<PAGE> 1
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 June 30, 1999
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 number 1-13516
-------
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
-------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 36-3973627
------------------------------ ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3350 North Kedzie
Chicago, Illinois 60618-5722
----------------------------------------
(Address of principal executive offices)
(Zip Code)
(312) 478-2323
---------------------------------------------------
(Registrant's telephone number, including area code)
N/A
---------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
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
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
The number of shares of issuer's Common Stock, par value $.01 per share,
outstanding as of August 11, 1999 was 6,797,310 shares.
<PAGE> 2
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
INDEX
PART I. FINANCIAL INFORMATION Page(s)
-------
Item 1. Financial Statements
Consolidated Balance Sheets
June 30, 1999 (Unaudited) and December 31, 1998 3
Consolidated Statements of Operations
(Unaudited) - for the three and six months ended
June 30, 1999 and 1998 4
Consolidated Statements of Cash Flows
(Unaudited) - for the six months ended
June 30, 1999 and 1998 5
Notes to Condensed Financial Statements (Unaudited) 6 - 7
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition 7 - 10
PART II. OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders 11
Item 6 - Exhibits and Reports on Form 8-K 11
Signatures 11
EXHIBIT II - Computation of Earnings Per Share 12
2
<PAGE> 3
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, 1999 December 31, 1998
------------- -----------------
(Unaudited)
<S> <C> <C>
Assets
Current Assets:
Cash $ 99,856 $ 347,626
Accounts receivable, trade 18,256,408 10,553,136
Inventories 14,005,343 16,101,634
Income taxes refundable 0 234,225
Deferred income taxes 1,062,800 1,062,800
Prepaid expenses and other current assets 1,320,659 1,027,198
----------- -----------
34,745,066 29,326,619
----------- -----------
Property and Equipment, net 8,614,553 8,210,547
----------- -----------
Other Assets:
Goodwill, net 307,881 305,945
Deferred income taxes 145,200 145,200
Other assets 908,575 940,219
----------- -----------
1,361,656 1,391,364
----------- -----------
$44,721,275 $38,928,530
=========== ===========
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable, trade $9,034,278 $6,910,313
Long-term indebtedness, current portion 587,743 321,500
Accrued expenses and other current liabilities 3,889,028 3,987,300
----------- -----------
13,511,049 11,219,113
----------- -----------
Long-term Liabilities:
Revolving loan indebtedness 16,615,000 12,910,000
Subordinated debenture 4,363,125 4,340,625
Long-term indebtedness, non-current portion 3,773,212 3,784,340
Deferred income taxes 166,660 177,072
----------- -----------
24,917,997 21,212,037
----------- -----------
Stockholders' Equity:
Preferred stock (authorized 1,000,000 shares, $.01 par value,
none issued or outstanding) 0 0
Common stock (authorized 15,000,000 shares, $.01 par
value, 6,784,810 shares and 6,769,425 issued and
outstanding at June 30, 1999 and December 31, 1998,
respectively) 67,848 67,694
Additional paid-in-capital 8,302,044 8,257,398
Accumulated deficit (1,421,065) (1,228,070)
Accumulated other comprehensive losses (656,598) (599,642)
----------- -----------
6,292,229 6,497,380
----------- -----------
$44,721,275 $38,928,530
=========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE> 4
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales $20,713,324 $19,473,885 $35,912,349 $33,998,198
Cost of sales 16,296,645 15,254,026 29,038,771 26,746,372
----------- ----------- ----------- -----------
Gross profit 4,416,679 4,219,859 6,873,578 7,251,826
Selling, general, and administrative expenses 3,196,141 3,171,941 5,923,075 5,630,834
----------- ----------- ----------- -----------
Income from operations 1,220,538 1,047,918 950,503 1,620,992
----------- ----------- ----------- -----------
Other expense:
Provision for lawsuit settlement 0 (151,000) 0 (151,000)
Interest expense 508,291 544,462 1,019,522 1,049,337
Other (10,930) 121,217 (11,524) 91,584
----------- ----------- ----------- -----------
497,361 514,679 1,007,998 989,921
----------- ----------- ----------- -----------
Income (loss) before provision for income taxes 723,177 533,239 (57,495) 631,071
Income tax provision 331,018 183,700 135,500 239,400
----------- ----------- ----------- -----------
Net income (loss) $ 392,159 $ 349,539 $ (192,995) $ 391,671
=========== =========== =========== ===========
Comprehensive income (loss):
Net income (loss) $ 392,159 $ 349,539 $ (192,995) $ 391,671
Other comprehensive loss, foreign currency
translation adjustment (24,102) (41,669) (56,956) (61,630)
----------- ----------- ----------- -----------
Comprehensive income (loss) $ 368,057 $ 307,870 $ (249,951) $ 330,041
=========== =========== =========== ===========
Earnings per share:
Basic:
Net income (loss) per share $0.06 $0.05 $(0.03) $ 0.06
=========== =========== =========== ===========
Weighted average number of common shares
outstanding 6,784,810 6,769,425 6,778,229 6,769,425
=========== =========== =========== ===========
Diluted:
Net income (loss) per share $0.05 $0.05 $(0.03) $0.06
=========== =========== =========== ===========
Weighted average number of common shares
outstanding 7,141,208 6,771,205 6,778,229 6,771,859
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements
4
<PAGE> 5
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended June 30,
--------------------------------------
1999 1998
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (192,995) $ 391,671
Adjustments to reconcile net income (loss) to net cash provided
by (used in) operating activities:
Depreciation and amortization 565,516 615,751
Provision for lawsuit settlement 0 (151,000)
Effect of exchange rate changes (56,956) (61,630)
Compensation expense for stock options 19,800 0
Deferred income taxes and other 12,088 227,941
Changes in operating assets and liabilities:
Accounts receivable, trade (7,703,272) (4,536,568)
Inventories 2,096,291 (2,473,184)
Prepaid expenses and other current assets (34,236) 94,293
Other assets (82,559) 63,708
Accounts payable, trade 2,123,963 4,826,098
Accrued expenses and other current liabilities (98,272) 93,317
------------ ------------
Net cash used in operating activities (3,350,632) (909,603)
------------ ------------
Cash flows used in investing activities:
Purchase of property and equipment (857,253) (368,489)
------------ ------------
Net cash used in investing activities (857,253) (368,489)
------------ ------------
Cash flows from financing activities:
Net increase in revolving loan indebtedness 3,705,000 1,285,000
Proceeds on notes payable 471,014 0
Principal payments on notes payable (215,899) (95,635)
Principal payments on loans from shareholders 0 (21,064)
------------ ------------
Net cash provided by financing activities 3,960,115 1,168,301
------------ ------------
Net decrease in cash (247,770) (109,791)
Cash, beginning of period 347,626 196,010
------------ ------------
Cash, end of period $ 99,856 $ 86,219
============ ============
Supplemental disclosures of cash flow information:
Cash paid for interest $ 1,107,256 $ 949,953
------------ ------------
Cash paid for income taxes $ 0 $ 24,406
------------ ------------
Supplemental disclosures of noncash investing and financing $ 25,000 $ 0
============ ============
activities - issuance of common stock for services
</TABLE>
The accompanying notes are an integral part of the financial statements.
5
<PAGE> 6
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. UNAUDITED INTERIM FINANCIAL STATEMENTS
Interim condensed financial statements are prepared pursuant to the requirements
for reporting on Form 10-Q. Accordingly, certain disclosures accompanying annual
financial statements prepared in accordance with generally accepted accounting
principles are omitted. For additional disclosures, see the Notes to
Consolidated Financial Statements contained in the Company's Annual Report on
Form 10-K for the year ended December 31, 1998.
In the opinion of management of Universal Automotive Industries, Inc. (the
"Company"), all adjustments, consisting solely of normal recurring adjustments,
necessary for the fair presentation of the financial statements for these
interim periods have been included. The current periods' results of operations
are not necessarily indicative of results which ultimately may be achieved for
the year.
2. INVENTORIES
June 30, 1999
-------------
Finished goods $ 11,690,111
Work in process 159,382
Raw materials 2,155,850
-------------
$ 14,005,343
=============
3. BASIS OF PRESENTATION
Income Taxes
- ------------
The variation of the Company's effective tax rate from the federal statutory tax
rate is principally due to losses in the Company's Hungarian subsidiary for
which no tax benefits are available.
Net Income Per Share
- --------------------
Warrants and options issued by the Company are only included in the computation
of weighted average number of shares, where their inclusion is not
anti-dilutive. For the six months ended June 30, 1998, common stock equivalents
are not included in the weighted average number of shares outstanding in
determining net loss per share.
4. LASALLE NATIONAL BANK INDEBTEDNESS
The Company's credit agreement with LaSalle National Bank ("LaSalle") for (a) a
revolving line of credit of up to $20 million based on eligible accounts
receivable and inventory and (b) a term loan in the initial amount of $4.45
million had an initial term ending May 1, 1999. The Company has agreed to a
LaSalle proposal to renew and restructure the credit agreement whereby the
revolving line of credit is increased to $22 million and the term loan is
extended at the amount outstanding as of the renewal date. Advance rates
applicable to eligible accounts receivable and inventory are to increase with
the renewal. The credit renewal bears a term ending May 1, 2002. LaSalle has
temporarily extended the existing credit agreement to August 15, 1999 so that
the renewal process can be completed. At June 30, 1999, the Company was not in
compliance with certain loan covenants but had received waivers from LaSalle
concerning such noncompliance.
6
<PAGE> 7
5. GEOGRAPHICAL SEGMENT DATA
<TABLE>
<CAPTION>
United Consolidated
States Canada Europe Eliminations Total
----------- ----------- ---------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Total Revenue:
Unaffiliated customers $29,079,310 $ 4,297,985 $2,535,054 $ 0 $35,912,349
Inter area transfers 331,460 3,097,353 0 (3,428,813) 0
----------- ----------- ---------- ----------- -----------
Total $29,410,770 $ 7,395,338 $2,535,054 ($3,428,813) $35,912,349
=========== =========== ========== =========== ===========
Income (loss) from operations $ 1,470,835 ($12,225) ($508,107) $ 0 $ 950,503
=========== =========== ========== =========== ===========
Total assets $55,714,737 $13,416,098 $4,218,275 ($28,627,835) $44,721,275
=========== =========== ========== =========== ===========
</TABLE>
6. COMPANY FACILITIES
The Company has plans to relocate its owned Chicago distribution facility to a
larger leased facility in a southern suburb of Chicago in the third quarter of
1999. Such facility will accommodate the Company's growth and increase
distribution efficiency. The new lease is for a 263,000 square foot building and
calls for monthly rent payments of $49,470 per month plus payments covering
principally property taxes. The lease expires October 31, 2004. The Company is
negotiating the sale of its present building at a price greater than the
property's net book value.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATION AND FINANCIAL CONDITION(1)
RESULTS OF OPERATIONS
Three Months Ended June 30, 1999 Compared To Three Months Ended June 30, 1998
Sales increased approximately $1.2 million or 6.4% over the same quarter in
1998 to $20,713,324. This increase is primarily due to gains in sales of brake
parts, especially friction products and sales of the Company's premium
"Ultimate" brake products. As to non brake businesses, sales of the Company's
"commodities" business for the second quarter of 1999 was 28% greater than the
same quarter of the prior year. However, this increase was wholly offset by a
decrease in sales of the Company's Hungarian gray iron foundry for the quarter
ended June 30, 1999 which were 32% less compared to the same 1998 quarter as the
foundry worked to replace business lost in the last half of 1998 due to the
Russian economic crisis.
- --------------------------------------------------------------------------------
(1) Some of the statements included in Management's Discussion and Analysis of
Financial Condition and Results of Operations, may be considered to be "forward
looking statements" since such statements relate to matters which have not yet
occurred. For example, phrases such as "the Company anticipates," "believes" or
"expects" indicate that it is possible that the event anticipated, believed or
expected may not occur. Should such event not occur, then the result which the
Company expected also may not occur or occur in a different manner, which may be
more or less favorable to the Company. The Company does not undertake any
obligation to publicly release the result of any revisions to these forward
looking statements that may be made to reflect any future event or
circumstances.
7
<PAGE> 8
Gross profits for the three months ended June 30, 1999 were $4,416,679 or
21.3% of net sales compared to $4,219,859 or 21.7% in the same period of 1998.
Such increase in gross profit was principally due to increased sales offset by
slightly lower gross profit percentages due to a more unfavorable sales mix
between brake and non-brake business.
Selling, general and administrative expenses for the three months ended
June 30, 1999 increased slightly by $24,200 from $3,171,941 (16.3% of net sales)
for the second quarter of 1998 to $3,196,141 (15.4% of net sales). Selling,
general and administrative expenses as a percentage of sales decreased
principally because the fixed component of selling, general and administrative
expenses has not increased as the Company's sales increased.
Other expense for the three months ended June 30, 1999 decreased to
$497,362 from $514,679 for the same period of 1998. The decrease is attributable
to (a) a slight decrease in interest expense due to lower average interest rates
despite a higher level of borrowing at June 30, 1999 compared to June 30, 1998,
(b) absence of foreign exchange losses as occurred in the second quarter, 1998
due to unfavorable fluctuations in the Canadian dollar, and (c) absence of a
favorable second quarter, 1998 adjustment of $151,000 to the previously recorded
provision for lawsuit settlement .
Net income for the three months ended June 30, 1999 was $392,159 compared
to net income of $349,539 for the same period in 1998. This increase in net
income is attributed to higher sales and related gross profit, flat selling,
general and administrative expenses and lower other expense as discussed above.
Six Months Ended June 30, 1999 Compared to Six Months Ended June 30, 1998
Net sales for the six months ended June 30, 1999 increased by $1,914,151 or
5.6% to $35,912,349. The sales increase is attributable to increased sales of
brake products, primarily friction products and sales of the Company's premium
"Ultimate" brake products. Sales of non brake warehouse "commodity" business was
also higher than the same period in 1998 offset by lower sales in the Company's
Hungarian gray iron foundry.
Gross profits for the six months ended June 30, 1999 decreased $378,248 or
5.2% to $6,873,578. The percent of gross profit for the six month period was
19.1% compared to 21.3% for the same 1998 period. The decrease in gross profits
is due to (a) gaining two important new buying groups as customers in late 1998
by aggressive brake parts pricing especially in the first quarter of 1999 in
anticipation of significant incremental volumes in the future and (b) reduced
sales and related gross profit of UBP Csepel Iron Foundry as there has not been
enough new business to compensate for the loss in 1998 of the Foundry's major
customer due to the Russian economic crisis. The Company believes that the
economic situation in Russia will continue in the short term; however, the
Foundry's sales and marketing efforts are successfully being directed toward
increasing sales in Central and Western Europe.
Selling, general and administrative expenses for the six months ended June
30, 1999 increased $292,241 or 5.2% to $5,923,075 from $5,630,834 for the same
period in 1998. Such increase was due primarily to expenses incurred to in
connection with the Company's effort to improve UBP Csepel's sales and marketing
efforts.
8
<PAGE> 9
Other Expense for the six months ended June 30, 1999 increased by $18,078
to $1,007,999 from $989,921 for the same period of 1998. The increase is
attributable to an absence of a favorable adjustment in the second quarter, 1998
to a previously recorded provision for lawsuit settlement offset by the absence
of foreign exchange losses due to unfavorable fluctuations in the Canadian
dollar as was recorded in the same period of 1998.
Net loss for the six months ended June 30, 1999 was $192,995 compared to
net income of $391,671 for the same period in 1998. This decrease in net income
is attributable to the individual factors discussed above.
LIQUIDITY AND CAPITAL RESOURCES
Net cash used in operating activities for the six months ended June 30,
1999 was $3,350,632. This net use of cash is because cash generated from
operations ($347 thousand) coupled with cash generated through an increase in
accounts payable ($2.1 million) and a decrease in inventory ($2.1 million), did
not offset cash required to finance growth in accounts receivable ($7.7
million).
Net cash used in investing activities was $857,253, which is attributable
primarily to acquisition of various items of tooling, warehouse equipment and
manufacturing equipment, particularly expansion of the Company's friction
manufacturing. The Company's investment in warehouse equipment supports larger
distribution facilities to enhance efficiency and to accommodate higher volumes.
Net cash provided by financing activities was $3,960,115, consisting primarily
of borrowings under the Company's revolving credit agreement and capital leases
for the purchase of various manufacturing equipment.
The Company expects to continue to finance its operations through cash flow
generated from operations, borrowings under the Company's bank lines of credit
and credit from its suppliers.
"YEAR 2000" COMPLIANCE
The Company has reviewed the information technology ("IT") and non-IT
systems and related software in use throughout its operations that could be
affected by the Year 2000 issue. The Year 2000 issue is the result of computer
programs being written using two digits rather than four to define the
applicable year. Thus, time sensitive software may recognize a date using the
digits "00" as the year 1900 rather than the year 2000. This could result in
system failure or miscalculation.
IT Systems
The Company has three major IT systems, the software for which has been
licensed from various IT vendors: a system that processes and controls sales,
inventory, and warehouse operations for its North American distribution
business; an accounting system for its North American business; and an
integrated business/accounting system for its Hungarian foundry.
The distribution business IT system requires a software upgrade from the
vendor to be Year 2000 compliant. The Company chose to upgrade its computer
hardware and operating system prior to installing the software upgrades to take
advantage of more efficient computer operations and robust capabilities the new
operating system offers. The new hardware and operating system have been
installed and migration to
9
<PAGE> 10
the fully Year 2000 compliant software upgrades are in place for the Company's
United States facilities. Final implementation of the Year 200 software upgrade
for the Canadian distribution business is scheduled for mid August, 1999. The
cost of the new hardware and operating system software is approximately $75,000.
The upgrade version of the software is provided by the vendor under a
maintenance agreement.
The accounting system in use for the North American business has been
certified as Year 2000 compliant by the software publisher for the version in
use. No additional costs are anticipated for this system.
The Year 2000 upgrade needed for the integrated business/accounting system
in use at the Hungarian foundry has been installed and has been provided by the
software vendor under a maintenance agreement.
Non-IT Systems
The Company has considered the risk that the Year 2000 issue may adversely
affect non-IT systems in use. In several instances, the provider of outside
services has certified Year 2000 compliance (e.g. banking, payroll processing,
etc.). The Company believes that its manufacturing processes are not subject to
Year 2000 risk due to the nature of the processes and machines in use. The
Company also believes that the impact of other non-IT systems not being Year
2000 compliant would be minimal.
Third Party Issues
The Company is currently addressing the Year 2000 readiness of third
parties whose business interruption would have a material adverse affect on our
business. Significant vendors and customers have been surveyed to ascertain
their plans for Year 2000 readiness. The survey follow up and results are being
completed. Any Year 2000 issues discovered through the survey process will be
resolved by September 30, 1999.
In a highly unlikely worst case scenario in which a portion of the
Company's computer system fails to produce accurate data due to Year 2000, a
temporary manual/personal computer system would be used until the software is
corrected or until replacement software is installed.
Despite diligent preparation, unanticipated third-party failures, more
general public infrastructure failures or failure to successfully conclude our
Year 2000 readiness efforts as planned could have a material adverse impact on
the Company's results of operations, financial condition and cash flows in 2000
and beyond.
10
<PAGE> 11
PART II OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders
On June 7, 1999, Universal Automotive Industries, Inc. held its annual meeting
of shareholders. Present at this meeting, in person and by proxy, were
shareholders representing 5,282,545 of the 6,784,810 issued and outstanding
shares of Common Stock at the date of record (77.9% of the total number of
shares of Common Stock outstanding and entitled to vote). The following items
were voted upon at the meeting:
a) The following Directors were elected to the Board:
- --------------------------------------------------------------------------------
Name Votes For Votes Against Votes Withheld
- --------------------------------------------------------------------------------
Arvin Scott 5,269,365 13,180 0
- --------------------------------------------------------------------------------
Yehuda Tzur 5,269,365 13,180 0
- --------------------------------------------------------------------------------
Sami Israel 5,269,365 13,180 0
- --------------------------------------------------------------------------------
Sheldon Robinson 5,268,865 13,680 0
- --------------------------------------------------------------------------------
Sol S. Weiner 5,268,865 13,680 0
- --------------------------------------------------------------------------------
Dennis L. Kessler 5,269,365 13,180 0
- --------------------------------------------------------------------------------
b) An increase to 700,000 shares in the number of shares the Company is
authorized to issue under the Company's Share Option Plan was approved. Holders
of Common Stock holding 5,282,545 votes were cast in favor, no votes were cast
against, and no shares abstained from voting. c) The firm of Altschuler, Melvoin
and Glasser LLP was reappointed as the Company's independent auditors for 1999.
Holders of Common Stock holding 5,279,465 votes were cast in favor, 2,480 votes
were cast against, and 600 shares abstained from voting.
Item 6 - Exhibits and Reports on Form 8-K
a) Exhibit 11 - Computation of Earnings Per Share
SIGNATURES
- --------------------------------------------------------------------------------
Pursuant to the requirements of Section 13 or 15(d) of the Securities
and Exchange Act of 1934, the Company has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
/s/ ARVIN SCOTT
---------------------------------------------------
Arvin Scott, Chief Executive Officer, President
(Principal Executive Officer)
/s/ JEROME J. HISS
---------------------------------------------------
Jerome J. Hiss, Chief Financial Officer (Principal
Financial Officer and Principal Accounting Officer)
Date: August 13, 1999
11
<PAGE> 1
EXHIBIT II
UNIVERSAL AUTOMOTIVE INDUSTRIES, INC.
COMPUTATION OF EARNINGS PER SHARE
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
--------------------------- ---------------------------
1999 1998 1999 1998
---------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
BASIC NET INCOME (LOSS) PER COMMON SHARE
Net income (loss) $ 392,159 $ 349,539 $ (192,995) $ 391,671
========== =========== =========== ===========
Weighted average common shares outstanding 6,784,810 6,769,425 6,778,229 6,769,425
========== =========== =========== ===========
Basic net income (loss) per common share $ 0.06 $ 0.05 $ (0.03) $ 0.06
========== =========== =========== ===========
DILUTED NET INCOME (LOSS) PER COMMON SHARE
Net income (loss) $ 392,159 $ 349,539 $ (192,995) $ 391,671
========== =========== =========== ===========
Weighted average common shares outstanding 6,784,810 6,769,425 6,778,229 6,769,425
Options and warrants assumed to be common stock
equivalents using treasury stock method 356,398 1,780 0 2,434
---------- ----------- ----------- -----------
Weighted average common shares outstanding, as
adjusted 7,141,208 6,771,205 6,778,229 6,771,859
========== =========== =========== ===========
Diluted net income (loss) per common share $ 0.05 $ 0.05 $ (0.03) $ 0.06
========== =========== =========== ===========
</TABLE>
12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 99,856
<SECURITIES> 0
<RECEIVABLES> 18,787,884
<ALLOWANCES> 531,476
<INVENTORY> 14,005,343
<CURRENT-ASSETS> 34,745,066
<PP&E> 12,779,308
<DEPRECIATION> 4,164,755
<TOTAL-ASSETS> 44,721,275
<CURRENT-LIABILITIES> 13,511,049
<BONDS> 24,751,337
0
0
<COMMON> 67,848
<OTHER-SE> 6,224,381
<TOTAL-LIABILITY-AND-EQUITY> 44,721,275
<SALES> 35,912,349
<TOTAL-REVENUES> 35,912,349
<CGS> 29,038,771
<TOTAL-COSTS> 29,038,771
<OTHER-EXPENSES> 5,662,692
<LOSS-PROVISION> 260,383
<INTEREST-EXPENSE> 1,019,522
<INCOME-PRETAX> (57,495)
<INCOME-TAX> 0
<INCOME-CONTINUING> (57,495)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (249,951)
<EPS-BASIC> (0.03)
<EPS-DILUTED> (0.03)
</TABLE>
