (0.1)
Interest Expense 0.6 0.5 0.6 0.7
----- ----- ----- -----
Income Before Income Taxes 4.3 4.4 3.0 3.4
Provision for Income Taxes 1.7 1.7 1.2 1.3
----- ----- ----- -----
Income before extraordinary charge 2.6% 2.7% 1.9% 2.1%
----- ----- ----- -----
----- ----- ----- -----
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</TABLE>
RESULTS OF OPERATIONS
THIRD QUARTER ENDED JULY 31, 1996 COMPARED TO THIRD QUARTER ENDED JULY 31, 1995
Net sales increased 19.0% from $137.7 million in the three months ended July 31,
1995 to $163.9 million in the three months ended July 31, 1996, an increase of
$26.2 million. Same branch sales for the third quarter increased 1.0% or $1.4
million, the remaining $24.7 million in additional sales was contributed from
acquisitions and new branch openings. The Company had same branch sales growth
for the period of 5.8%, excluding the sales of its Spokane, Washington branch
which discontinued sales of commodity wood products at the beginning of the
year.
Gross profit for the third quarter increased $6.8 million or 26.8% on higher
sales, and as a percentage of net sales increased 1.2% to 19.6% compared to the
same period in 1995. Gross profit percentage was affected favorably during the
quarter as a result of an improved selling margin and increased purchasing power
resulting from the Company's larger operating base.
Operating expenses increased 29.4% from $18.7 million in the 1995 period to
$24.2 million in the 1996 period and increased as a percentage of net sales from
13.6% to 14.8%. Operating expenses include both branch operations expenses as
well as corporate overhead costs and increased primarily as a result of
acquisitions and new branch openings. As a percentage of sales, the increase is
due to higher costs associated with increased millwork and tile sales in the
West and higher outbound truck and freight expenses due to rising delivery
costs.
-9-
<PAGE>
Income from operations increased 21.2% from $6.6 million in the 1995 period to
$8.0 million in the 1996 period, and increased as a percentage of net sales from
4.8% to 4.9%.
As a result of the above factors, income before income taxes increased 14.8%
from $6.1 million in the 1995 period to $7.0 million in the 1996 period. Income
before the extraordinary charge increased 10.5% from $3.8 million in the 1995
period to $4.2 million in the 1996 period. Income before the extraordinary
charge as a percentage of net sales decreased from 2.7% in the 1995 period to
2.6% in the 1996 period. Earnings per share before the extraordinary charge
increased $.05 per share to $.45 per share on 9,255,000 shares outstanding.
NINE MONTHS ENDED JULY 31, 1996 COMPARED TO NINE MONTHS ENDED JULY 31, 1995
Net sales increased 17.8% from $355.6 million in the nine months ended July 31,
1995, to $419.0 million in the nine months ended July 31, 1996, an increase of
$63.4 million. Acquisitions and new branches contributed additional sales for
the nine month period ended July 31, 1996 of $56.7; while same branch sales for
the period increased $6.7 million or 1.9%. The Company had same branch sales
growth for the nine months ended July 31, 1996 of 6.5%, which excludes the sales
of its Spokane, Washington branch, which discontinued sales of commodity wood
products at the beginning of the year. This sales growth continues to reflect
the benefits of acquisitions, introduction of new product lines to acquired
locations and branches located in areas of the country with good economic
conditions, primarily the Southwest and Southeast.
Gross profit for the nine month period increased 20.5%, and as a percentage of
net sales increased from 19.1% in the 1995 period to 19.6% in the 1996 period.
The increase in gross profit resulted from an improved selling margin and
greater purchasing power from the Company's larger operating base.
Operating expenses increased 24.0% from $53.8 million in the 1995 period to
$66.7 million in the 1996 period, and increased as a percentage of net sales
from 15.1% to 15.9%. The dollar increase in operating expenses resulted
primarily from acquisitions and new branches. As a percentage of sales, the
increase was due to higher operating costs in the second and third quarter
associated with sales mix and delivery costs.
Income from operations increased 7.0% from $14.2 million in the 1995 period to
$15.2 million in the 1996 period and decreased as a percentage of net sales from
4.0% to 3.6%. The decrease in income from operations as a percentage of net
sales was caused by an increase in gross profit percentage of 0.5% of sales
offset by an increase in operating expenses of 0.8% of sales.
As a result of the above factors, income before income taxes increased 7.6% from
$11.8 million in the 1995 period to $12.7 million in the 1996 period. Income
before the extraordinary charge increased 5.4% from $7.4 million in the 1995
period to $7.8 million in the 1996 period, and income before the extraordinary
charge as a percentage of net sales decreased from 2.1% to 1.9% during the nine
month period. Earnings per share before the extraordinary charge decreased $.03
per share from $.88 per share in the 1995 period to $.85 per share in the 1996
period on 9.8% more shares outstanding.
EFFECTS OF INFLATION
Management does not believe that inflation has had a material impact on results
of operations for the periods presented. Substantial increases in costs,
however, could have a significant impact on the Company and the industry.
Management believes that, to the extent inflation affects its costs in the
future, the Company can generally offset inflation by increasing prices if
competitive conditions permit.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary needs for capital resources are to finance acquisitions,
inventories, accounts receivable, and capital expenditures. Borrowings for
working capital typically increase during periods of sales expansion when higher
levels of inventory and receivables are needed and decrease as inventories and
receivables are converted to cash which is then used to pay down debt. During
the second quarter, the Company completed a $50 million private issue of Senior
Notes which is described in the notes to the accompanying interim financial
statements. The Company had $57.1 million of long-term debt, less current
maturities, outstanding as of July 31, 1996, consisting of the senior notes, a
revolving credit note and other debt facilities.
-10-
<PAGE>
Net cash generated from operating activities was $10.3 million for the nine
months ended July 31, 1996 compared to net cash generated from operations of $.5
million for nine months ended July 31, 1995.
Capital expenditures were $5.4 million and $3.2 million for the nine months
ended July 31, 1996 and 1995, respectively. The Company has budgeted $5.7
million for capital expenditures in fiscal 1996 relating to its current
operations, including property, plant and equipment additions and replacements.
The Company's fiscal 1996 budget for capital expenditures does not include any
amounts that may be attributable to acquisitions.
Management believes that funds generated from operations, working capital and
funds available from bank lines of credit will be sufficient to meet the needs
of the Company's current operations for the next 12 months.
SEASONALITY
The Company's first and, to a lesser extent, its second quarter, are typically
adversely affected by winter construction cycles and weather patterns as the
level of activity in both the home improvement and new construction markets
decreases. Management closely monitors operating expenses and inventory levels
during seasonal periods and, to the extent possible, controls variable operating
costs.
-11-
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibits required to be filed with this Report on Form 10-Q are listed on
the Exhibit Index following the signature page hereof.
(b) Reports on Form 8-K
During the quarter ended July 31, 1996, the Registrant did not file any
reports on Form 8-K.
-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.
CAMERON ASHLEY BUILDING PRODUCTS, INC.
(Registrant)
Date: September 13, 1996 /s/ F. Dixon McElwee
--------------------- -------------------------------------------
F. Dixon McElwee
Vice President/Chief Financial Officer
-13-
<PAGE>
CAMERON ASHLEY BUILDING PRODUCTS, INC.
EXHIBIT INDEX
EXHIBITS PAGE NO.
11 Computation of Earnings per Share 15
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<PAGE>
EXHIBIT 11
CAMERON ASHLEY BUILDING PRODUCTS, INC.
COMPUTATION OF EARNINGS PER SHARE
(THOUSANDS)
<TABLE>
Three Months Ended Nine Months Ended
--------------------- ----------------------
July 31, July 31, July 31, July 31,
1996 1995 1996 1995
-------- ------- -------- -------
<S> <C> <C> <C> <C>
Average common stock outstanding 8,998 8,964 8,857 7,787
Average options outstanding 831 1,210 1,013 1,168
Effects of treasury stock method
(based on exercise proceeds and tax benefits) (574) (689) (707) (607)
-------- ------- -------- -------
Weighted average common shares outstanding 9,255 9,485 9,163 8,348
-------- ------- -------- -------
-------- ------- -------- -------
Income before extraordinary charge $4,166 $3,770 $7,787 $7,352
-------- ------- -------- -------
-------- ------- -------- -------
Net income $4,166 $3,770 $7,542 $7,352
-------- ------- -------- -------
-------- ------- -------- -------
Income per share before extraordinary charge $ .45 $ .40 $ .85 $ .88
-------- ------- -------- -------
-------- ------- -------- -------
Net income per share after extraordinary charge $ .45 $ .40 $ .82 $ .88
-------- ------- -------- -------
-------- ------- -------- -------
</TABLE>
- --------------------------
The fully diluted computation of earnings per share is not presented since fully
diluted earnings per share and primary earnings per share do not differ by more
than 3%.
-15-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED FINANCIAL STATEMENTS FOR THE THREE MONTH AND NINE MONTH PERIODS ENDED
JULY 31, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-31-1996
<PERIOD-START> MAY-01-1996
<PERIOD-END> JUL-31-1996
<CASH> 1,745
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 2,713
<INVENTORY> 0
<CURRENT-ASSETS> 160,024
<PP&E> 40,066
<DEPRECIATION> 11,094
<TOTAL-ASSETS> 211,587
<CURRENT-LIABILITIES> 62,024
<BONDS> 0
0
0
<COMMON> 60,372
<OTHER-SE> 30,686
<TOTAL-LIABILITY-AND-EQUITY> 211,587
<SALES> 163,852
<TOTAL-REVENUES> 163,852
<CGS> 131,676
<TOTAL-COSTS> 24,181
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 244
<INTEREST-EXPENSE> 1,009
<INCOME-PRETAX> 6,977
<INCOME-TAX> 2,811
<INCOME-CONTINUING> 4,166
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,166
<EPS-PRIMARY> 0.45
<EPS-DILUTED> 0.45
</TABLE>