FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1994
Commission File Number 1-6537-3
EMPIRE GAS CORPORATION
______________________________________________
(Exact Name of Registrant as Specified in its Charter)
MISSOURI 43-1494323
_____________________ ____________________
(State or other jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
P.O. Box 303, 1700 S. Jefferson Street, Lebanon, Missouri 65536
________________________________________________________________
(Address of Principal Executive Offices and Zip Code)
(417) 532-3101
____________________________________
(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 _____
Number of Shares of outstanding common stock (one class only) as of December
31, 1994 was 1,579,225.
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
EMPIRE GAS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands, Except Per Share Amounts)
December 31, June 30,
1994 1994
_____________ ________
(Unaudited)
ASSETS
Current Assets
Cash $ 1,006 $ 2,927
Trade receivables - Net 9,345 5,454
Inventories 8,530 5,179
Prepaid Expense 874 619
Refundable Income Tax 67 2,254
Deferred Income Taxes 1,551 631
_________ _________
Total Current Assets 21,373 17,064
_________ _________
Due From Related Party 65 --
_________ _________
Property, Plant and Equipment 100,482 93,120
Less Accumulated Depreciation 27,110 25,847
_________ _________
Fixed Assets -- Net 73,372 67,273
_________ _________
Other Assets
Debt Acquisition Costs - Net 5,120 5,406
Excess of Cost Over Fair Value
Assets Acquired - Net 13,706 14,027
Other 1,727 874
_________ _________
Total Other Assets 20,553 20,307
_________ _________
Total Assets $ 115,363 $104,644
_________ _________
<PAGE> 3
EMPIRE GAS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars In Thousands, Except Per Share Amounts)
December 31, June 30,
1994 1994
__________ ________
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Current Maturities of Long-Term Debt $ 5,892 $ 292
Accounts Payable and Accrued Expenses 14,839 10,830
_________ ________
Total Current Liabilities 20,731 11,122
Long-Term Debt (Note 3) 111,374 104,949
Deferred Income Taxes 14,241 15,421
Accrued Self Insurance Liability (Note 2) 1,280 1,372
_________ ________
Total Liabilities 147,626 132,864
Stockholders' Equity (Deficit)
Common; $.001 Par Value; Authorized
20,000,000 Shares, Issued December
31, 1994 and June 30, 1994 --
14,291,020 Shares 14 14
Common Stock Purchase Warrants 1,227 1,227
Additional Paid-In Capital 27,279 27,279
Retained Earnings 27,192 31,235
__________ __________
55,712 59,755
Treasury Stock at Cost
December 31, 1994 and June 30, 1994
12,711,795 Shares (87,975) (87,975)
___________ __________
Total Stockholders' Equity (Deficit) (32,263) (28,220)
___________ __________
Total Liabilities and Stockholders'
Equity (Deficit) $ 115,363 $104,644
___________ __________
See Notes to Condensed Consolidated Financial Statements
<PAGE> 4
EMPIRE GAS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1994 AND 1993
(Unaudited)
(Dollars In Thousands, Except Per Share Amounts)
THREE MONTHS ENDED SIX MONTHS ENDED
DECEMBER 31 DECEMBER 31
__________________ ________________
1994 1993 1994 1993
____ ____ ____ ____
Operating Revenue $ 23,398 $ 43,934 $ 35,431 $ 63,986
Cost of Product Sold 11,611 20,400 17,227 30,653
_________ ________ ________ ________
Gross Profit 11,787 23,534 18,204 33,333
_________ ________ ________ ________
Operating Costs and Expenses
General & Administrative 7,659 11,699 13,915 21,001
Depreciation & Amortization 1,412 2,097 2,778 4,214
_________ ________ ________ ________
9,071 13,796 16,693 25,215
_________ ________ ________ ________
Operating Income 2,716 9,738 1,511 8,118
_________ ________ ________ _________
Other Expense
Interest Expense, Net (2,579) (2,180) (5,284) (4,364)
Amortization of Debt
Discount & Expense (1,185) (472) (2,370) (992)
Restructuring Proposal
Costs (398) (398)
_________ _________ _________ _________
(3,764) (3,050) (7,654) (5,754)
_________ _________ _________ _________
Income(Loss)Before
Income Taxes (1,048) 6,688 (6,143) 2,364
Provision(Credit) for
Income Taxes (300) 2,500 (2,100) 1,000
_________ ________ _________ ________
Net Income(Loss) $ (748) $ 4,188 $ (4,043) $ 1,364
_________ ________ _________ ________
Income(Loss)Per
Common Share $ (.47) $ 0.39 $ (2.56) $ 0.12
_________ ________ _________ ________
See Notes to Condensed Consolidated Financial Statements.
<PAGE> 5
EMPIRE GAS CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED DECEMBER 31, 1994 AND 1993
(Unaudited)
(In Thousands)
1994 1993
____ ____
Cash Flows From Operating Activities
Net Income(Loss) $ (4,043) $ 1,364
Items not requiring(providing)cash
Depreciation 2,312 3,835
Amortization 2,836 1,371
Gain on sale of assets (59) (4)
Deferred income taxes (2,100) (1,116)
Changes In:
Trade receivables (3,699) (8,786)
Inventories (3,227) (53)
Prepaid expense & other (898) (44)
Accounts payable & accrued expenses 8,034 6,285
Checks in process of collection (1,930) --
__________ ________
Net cash provided by(used in) (2,774) 2,852
operating activities __________ ________
Cash Flows From Investing Activities
Purchase of property & equipment (6,272) (3,424)
Acquisitions of retail service
centers (1,431) --
Proceeds from sale of property &
equipment 374 129
__________ ________
Net cash used in investing activities (7,329) (3,295)
__________ ________
Cash Flows From Financing Activities
Increase in working capital financing 8,268 4,500
Principal payments on other long-term
debt (86) (130)
Principal payments on term credit
facilities -- (1,300)
Repurchase of debentures for sinking
fund repayment -- (1,322)
__________ ________
Net cash provided by financing
activities 8,182 1,748
__________ ________
INCREASE(DECREASE)IN CASH (1,921) 1,305
CASH, BEGINNING OF PERIOD 2,927 352
__________ ________
CASH, END OF PERIOD $ 1,006 $ 1,657
__________ ________
See Notes to Condensed Consolidated Financial Statements.
<PAGE> 6
EMPIRE GAS CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1994 AND 1993
(Unaudited)
(1) In the opinion of Management, the accompanying unaudited condensed
consolidated financial statements contain all adjustments necessary
to present fairly Empire Gas Corporation's condensed consolidated
financial position as of December 31, 1994, and the condensed
consolidated results of its operations and cash flow for the periods
ended December 31, 1994 and 1993. All such adjustments are of a
normal recurring nature.
The accounting policies followed by the Company are set forth in
Note 1 to the Company's consolidated financial statements in the
1994 Annual Report on Form 10-K.
The results of operations for the three month and six month
periods ended December 31, 1994 are not necessarily indicative of
the results to be expected for the full year due to the seasonal
nature of the Company's business.
(2) The Company reports the following contingencies. Except as
noted, there have been no significant changes in these items since
reports in the Company's 1994 Annual Report on Form 10-K.
Under the Company's current insurance program, coverage for
comprehensive general liability, workers' compensation and vehicle
liability is obtained for catastrophic exposures as well as those
risks required to be insured by law or contract. The Company
retains a significant portion of certain expected losses related
primarily to comprehensive general liability, workers' compensation,
and vehicle liability. Under these current insurance programs, the
Company self-insures the first $500,000 of coverage (per incident)
for general liability and workers' compensation and $250,000 per
incident for vehicle liability. The Company obtains excess coverage
from carriers for these programs on claims-made basis policies. The
excess coverage for comprehensive general liability provides a loss
limitation that limits the Company's aggregate of self-insured
losses to $1 million per policy period. Provisions for self-insured
losses are recorded based upon the Company's estimates of the
aggregate self-insured liability for claims incurred.
For the policy periods July 1, 1989 through December 30, 1989,
December 31, 1989 through June 30, 1991, July 1, 1992 through June
30, 1993, and July 1, 1993 through June 30, 1994, the Company has
provided for comprehensive general liability losses up to the
policies' $1 million loss limit. Additional losses (except for
punitive damages), if any, are insured by the excess carrier and
should not result in additional expense to the Company. As of
<PAGE> 7
EMPIRE GAS CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1994 AND 1993
(Unaudited)
December 31, 1994, the Company has not exceeded the $1 million loss
limit for the comprehensive general liability policy period July 1,
1991 through June 30, 1992.
Effective July 1994, the Company changed its policy so that
it will obtain workers' compensation coverage from carriers and
state insurance pools.
The Company and its subsidiaries are defendants in various
lawsuits related to the self-insurance program which are not
expected to have a material adverse effect on the Company's
financial position or results of operations.
Interim accruals for the cost of self insurance are based on
an estimate of the related annual costs compared to the estimated
total gallons of propane to be sold during the same period.
Presently, the resulting accrual rate of expense for recognizing
self insurance is 3.5 cents per gallon sold.
The Company currently self insures health benefits provided
to the employees of the Company and its subsidiaries. Provisions
for losses expected under this program are recorded based upon the
Company's estimate of the aggregate liability for claims incurred.
Effective January 1995, the Company changed its policy so that it
self insures the first $75,000 of coverage (per incident).
The Company has no federal income tax audits in process at
December 31, 1994. The Company and its subsidiaries are presently
involved in various state income tax audits and are also defendants
in other business-related lawsuits which are not expected to have a
material adverse effect on the Company's financial position or
results of operations.
In conjunction with the restructuring transaction that occurred in
June 1994 between the Company and Empire Energy (see Item 2, Results
of Operations), the two companies have agreed to share on a
percentage basis the self-insured liabilities and amounts incurred
related to federal and state tax audits occurring prior to the
restructuring. Under the agreement, the Company will assume 52.3%
of the liability with Empire Energy assuming the remaining 47.7%.
These liabilities, which are included in the Company's financial
statements at December 31, 1994, represent 52.3% of the total
liability as of that date.
<PAGE> 8
EMPIRE GAS OPERATING CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1994 AND 1993
(Unaudited)
(3) In June 1994 the Company repaid its existing term credit facility
and revolving credit facility with the proceeds from the issuance of
$127,200,000 face value 12 7/8% Senior Secured Notes, due 2004.
These debentures were issued at a discount and bear interest at 7%
through July 15, 1999, and at 12 7/8% thereafter.
The Company entered into a new revolving credit facility with a
lender. All of the Company's receivables and inventories are pledged
under the credit facility agreement, which contains working capital,
capital expenditure, debt and certain dividend restrictions. These
dividend restrictions prohibit the Company from paying common stock
cash dividends.
The facility provides for borrowings up to $15 million, subject to a
sufficient borrowing base. The borrowing base generally limits the
Company's total borrowings to 85% of eligible accounts receivable
and 60% of eligible inventory. In addition, the Company can borrow
an additional $3 million during the period August 1, 1994, to
January 31, 1995, and $1.5 million during the period August 1, 1995
to January 31, 1996 (overadvance option). The facility bears
interest at either 1% over prime or 2.5% over the LIBOR rate. The
agreement provides for a commitment fee of .375% per annum of the
unadvanced portion of the commitment. The Company's available
revolving credit line amounted to $5.3 million at December 31,
1994, after considering $1.7 million of outstanding letters of
credit.
(4) Additional Cash Flow Information (In Thousands)
Additional Cash Payment Information 1994 1993
___________________________________ ____ ____
Interest Paid $ 770 $1,352
Income Taxes Paid (net of refunds) $(2,186) $ 249
Noncash Investing and Financing Activities
__________________________________________
Mortgage obligations incurred on the $ 1,783 --
acquisition of retail service centers
(5) Underground Storage Facility
The Company owns salt cavern LPG underground storage facilities
which are not in use and are subject to a consent agreement with the
state of Kansas. Under the agreement, the Company was to submit a
plan to the state for resuming use of the facilities or permanently
closing them. The due date of the plan was initially January 1,
1994. The state has extended the due date until December 1, 1995.
<PAGE> 9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Financial Condition and Liquidity
_________________________________
The following table is presented as a measure of the Company's liquidity and
financial condition.
DECEMBER 31 JUNE 30
___________ _______
1994 1993 1994 1993
____ ____ ____ ____
(In thousands except ratio)
Total long-term debt
(including current
maturities) $117,266 $ 81,855 $105,241 $ 79,249
Working Capital $ 642 $ 8,240 $ 5,942 4,897
Current Ratio 1.03 1.39 1.53 1.36
During the six months ended December 31, 1994, the Company's working capital
decreased by approximately $5.3 million due to the reclassification of this
amount of debt to current maturities as a result of reductions to the
Company's credit line to be required upon expected reductions in the
borrowing base for the credit line.
The increase in long-term debt of approximately $12.0 million from June 30,
1994 to December 31, 1994, was attributable to $7.3 million for purchases of
property and equipment (net of the cash received from the sales of property
and equipment) which consisted of $1.4 million to purchase four new retail
service centers, $3.4 million for transportation equipment, and $2.5 million
for normal replacement and new start up retail service centers, $1.8
million of new mortgages acquired in connection with the acquisition of the
four new retail service centers and $2.0 million of amortization of original
issue discount partially offset by the repayment of approximately $100,000
of other long term debt. In addition the Company financed its approximate
$1.0 million loss before income taxes (after adjustment for noncash
expenses) with borrowings on its revolving credit facility.
During the six months ended December 31, 1993, the Company's working capital
increased by approximately $3.3 million. The increase was due primarily to
$4.4 million of income before income taxes (after adjustments for noncash
expenses) and the reclassification of $600,000 in deferred income taxes to
future income tax benefits (this reclassification relates to the change in
accounting principle). These increases were offset by a net usage of $1.5
million in working capital to purchase property and equipment and the
reclassification of $200,000 to current expenses from accrued self insurance
liability.
Subsequent to the end of the quarter, and pursuant to the terms of the
Indenture for the 12 7/8% notes due July 15, 2004, the Company made an
interest payment of approximately $4.5 million on January 15. Funds
generated from operations during the period plus cash available at the
beginning of the period were sufficient to cover this payment.
<PAGE> 10
RESULTS OF OPERATIONS
_____________________
Due to the seasonal nature of the Company's business, the Company usually
realizes a net operating loss the first quarter and net income for the
second quarter. Due to the warm weather this year and the reduction in size
of the Company noted below, the second quarter of this fiscal year resulted
in a loss. Operating revenues are not indicative of a full fiscal year's
operations because of the seasonal element. Other expense items such as
depreciation and general and administrative expenses, however, generally
continue on a more annualized basis. Interest expense also continues on a
more level basis although interest expense is generally somewhat higher
during the summer and fall months due to increased working capital
borrowings used to finance inventory purchases in preparation for the
Company's principal sales months.
On June 30, 1994, the Company implemented a change in ownership and
management by repurchasing shares of Company common stock from its former
principal shareholder and certain other departing officers in exchange for
all of the shares of a subsidiary (Empire Energy Corporation) that owned 133
retail service centers located principally in the Southeast plus certain
home office assets and liabilities (see note 2 to Financial Statements). At
the same time, the Company acquired six retail service centers in North
Carolina. The analysis below compares the actual current year information
for operating revenue and gross profit to pro forma historical for the same
period of the previous year. General and administrative expenses for the
current year are compared to historical data as it relates to operating
revenues as these items generally are more closely related to revenues.
The following table sets forth, for the three months and six months ending
December 31, 1994 and 1993, selected aggregate operating data for the retail
service centers of the Company that were retained after the disposition of
Empire Energy and for the retail service centers the Company acquired in
North Carolina. The periods ending December 31, 1993 do not reflect
operating data for the four new retail service centers acquired in 1994.
3 Months Ended December 31 6 Months Ended December 31
__________________________ ___________________________
1994 1993 1994 1993
____ ____ ____ ____
(Unaudited) (Unaudited)
(In thousands except per gallon amounts)
Operating revenue $23,398 $25,191 $35,431 $37,364
Gross margin 11,787 13,519 18,204 19,565
Retail gallons sold 26,833 27,402 41,838 41,309
Weighted average gross
profit per gallon $.369 $.436 $.369 $.409
During the first six months of fiscal 1995, the Company completed the
acquisitions of four retail service centers. The service centers acquired
prior to December 31,1994, were purchased for $1.4 million in cash and $1.8
million in new mortgages. The service centers acquired are located in
Arkansas, Missouri, South Carolina, and Wyoming. The aggregate historical
gallons, for the most recent year, of the four service centers acquired were
approximately 3.3 million gallons.
<PAGE> 11
Operating revenues for the six months ended December 31, 1994 decreased by
$1.9 million as compared to the same pro forma period of the prior year, due
to an approximately $.06 per gallon decrease in the average net sales price
partially offset by an approximate 1.2% (500,000 gallons) increase in
gallons sold.
The gross profit for the six months decreased by $1.3 million as compared to
the same pro forma period of the prior year, due to an approximate net
margin decrease of $.04 per gallon as the average cost of propane decreased
approximately $.02 per gallon partially offset by an approximate 1.2%
increase in gallons sold.
Operating revenues for the second quarter of fiscal year 1995 decreased by
$1.8 million as compared to the same pro forma period of the prior year, due
to an approximately 2.0% (600,000 gallons) decrease in gallons sold combined
with an approximately $.06 per gallon decrease in the average net sales
price.
The gross profit for the second quarter decreased by $1.7 million as
compared to the same pro forma period of the prior year due to an
approximately 2.0% decrease in gallons sold combined with an approximate net
margin decrease of $.07 per gallon as the average cost of propane remained
comparable.
General and administrative expenses for the six months ended December 31,
1994, increased to 39.3% of operating revenues from 32.8% of operating
revenues for the six months ended December 31, 1993. The increase was
mainly due to an increase of 2.6% in salaries and commissions, 1.1% in
payroll taxes and employee benefits, .9% in professional fees, .7% in both
taxes and licenses and rent and maintenance of buildings and .5% in travel
and entertainment. The increase in salaries and commissions was due to
several factors including 1) increased pay rates for existing retail
personnel, 2) an increase in home office salaries as a percentage of sales
due to pay rate increases as well as the employment of additional home
office operational and administrative staff, 3) an increase in accrued
vacation, and 4) an increase in the salaries of the six retail service
centers acquired in June 1994 as a percentage of the subsidiaries' sales
when compared to the existing retail subsidiaries. This increase was offset
by a decrease in salaries as a percentage of sales resulting from the
elimination of certain home office employees who are presently employed by
Empire Energy. The increase in payroll taxes and employee benefits was due
to the increase in taxes related to the increased payroll and an increase in
health insurance expenses. The increase in professional fees is due to fees
related to the formation of a 401k plan and fees related to a state income
tax audit. The increase in taxes and licenses relates primarily to
property taxes paid for the six retail service centers acquired in June
1994. The increase in rent and maintenance of buildings is primarily due to
increased tank painting, building maintenance in converting certain rental
facilities to a new identity and an increase in the rental of facilities
primarily related to the six retail service centers acquired in June 1994.
The increase in travel and entertainment is related to the company-wide
effort to meet with all employees to explain the change of ownership and
increased travel related to the newly acquired retail service centers.
General and administrative expenses for the second quarter ended December
31, 1994, increased to 32.3% of the quarters operating revenue from 26.7% of
operating revenues for the quarter ended December 31, 1993. The increase
was mainly due to an increase of 2.0% in salaries and commissions, 1.1% in
<PAGE> 12
professional fees, .9% in both payroll taxes and employee benefits and taxes
and licenses, .7% in rent and maintenance of buildings and .4% in travel and
entertainment. The reasons for these increases have been detailed above.
Interest expense increased approximately $900,000 for the six months ended
December 31, 1994, and $400,000 for the second quarter of fiscal year 1995
as compared to the same periods of the prior year, due to approximately $45
million face value additional long-term debt outstanding as compared to the
same period of the prior year partially offset by an overall lower rate of
interest, principally the new senior secured notes issued in June 1994, as
compared to the higher rates of debt repaid with this new debt offering.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Reference is made to Note 2 of the Condensed Consolidated Financial
Statements.
Item 2, 3, 4 and 5.
No information is reportable under these sections.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
No. Description
(27) Financial Data Schedule
(b) Reports on Form 8-K
None
<PAGE> 13
Reviewed by Independent Certified Public Accountants
The December 31, 1994 financial statements included in this filing on Form
10-Q have been reviewed by Baird, Kurtz & Dobson, Independent Certified
Public Accountants, in accordance with established professional standards
and procedures for such a review. The report of Baird, Kurtz & Dobson
commenting upon their review is appended hereto.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
EMPIRE GAS CORPORATION
Registrant
/s/Willis D. Green
_________________________
WILLIS D. GREEN
VICE PRESIDENT/CONTROLLER
DATE: February 14, 1995
<PAGE>
<PAGE> 14
Independent Accountants' Report
Board of Directors and Stockholders
Empire Gas Corporation
Lebanon, Missouri
We have reviewed the accompanying condensed consolidated balance
sheet of EMPIRE GAS CORPORATION AND SUBSIDIARIES (formerly Empire Gas
Acquisition Corporation) as of December 31, 1994, and the related condensed
consolidated statements of operations and cash flows for the three-month and
six-month periods ended December 31, 1994 and 1993. These condensed
consolidated financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established by
the American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of person responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the condensed
consolidated financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying condensed consolidated financial
statements for them to be in conformity with generally accepted accounting
principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of June 30, 1994, and
the related consolidated statements of operations, stockholders' equity
(deficit) and cash flows for the year then ended (not presented herein); and
in our report dated August 26, 1994, we expressed an unqualified opinion on
those consolidated financial statements. In our opinion, the information
set forth in the accompanying condensed consolidated balance sheet as of
June 30, 1994, is fairly stated in all material respects in relation to the
consolidated balance sheet from which it has been derived.
BAIRD, KURTZ & DOBSON
Springfield, Missouri
February 3, 1995
<TABLE> <S> <C>
<ARTICLE> 5
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<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1995
<PERIOD-END> DEC-31-1994
<CASH> 1006
<SECURITIES> 0
<RECEIVABLES> 11,258
<ALLOWANCES> 1,913
<INVENTORY> 8,530
<CURRENT-ASSETS> 21,373
<PP&E> 100,482
<DEPRECIATION> 27,110
<TOTAL-ASSETS> 115,363
<CURRENT-LIABILITIES> 15,431
<BONDS> 116,674
<COMMON> 14
0
0
<OTHER-SE> (32,277)
<TOTAL-LIABILITY-AND-EQUITY> 115,363
<SALES> 33,456
<TOTAL-REVENUES> 35,431
<CGS> 17,227
<TOTAL-COSTS> 17,227
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 288
<INTEREST-EXPENSE> 7,654
<INCOME-PRETAX> (6,143)
<INCOME-TAX> (2,100)
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<DISCONTINUED> 0
<EXTRAORDINARY> 0
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<NET-INCOME> (4,043)
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