SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 January 31, 1997
Commission File No. 0-24298
MILLER INDUSTRIES, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Tennessee 62-1566286
- -----------------------------------------------------------------------
State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
900 Circle 75 Parkway
Atlanta, Georgia 30339
------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (770) 988-0797
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, $.01
par value, as of February 28, 1997 was 38,753,868.<PAGE>
MILLER INDUSTRIES, INC.
INDEX
PART I. FINANCIAL INFORMATION Page Number
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets -
January 31, 1997 and April 30, 1996 3
Condensed Consolidated Statements of Income
for the Three Months and Nine Months Ended
January 31, 1997 and 1996 4
Condensed Consolidated Statements of Cash Flows
for the Nine Months Ended January 31, 1997 and
1996 5
Notes to Condensed Consolidated Financial
Statements 6
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations 10
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 13
2<PAGE>
MILLER INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED balance sheets
(In thousands, except share data)
<TABLE>
<CAPTION>
ASSETS
January 31, April 30,
1997 1996
----------- ---------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and temporary cash investments $ 17,002 $ 24,592
Accounts receivable, net 41,612 31,750
Inventories 52,151 32,428
Deferred income taxes 1,536 1,338
Prepaid expenses and other 1,321 1,095
---------- ---------
Total current assets 113,622 91,203
---------- ---------
PROPERTY, PLANT AND EQUIPMENT, net 19,925 16,555
---------- ---------
GOODWILL, net 6,791 5,071
---------- ---------
PATENTS, TRADEMARKS AND OTHER PURCHASED
PRODUCT RIGHTS, net 1,196 926
FINANCE AND LEASE RECEIVABLES, net 17,567 0
OTHER ASSETS 488 250
---------- ---------
Total assets $ 159,589 $ 114,005
========== =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 4,030 $ 1,101
Line of credit 1,152 1,143
Accounts payable 29,524 27,427
Accrued liabilities 9,084 9,636
---------- ---------
Total current liabilities 43,790 39,307
---------- ---------
LONG-TERM DEBT, less current portion 5,608 5,865
---------- ---------
DEFERRED INCOME TAXES 1,020 870
---------- ---------
STOCKHOLDERS' EQUITY (Note 2):
Preferred stock, $.01 par value, 5,000,000 shares authorized;
none issued or outstanding 0 0
Common stock, $.01 par value, 100,000,000 shares authorized; 38,127,565
and 35,772,783 shares issued and outstanding, respectively 381 358
Additional paid-in capital 86,257 54,739
Retained earnings 22,533 12,866
---------- ---------
Total stockholders' equity 109,171 67,963
---------- ---------
Total liabilities and stockholders' equity $ 159,589 $ 114,005
========== =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
MILLER INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
January 31, January 31,
------------------------- --------------------------
1997 1996 1997 1996
--------- --------- --------- ----------
<S> <C> <C> <C> <C>
NET SALES $ 67,851 $ 42,082 $ 179,498 $ 117,939
COST OF SALES 56,675 34,757 149,833 98,261
--------- --------- --------- ---------
GROSS PROFIT 11,176 7,325 29,665 19,678
OPERATING EXPENSES:
Selling 2,797 1,959 8,330 5,665
General and administrative 2,552 1,637 6,439 4,574
--------- --------- --------- ---------
INCOME FROM OPERATIONS 5,827 3,729 14,896 9,439
INTEREST INCOME (EXPENSE), net 205 (98) 476 (306)
--------- --------- --------- ---------
INCOME BEFORE INCOME TAXES 6,032 3,631 15,372 9,133
PROVISION FOR INCOME TAXES 2,201 1,329 5,705 3,323
--------- --------- --------- ---------
NET INCOME $ 3,831 $ 2,302 $ 9,667 $ 5,810
========= ========= ========= =========
NET INCOME PER COMMON SHARE $ 0.09 $ 0.07 $ 0.25 $ 0.19
--------- --------- --------- ---------
WEIGHTED AVERAGE NUMBER OF
COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING 40,793 31,622 39,138 31,236
========= ========= ========= =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
MILLER INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS ENDED JANUARY 31,
-----------------------------
1997 1996
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $ 9,667 $ 5,810
--------- -------
Adjustments to reconcile net income to net cash provided
by (used in) operating activities:
Depreciation and amortization 1,101 632
Deferred income tax provision 150 (183)
Changes in operating assets and liabilities:
Accounts receivable (8,220) (4,555)
Inventories (14,029) (4,488)
Prepaid expenses and other (129) 235
Accrued liabilities (184) 409
Accounts payable (978) 2,624
Other assets 265 141
--------- -------
Total adjustments (22,024) (5,185)
--------- -------
Net cash provided by (used in) operating
activities
(12,357) 625
INVESTING ACTIVITIES:
Purchase of S.A. Jige lohr wreckers, net of cash acquired (2,705)
Purchases of property, plant and equipment (3,145) (2,511)
Investment in finance and lease receivables (17,567)
--------- -------
Net cash used in investing activities (20,712) (5,216)
--------- -------
FINANCING ACTIVITIES:
Proceeds from sale of stock 28,659 30,966
Borrowing under lines of credit 3,745
Repayment of long-term debt (3,603) (764)
Proceeds from exercise of stock options 423
--------- -------
Net cash provided by (used in) financing activities 25,479 33,947
--------- -------
NET INCREASE (DECREASE) IN CASH (7,590) 29,356
CASH, beginning of period 24,592 2,999
--------- -------
CASH, end of period $ 17,002 $32,355
========= =======
SUPPLEMENTAL NONCASH INVESTING ACTIVITIES:
Capital stock issued for acquisitions accounted for using the
purchase method of accounting $ (2,300)
Fair value of assets acquired 11,772
Liabilities assumed $ (9,472)
========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5<PAGE>
MILLER INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The condensed consolidated financial statements of
Miller Industries, Inc. and subsidiaries (the
"Company") included herein have been prepared by the
Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain
information and footnote disclosures normally included
in annual financial statements prepared in accordance
with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and
regulations. Nevertheless, the Company believes that
the disclosures are adequate to make the financial
information presented not misleading. In the opinion
of management, the accompanying unaudited condensed
consolidated financial statements reflect all
adjustments, which are of a normal recurring nature, to
present fairly the Company's financial position,
results of operations and cash flows at the dates and
for the periods presented. Interim results of
operations are not necessarily indicative of results to
be expected for the fiscal year. These condensed
consolidated financial statements should be read in
conjunction with the Company's Annual Report on Form
10-K for the year ended April 30, 1996.
2. Common Stock
All share numbers, share prices, and per share amounts
have been restated to reflect the 3-for-2 stock split
which occurred on April 12, 1996, the 2-for-1 stock
split which occurred on September 30, 1996 and the 3-
for-2 stock split which occurred on December 30, 1996.
On November 6, 1996 the Company completed a public
offering of 1,943,028 shares of previously unissued
common stock at $24.25 per share. The net proceeds are
being used to fund capital expenditures including
expansion of manufacturing capacity, fund the Company's
financial services group, finance future acquisitions
and for general corporate purposes including working
capital.
3. Inventories
Inventory costs include materials, labor and factory
overhead. Inventories are stated at the lower of cost
or market, determined on a first-in, first-out basis.
Inventories at January 31, 1997 and April 30, 1996
consisted of the following (in thousands):
6
<PAGE>
<TABLE>
<CAPTION>
January 31, April 30,
1997 1996
----------- -----------
<S> <C> <C> <C>
Chassis $ 19,730 $ 7,188
Raw Materials 12,299 11,505
Work in process 8,297 7,155
Finished goods 11,825 6,580
--------- ----------
$ 52,151 $ 32,428
========= ==========
</TABLE>
4. Finance and Lease Receivables
The Company provides finance and lease contracts for
the sale of chassis and towing recovery units by its
distributors to certain end users of its equipment.
Finance and lease receivables, as shown on the
accompanying condensed consolidated financial
statements, represent payments receivable less unearned
interest.
5. Net Income Per Common Share
Net income per common share is computed by dividing net
income by the weighted average number of common and
common equivalent shares outstanding.
6. Business Combinations
In July 1996 the Company issued approximately 297,000
shares of its common stock in exchange for all of the
outstanding common stock of two towing equipment
distributors with historical revenues of approximately
$17 million annually. In September 1996 the Company
issued approximately 761,000 shares of its common stock
in exchange for all of the outstanding common stock of
Vulcan International, Inc. ("Vulcan"). Vulcan is a
manufacturer of towing and recovery equipment with
historical revenues of $22 million annually. These
three entities are collectively referred to as the
"Pooled Entities". These mergers have been accounted
for as poolings of interests and, accordingly, the
Company's financial statements have been restated to
include the accounts and operations of the Pooled
Entities for the periods presented herein. Expenses
related to these mergers are included in general and
administrative operating expenses.
Results of operations of the Company and the Pooled
Entities for the periods presented herein are as
follows:
7
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
January 31, January 31,
--------------------- --------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net Sales:
Company $ 55,007 $ 29,277 $ 139,384 $ 87,124
Pooled Entities 16,552 13,578 48,451 32,816
Adjustment-Elimination of
intercompany sales (3,708) (773) (8,329) (2,001)
------------ ----------- ---------- ----------
Combined 67,851 42,082 179,498 117,939
============ =========== ========== ==========
Net Income:
Company 3,214 2,038 8,249 5,243
Pooled Entities 617 264 1,418 567
------------ ----------- ---------- ----------
Combined $ 3,831 $ 2,302 $ 9,667 $ 5,810
============ =========== ========== ==========
</TABLE>
In August and September 1996 the Company issued approximately
267,000 shares of its common stock in exchange for all the
outstanding common stock of two additional towing equipment
distributors with historical revenues of approximately $23
million annually. These two acquisitions were accounted for
using the purchase method of accounting. The proforma impact
of these acquisitions on net income and earnings per share was
not significant for the periods presented herein.
7. Legal Matters
In August 1996, the Company was paid a judgment in a patent
infringement suit in which the jury found that the defendant
manufacturer and distributor of towing equipment willfully
infringed both the Company's underlift parallel linkage and L-
arm patents. The judgment, in the amount of approximately $1.8
million, included enhanced damages for willfulness and pre- and
post-judgment interest and a broad permanent injunction against
future infringement by the defendants. Defendants were not
granted a license to use the Company's L-arm technology.
In November 1996 the Company received a verdict in its patent
infringement suit against Chevron, Inc., a manufacturer of
towing and recovery equipment. The jury awarded damages in the
amount of $310,000. The Company is considering filing motions
for prejudgment interest, as well as an appeal for a new trial
on damages.
Subsequent to the end of the quarter, in February 1997 the
Company entered into a settlement agreement in its patent
infringement lawsuit against a manufacturer of add-on wheel
lifts for older wreckers. The settlement agreement calls for the
8
<PAGE>
defendants to enter into a judgment admitting their infringement and
a permanent injunction against further unauthorized making, using or
selling product that infringes the Company's L-arm patent. The
defendants paid to the Company $300,000 in cash and recanted their
long-time industry claim that they invented the patented technology
prior to the Company.
The impact of these payments net of expenses associated with
these lawsuits and related patent infringement litigation was
not significant to net income for the nine months ended January
31, 1997.
The Company is, from time to time, a party to litigation
arising in the normal course of its business. Management
believes that none of these actions, individually or in the
aggregate, will have a material adverse effect on the financial
position or results of operations of the Company.
8. Subsequent Events
Subsequent to the end of the quarter, the Company has
closed 17 and is scheduled to close one additional acquisition
of towing service companies with aggregate annual historical
revenues of approximately $56 million. The consideration for
these transactions consists of approximately 2.8 million shares
of Company common stock and $5.6 million in cash as well as the
assumption of certain indebtedness. In addition, the Company
entered into letters of intent to acquire 16 additional towing
service companies. Also subsequent to the end of the quarter,
the Company closed the acquisitions of two towing equipment
distribution companies with annual historical revenues of
approximately $22 million in exchange for approximately 128,000
shares of Company common stock.
9. Reclassifications
Certain amounts in the prior period financial information have
been reclassified to conform to the current presentation.
9
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
-------------------------------------------------
Condition and Results of Operations
-----------------------------------
Except for historical information contained herein, the
matters set forth in this Report are forward-looking
statements. Such forward-looking statements involve a number
of risks and uncertainties that could cause actual results to
differ materially from any such statement, including the risks
and uncertainties discussed in the Company's Prospectus dated
November 6, 1996, under the caption "Risk Factors," which
discussion is incorporated herein by this reference.
RECENT DEVELOPMENTS
As more fully discussed in Note 6 to condensed consolidated
financial statements, in July 1996 the Company acquired two towing
equipment distributors and, in September 1996 acquired Vulcan
Equipment Company, a manufacturer of towing and recovery equipment.
These transactions have been accounted for as poolings of interests
and, accordingly, the Company's consolidated financial statements
have been restated to include the accounts and operations of these
acquired companies for the periods presented herein.
Also, as more fully discussed in Note 6 to condensed
consolidated financial statements, in August and September 1996 the
Company acquired two additional towing equipment distributors which
were accounted for using the purchase method of accounting.
As more fully discussed in Note 2 to condensed consolidated
financial statements, in November 1996 the Company completed a
public offering of 1,943,028 shares of previously unissued common
stock.
Subsequent to the end of the quarter and as more fully
discussed in Note 8 to condensed consolidated financial
statements, the Company has closed 17 and is scheduled to close
one additional acquisition of towing service companies and
entered into letters of intent to acquire 16 additional towing
service companies, and closed the acquisition of two towing
equipment distribution companies.
RESULTS OF OPERATIONS--THREE MONTHS ENDED JANUARY 31, 1997
COMPARED TO THREE MONTHS ENDED JANUARY 31, 1996
Net sales for the three months ended January 31, 1997,
increased 61.2% to $67.9 million from $42.1 million for the
comparable period in 1996. The increase in net sales was
primarily the result of higher unit sales volume, an increase
in units sold with the truck chassis included, and sales from
the two European manufacturing operations acquired in January
and April 1996 and the two towing equipment distributors
acquired in August and September 1996, collectively the "1996
Acquisitions". Net sales from truck chassis sold by the
domestic manufacturing operations to third parties were $21.0
million for the three months ended January 31, 1997 and $10.9
million for the comparable period in 1996. The growth in unit
10<PAGE>
sales volume was a result of continued market growth and market
share gains.
Gross profit for the three months ended January 31, 1997,
increased 52.6% to $11.2 million from $7.3 million for the
comparable period in 1996. Gross profit as a percentage of net
sales decreased to 16.5% from 17.4%. This net decrease in
gross profit margin resulted primarily from a significant
increase in chassis sales which carry a nominal profit margin
partially offset by the positive impact of production
efficiencies associated with the higher sales level and the
price increase implemented in the third quarter of last year.
Selling expenses for the three months ended January 31,
1997, increased 42.8% to $2.8 million from $2.0 million for the
comparable period of 1996. The increase in selling expenses
was due primarily to higher commission expenses resulting from
increased sales and from the impact of the 1996 Acquisitions.
General and administrative expenses for the three months ended
January 31, 1997 increased 55.9% to $2.6 million from $1.6
million for 1996 primarily due to incremental resources added
to support the Company's growth and the impact of the 1996
Acquisitions. Overall, operating expenses as a percentage of
net sales decreased to 7.9% in the 1997 period from 8.6% in
the 1996 period.
Interest income (expense), net improved to a net interest
income of $0.2 million for the three months ended January 31,
1997 from a net interest expense of $0.1 million for the
comparable period of 1996 as a result of debt repayment and
investment of the proceeds of the public offerings in January
and November 1996.
Results of Operations--Nine Months Ended January 31, 1997
Compared to Nine Months Ended January 31, 1996
Net sales for the nine months ended January 31, 1997
increased 52.2% to $179.5 million from $117.9 million for the
comparable period in 1996. The increase in net sales was
primarily due to higher unit sales volume and an increase in
units sold together with truck chassis. The growth in unit
sales volume was a result of continued market growth, market
share gains and the 1996 Acquisitions.
Gross profit increased 50.8% to $29.7 million for the nine
months ended January 31, 1997 from $19.7 million for the
comparable period in 1996. Gross profit as a percentage of net
sales decreased nominally to 16.5% from 16.7%. Increases in
gross profit as a percentage of net sales as a result of the
positive impact of production efficiencies associated with a
higher sales level were offset by a significant increase in
chassis sales which carry a nominal profit margin.
Selling expenses increased 47.0% to $8.3 million for the
nine months ended January 31, 1997 from $5.7 million for the
comparable period of 1996. The increase in selling expenses
was due primarily to higher commission expenses resulting from
increased sales and the impact of the 1996 Acquisitions.
General and administrative expenses for the nine months ended
January 31, 1997 increased 40.8% to $6.4 million from $4.6
million for 1996 primarily due to incremental resources added
to support the Company's growth and the impact of the 1996
11<PAGE>
Acquisitions. Overall, operating expenses as a percentage of
net sales decreased to 8.2% in the 1997 period from 8.7% in the
1996 period.
Interest income (expense), net improved to a net interest
income of $0.5 million for the nine months ended January 31,
1997 from a net interest expense of $0.4 million for the
comparable period of 1996 as a result of debt repayment and
investment of the proceeds of the public offerings in January
and November 1996.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary capital requirements are for working
capital, debt service and capital expenditures. The Company
has financed its operations and growth from internally
generated funds and debt financing and, since August 1994, in
part from the proceeds from its initial public offering and its
subsequent public offerings completed in January and November
1996.
Cash flows used in operating activities were $12.4 million
for the nine month period ended January 31, 1997 as compared to
$ .6 million provided by operations for the comparable period
of 1996. The decrease in cash flows from operations was
primarily the result of timing of disbursements to trade
creditors and increases in accounts receivable and inventory
levels resulting from the continuing growth in sales.
Cash used in investing activities was $20.7 million for
the nine month period ended January 31, 1997 compared to $5.2
million for the comparable period in 1996. The cash used in
investing activities was primarily for capital expenditures and
equipment purchases in both periods, for the acquisition of
finance and lease receivables for the nine months ended January
31, 1997, and for the acquisition of Jige Lohr Wreckers for the
nine months ended January 31, 1996.
Cash provided by financing activities was $25.5 million
for the nine month period ended January 31, 1997 and $33.9
million for the comparable period in the prior year. The cash
was provided primarily by the issuance of common stock offset
by cash used to repay long-term debt in both nine month
periods.
The Company has a $25 million unsecured revolving credit
facility with NationsBank of Tennessee, N.A. (the "Credit
Facility"). Borrowings under the Credit Facility bear interest
at a rate equal to the 30-day LIBOR plus .85%. At January 31,
1997, no amounts were outstanding under the Credit Facility.
The Credit Facility imposes restrictions on the Company with
respect to the maintenance of certain financial ratios and
specified tangible net worth, the sale of assets, mergers, and
the payment of dividends.
12<PAGE>
The Company has recently expanded its Hermitage,
Pennsylvania facility and is currently increasing the capacity
of its plants in Ooltewah, Tennessee and Olive Branch,
Mississippi. The Company recently purchased a car carrier
manufacturing facility in Greeneville, Tennessee. Capital
expenditures remaining for these expansions and additional
equipment are expected to be approximately $1.5 million. As
described in Note 8 to condensed consolidated financial
statements, the Company has expended approximately $5.6 million
for the purchase of companies. Excluding the capital
commitments set forth above, the Company has no other material capital
commitments. The Company believes that cash on hand, cash
flows from operations and unused borrowing capacity under the
Credit Facility will be sufficient to fund its operating needs,
capital expenditures and debt service requirements for the next
fiscal year. Management continually evaluates potential
strategic acquisitions. Although the Company believes that its
financial resources will enable it to consider potential
acquisitions, additional debt or equity financing may be
necessary. No assurance in this regard can be given, however,
since future cash flows and the availability of financing will
depend on a number of factors, including prevailing economic
conditions and financial, business and other factors beyond the
Company's control.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits. Exhibit 27 - Financial Data Schedule (For
SEC use only)
(b) Reports on Form 8-K - Current report on Form 8-K
filed on November 1, 1996.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, Miller Industries, Inc. has
duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MILLER INDUSTRIES, INC.
By: /s/ Adam L. Dunayer
Adam L. Dunayer
Vice President and
Chief Financial Officer
Date: March 17, 1997
13
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000924822
<NAME> MILLER INDUSTRIES, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> APR-30-1996
<PERIOD-START> MAY-01-1996
<PERIOD-END> JAN-31-1997
<CASH> 17,002
<SECURITIES> 0
<RECEIVABLES> 41,612
<ALLOWANCES> 0
<INVENTORY> 52,151
<CURRENT-ASSETS> 113,622
<PP&E> 24,519
<DEPRECIATION> 4,594
<TOTAL-ASSETS> 159,589
<CURRENT-LIABILITIES> 43,790
<BONDS> 5,608
0
0
<COMMON> 381
<OTHER-SE> 108,790
<TOTAL-LIABILITY-AND-EQUITY> 159,589
<SALES> 179,498
<TOTAL-REVENUES> 179,498
<CGS> 149,833
<TOTAL-COSTS> 164,602
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (476)
<INCOME-PRETAX> 15,372
<INCOME-TAX> 5,705
<INCOME-CONTINUING> 9,667
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,667
<EPS-PRIMARY> .25
<EPS-DILUTED> .25
</TABLE>
