UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 1998
Commission File No. 0-25390
SMC CORPORATION
(Exact name of Registrant as specified in its charter)
Oregon 93-0939076
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
30725 Diamond Hill Road
Harrisburg, Oregon 97446
(Address of principal executive offices) (Zip Code)
(541) 995-8214
(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 report), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [ X ] No [ ]
The number of outstanding shares of Common Stock at October 20, 1998: 6,420,349
<PAGE>
SMC CORPORATION
INDEX TO FORM 10-Q
Page
----
Part I - Financial Information
Item 1. Financial Statements
Consolidated Balance Sheet - December 31, 1997 and
September 30, 1998......................................... 3
Consolidated Statement of Operations - Three Months
Ended September 30, 1997 and September 30, 1998............ 4
Consolidated Statement of Operations - Nine Months
Ended September 30, 1997 and September 30, 1998............ 5
Consolidated Statement of Changes in Shareholders'
Equity - Year Ended December 31, 1997 and Nine
Months Ended September 30, 1998............................ 6
Consolidated Statement of Cash Flows - Nine Months
Ended September 30, 1997 and September 30, 1998............ 7
Notes to Consolidated Financial Statements................. 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations........................ 10
Part II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders........ 14
Item 5. Other Information.......................................... 14
Item 6. Exhibits and Reports on Form 8-K........................... 15
Signatures ........................................................... 16
Exhibit Index........................................................... 17
2
<PAGE>
Part I - Financial Information
Item 1. Financial Statements
SMC Corporation
Consolidated Balance Sheet
(in thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
December 31, September 30,
1997 1998
------------ -------------
(unaudited)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 103 $ 343
Accounts receivable, net 12,397 10,906
Inventories (Note 2) 23,038 30,960
Prepaid expenses and other 709 2,349
Deferred tax asset 2,834 2,834
------------ -------------
Total current assets 39,081 47,392
Property, plant and equipment, net 18,585 17,901
Intangible assets, net 2,129 1,989
Other assets 47 29
------------ -------------
Total assets $ 59,842 $ 67,311
============ =============
Liabilities and shareholders' equity
Current liabilities:
Notes payable $ 1,695 $ 2,042
Current portion of long-term debt 1,381 1,374
Accounts payable 17,342 25,062
Income taxes payable 405 --
Product warranty liabilities 3,769 3,766
Current portion of capital lease obligation 18 18
Accrued liabilities 4,725 5,396
------------ -------------
Total current liabilities 29,335 37,658
------------ -------------
Long-term debt, net of current portion 5,376 4,414
Capital lease obligation, less current portion 57 44
Deferred income taxes 781 781
------------ -------------
Total liabilities 35,549 42,897
------------ -------------
Shareholders' equity:
Preferred stock, 5,000 shares authorized,
none issued or outstanding -- --
Common stock, 30,000 shares authorized,
6,343 and 6,420 shares issued and outstanding 10,810 11,944
Additional paid-in capital 1,488 1,472
Retained earnings 11,995 10,998
------------ -------------
Total shareholders' equity 24,293 24,414
------------ -------------
Total liabilities and shareholders' equity $ 59,842 $ 67,311
============ =============
The accompanying notes are an integral part of this financial statement.
</TABLE>
3
<PAGE>
SMC Corporation
Consolidated Statement of Operations
(in thousands, except per share amounts)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
September 30,
1997 1998
----------- ----------
(unaudited)
<S> <C> <C>
Sales $ 51,578 $ 50,276
Cost of sales 44,677 47,483
----------- ----------
Gross profit 6,901 2,793
Selling, general and administrative expenses 4,612 4,822
----------- ----------
Income (loss) from operations 2,289 (2,029)
Interest expense 276 196
Other (income) expense, net (Note 6) (1) 1,795
----------- ----------
Income (loss) before provision for taxes 2,014 (4,020)
Provision (benefit) for income taxes 808 (1,538)
----------- ----------
Net income (loss) $ 1,206 $ (2,482)
=========== ==========
Net income (loss) per share - basic $ .18 $ (.38)
=========== ==========
Net income (loss) per share - diluted $ .18 $ (.38)
=========== ==========
Weighted average number of shares - basic 6,563 6,499
=========== ==========
Weighted average number of shares - diluted 6,556 6,499
=========== ==========
The accompanying notes are an integral part of this financial statement.
</TABLE>
4
<PAGE>
SMC Corporation
Consolidated Statement of Operations
(in thousands, except per share amounts)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1997 1998
----------- ----------
(unaudited)
----------- ----------
<S> <C> <C>
Sales $ 150,643 $ 150,406
Cost of sales 131,863 135,738
----------- ----------
Gross profit 18,780 14,668
Selling, general and administrative expenses 13,794 13,703
----------- ----------
Income from operations 4,986 965
Interest expense 751 552
Other (income) expense, net (note 6) (37) 1,626
----------- ----------
Income (loss) before provision for taxes 4,272 (1,213)
Provision (benefit) for income taxes 1,712 (486)
----------- ----------
Net income (loss) $ 2,560 $ (727)
=========== ==========
Net income (loss) per share - basic $ .39 $ (.11)
=========== ==========
Net income (loss) per share - diluted $ .39 $ (.11)
=========== ==========
Weighted average number of shares - basic 6,563 6,495
=========== ==========
Weighted average number of shares - diluted 6,561 6,519
=========== ==========
The accompanying notes are an integral part of this financial statement.
</TABLE>
5
<PAGE>
SMC Corporation
Consolidated Statement of Changes in Shareholders' Equity (unaudited)
(in thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Common Stock Additional
------------------------------ paid-in Retained
Shares Amount capital earnings Total
-------------- ------------- ------------- ------------ ----------
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1996 6,563 $ 10,914 $ 1,556 $ 8,524 $ 20,994
Net income -- -- -- 4,246 4,246
Stock repurchase (220) (104) (68) (775) (947)
-------------- ------------- ------------- ------------ ----------
Balance, December 31, 1997 6,343 10,810 1,488 11,995 24,293
-------------- ------------- ------------- ------------ ----------
Net (loss) -- -- -- (727) (727)
Common stock issued upon 252 1,954 -- -- 1,954
exercise of stock options
Stock repurchase (175) (820) (16) (270) (1,106)
-------------- ------------- ------------- ------------ ----------
Balance, September 30, 1998 6,420 $ 11,944 $ 1,472 $ 10,998 $ 24,414
============== ============= ============= ============ =========
The accompanying notes are an integral part of this financial statement.
</TABLE>
6
<PAGE>
SMC Corporation
Consolidated Statement of Cash Flows
(in thousands)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-------------------------
1997 1998
----------- ----------
(unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 2,560 $ (727)
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,563 1,565
Changes in current assets and liabilities:
Accounts receivable 1,319 1,491
Inventories 3,304 (7,922)
Prepaid expenses and other 123 (1,640)
Other assets 47 18
Accounts payable (1,521) 7,720
Income taxes payable (1,031) (405)
Accrued liabilities and other obligations 116 668
----------- --------
Net cash provided by operating activities 6,480 768
----------- --------
Cash flows from investing activities:
Capital expenditures (2,173) (774)
Proceeds from disposal of equipment 16 33
Other (195) --
----------- --------
Net cash used in investing activities (2,352) (741)
----------- --------
Cash flows from financing activities:
Net (borrowings) repayments on notes payable (3,313) 347
Proceeds from issuance of long-term debt 174 --
Repayments of long-term debt (1,425) (969)
Principal payments on capital lease obligation (12) (13)
Proceeds from sale-leaseback 1,364 --
Proceeds from issuance of common stock -- 1,954
Repurchase of common stock (947) (1,106)
----------- --------
Net cash (used in) provided by financing activities (4,159) 213
----------- --------
Net (decrease) increase in cash and cash equivalents (31) 240
Cash and cash equivalents, beginning of period 316 103
----------- --------
Cash and cash equivalents, end of period $ 285 $ 343
=========== ========
The accompanying notes are an integral part of this financial statement.
</TABLE>
7
<PAGE>
SMC Corporation
Form 10-Q
For the Third Quarter Ended September 30, 1998 (unaudited)
Notes to Financial Statements
- --------------------------------------------------------------------------------
1. Basis of Presentation of Interim Period Statements
The accompanying financial statements are unaudited and have been prepared
by SMC Corporation (the "Company") pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures typically included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. In the opinion
of management, the financial statements include all adjustments, consisting
only of normal recurring adjustments, necessary for a fair presentation of
the results for the interim periods reported. The financial statements
should be read in conjunction with the audited financial statements and
notes thereto included in the 1997 Annual Report on Form 10-K filed with
the Securities and Exchange Commission. The results of operations for an
interim period are not necessarily indicative of the results of operations
for a full year.
2. Inventories
Inventories by major classification are as follows (in thousands):
<TABLE>
<CAPTION>
December 31, September 30,
1997 1998
--------------- ----------------
<S> <C> <C>
Raw materials $ 11,418 $ 17,465
Work-in-progress 9,581 11,438
Finished goods 2,039 2,057
--------------- ----------------
Total $ 23,038 $ 30,960
=============== ================
</TABLE>
3. Earnings Per Share
The Company adopted FASB Statement 128, "Earnings Per Share," in the fourth
quarter of 1997. FASB 128 requires dual presentation of basic and diluted
EPS. Previously, the Company had presented primary EPS. Diluted EPS is
calculated by dividing net income by the total of the weighted average
actual shares outstanding for each period plus the number of shares
calculated as having dilutive impact, if any, related to the stock options
under the Company's Stock Incentive Plan, and the warrants issued in
conjunction with the Company's initial public offering. Previously reported
amounts for primary EPS are the same as the diluted EPS amounts now
reported. Basic EPS is computed by dividing the net income by the weighted
average actual shares outstanding for each period presented with no
consideration as to the dilutive impact of the Company's outstanding stock
options or warrants.
8
<PAGE>
SMC Corporation
Form 10-Q
For the Third Quarter Ended September 30, 1998 (unaudited)
Notes to Financial Statements
- --------------------------------------------------------------------------------
4. Related Party Transactions
During the three-month and nine-month periods ended September 30, 1997 and
1998, the Company had sales of $7.4 million and $7.7 million and $18.4
million and $21.3 million, respectively, to a dealership that is owned by
parties related to an officer of the Company.
5. Comprehensive Income
In June 1997, Financial Accounting Standards Board ("FASB") issued
Statements of Financial Accounting Standards, No. 130, "Reporting
Comprehensive Income." The Company has adopted the standard as of January
1, 1998. Total comprehensive income or loss for the three-month and
nine-month periods ended September 30, 1997 and 1998 was net income of $1.2
million and net loss of $2.5 million and net income of $2.6 million and net
loss of $727,000, respectively.
6. Other income, net
Included in other income (expense), net for the three-month and nine-month
period ended September 30, 1998 is a charge of $1.1 million related to
reserves established for litigation matters involving product warranty of
motor homes produced by the Company.
9
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations
The following table sets forth, for the periods indicated, selected
consolidated statement of income data, expressed as a percentage of sales, and
the percentage change in such data from the comparable prior period.
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
-------------------- ---------------------
1997 1998 1997 1998
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Sales.......................... 100.0% 100.0% 100.0% 100.0%
Cost of sales.................. 86.6 94.4 87.5 90.2
--------- --------- --------- ---------
Gross profit................... 13.4 5.6 12.5 9.8
Selling, general and
administrative expenses 8.9 9.6 9.2 9.1
--------- --------- --------- ---------
Income (loss) from operations.. 4.5 (4.0) 3.3 .7
Interest expense............... .6 .4 .5 .4
Other expense.................. -- 3.6 -- 1.1
--------- --------- --------- ---------
Pretax (loss) income........... 3.9 (8.0) 2.8 (.8)
Provision (benefit) for income taxes 1.6 (3.1) 1.1 (.3)
--------- --------- --------- ---------
Net income (loss).............. 2.3% (4.9)% 1.7% (.5)%
========= ========= ========= =========
</TABLE>
Sales decreased 2.5% to $50.3 million for the third quarter of 1998 from
$51.6 million for the comparable period in 1997. The Company had a decrease in
unit sales of 11.5%, from 445 units in 1997 to 394 units in 1998. For the nine
months ended September 30, 1998, sales decreased .2% to $150.4 million from
$150.6 million for the comparable period in 1997. For the nine-month period,
unit sales decreased to 1,178 units, down 11.9% from 1,337 units sold in the
same period in 1997. Lower unit sales in the third quarter were related to
production difficulties due to employee turnover during the model change at the
Company's Safari plant. The Company believes these problems have been identified
and solutions are being implemented. For the nine-month period ended September
30, 1998 sales were lower because of lower than expected sales during the winter
show season, which also impacted replenishment order sales after the winter show
season. Total sales dollars increased in both time periods due to a shift in
sales mix toward the Company's higher priced models.
Gross profit for the quarter ended September 30, 1998 decreased 59.5% to
$2.8 million from $6.9 million in the comparable period in 1997, and decreased
as a percentage of sales from 13.4% to 5.6%. The lower margin performance was
caused by the production difficulties experienced at the Company's Safari plant.
For the nine months ended September 30, 1998, gross profit decreased to $14.7
million from $18.8 million, and decreased as a percentage of sales from 12.5% to
9.8%.
Selling, general, and administrative expenses increased 4.6% to $4.8
million for the quarter ended September 30, 1998 from $4.6 million for the
comparable period of 1997.
10
<PAGE>
For the nine-month period ended September 30, 1998, selling, general, and
administrative costs decreased .7% to $13.7 million from $13.8 million for the
same period in 1997.
Given the factors affecting gross margin and selling, general and
administrative expenses, operating income decreased 188.6% to a loss of $2.0
million for the third quarter of 1998 from income of $2.3 million in the
comparable period of 1997. Operating income decreased 80.6% to $965,000 for the
nine months ended September 30, 1998 from $5.0 million for the comparable period
in 1997.
Interest expense decreased 29.0% to $196,000 for the third quarter of 1998
from $276,000 in the comparable period of 1997. Interest expense decreased 26.5%
to $552,000 for the nine-month period ended September 30, 1998 from $751,000 for
the comparable period in 1997 as a result of lower overall debt outstanding
given lower working capital needs and payoff of term debt.
Other expense for the three and nine month periods of 1998 reflect a
one-time charge of $1.1 million for litigation reserves as described in Note 6
to the Financial Statements.
For the third quarter of 1998, the effective tax rate was 38.3%, resulting
in an income tax provision benefit of $1.5 million. For the third quarter of
1997, the Company's income tax provision was $808,000, at an effective rate of
40.1%. For the nine-month period ended September 30, 1998, the effective tax
rate was 40.1%, resulting in an income tax provision benefit of $486,000. For
the nine-month period ended September 30, 1997, the effective tax rate was
40.0%, resulting in an income tax provision of $1.7 million.
Net loss after tax for the third quarter of 1998 was $2.5 million, down
305.8% from 1997's third-quarter net income of $1.2 million. Net loss after tax
was $727,000 for the nine months ended September 30, 1998, down 128.4% from 1997
net income of $2.6 million.
The Company's revenues historically have been subject to some seasonal
fluctuation. Demand for high-line motor coaches tends to increase with the
beginning of the new model year, which occurs during the Company's third quarter
ending September 30.
Liquidity and Capital Resources
During the first nine months of 1998, SMC generated $768,000 in cash from
operations while its working capital position decreased from $9.8 million at
December 31, 1997 to $9.7 million at September 30, 1998 (including cash and cash
equivalents of $343,000). The cash generated from operations during the first
nine months of 1998, the cash proceeds from the issuance of common stock for
$1,954,000 and additional short term borrowings of $347,000 were used to finance
capital expenditures of approximately $774,000, to service term debt payments of
approximately $969,000, and to buy back common stock of $1,106,000.
11
<PAGE>
The Company anticipates that its aggregate capital expenditures for 1998
will be approximately $1.5 million. The Company plans to use cash generated from
operations and issuance of long-term debt to fund these expenditures.
The Company has lines of credit of $10 million ($8.0 million of which is
available at September 30, 1998), plus an additional $4.0 million equipment
financing line of credit, all of which was available at September 30, 1998.
Amounts outstanding under these lines of credit bear interest at prime (8.25% at
September 30, 1998) and are secured by all assets not specifically identified in
other financing obligations. The terms of the revolving credit and equipment
financing agreements require compliance with certain financial covenants and
other covenants which provide that the Company receive consent from the lender
to declare or pay dividends in cash, stock or other property. The covenants also
include restrictions relating to (1) mergers, consolidations and sale of assets,
(2) guarantees by the Company of debts or obligations of other persons or
entities, and (3) acquisition of the Company's own stock. The Company does not
believe any of these covenants will have a material impact on the Company's
ability to meet its cash obligations. The Company was in compliance with all
covenants and agreements at September 30, 1998.
Most dealer purchases of motor coaches from the Company are financed under
flooring financing arrangements between the dealer and a bank or finance
company. Under these flooring arrangements, the financing institution lends the
dealer all or substantially all of the wholesale purchase price of a motor coach
and retains a security interest in the coach purchased. These financing
arrangements provide that, for a period of time after a coach is financed
(generally 12 to 18 months), if the dealer defaults on its payment or other
obligations to the lender, the Company is obligated to repurchase the dealer's
inventory for the amount then due from the dealer plus, in certain
circumstances, costs incurred by the lender in connection with repossession of
the inventory. The repurchase price may be more than the resale value of the
coach. The Company's contingent liability under its repurchase obligations
varies from time to time. As of September 30, 1998, the Company estimates its
total contingent liability under repurchase obligations was approximately $88.0
million. To date, losses incurred by the Company pursuant to repurchase
obligations have not been material. The Company cannot predict with certainty
its future losses, if any, pursuant to repurchase obligations, and these amounts
may vary materially from the expenditures historically made by the Company.
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. Computer programs
that have date sensitive software may recognize a date using "00" as the year
1900 rather than the year 2000. To be in "Year 2000 compliance" a computer
program must be written using four digits to define years. As a result, in less
than two years, computer systems and/or software used by many companies may need
to be upgraded to comply with such "Year 2000" requirements.
12
<PAGE>
The Company is in the process of evaluating both information technology
systems ("IT") and non-IT systems to determine Year 2000 compliance. Non-IT
systems typically include embedded technology such as microcontrollers. This
evaluation is virtually complete for the Company's IT systems and approximately
50% complete for non-IT systems.
For most of the Company's IT systems, Year 2000 compliance issues have been
identified and a remediation plan has been developed. Many of the Company's IT
systems have been made Year 2000-compliant. The Company estimates its costs for
software and hardware upgrades to its systems to be approximately $100,000 in
total. Although no significant expenditures were made in the third quarter of
1998, the Company expects to spend in excess of $34,000 in the fourth quarter of
1998 for system upgrades to make its primary IT system Year-2000 compliant.
Additionally, the Company has begun to evaluate the readiness of its
significant vendors, financial institutions and customers to determine the
extent to which the Company is vulnerable to those parties failing to remediate
their own Year 2000 issues. Until additional information about such parties is
received, the Company cannot complete that phase of its Year 2000 assessment. To
date, the Company has not received notice of or become aware of a material Year
2000 deficiency by a significant vendor, financial institution or customer.
At this time, the Company believes total costs incurred in responding to
other parties' Year 2000 computer system deficiencies, together with the cost of
any required modifications to the Company's internal systems, will not have a
material impact on the Company's results of operations or financial condition.
This analysis may be modified as the Company receives responses to inquiries
from its significant vendors, financial institutions and customers. While the
Company expects that the Year 2000 will not pose significant operational
problems, delays in the installation of the new systems or upgrades to existing
systems, or a failure of its vendors, customers or financial institutions to
become Year 2000 compliant could have a material adverse effect on the Company's
business, financial condition and results of operations. To address this
contingency, the Company is in the process of developing a risk management plan
which will be completed and tested during 1999.
13
<PAGE>
Part II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
14
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
11 Statement of Calculation of Average Common Shares Outstanding
27 Financial Data Schedule
(b) Reports on Form 8-K
No Current Reports on Form 8-K were filed by the Registrant during
the quarter ended September 30, 1998.
15
<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.
SMC CORPORATION
Date: November 13, 1998 By: JAY L. HOWARD
------------------------------------
Jay L. Howard
President, SMC Corporation
W. L. RICH
------------------------------------
W. L. Rich
Chief Financial Officer,
SMC Corporation
16
<PAGE>
Exhibit Index
Exhibit
No. Description
- ------- -----------
11 Statement of Calculation of Average
Common Shares Outstanding
27 Financial Data Schedule
17
SMC CORPORATION EXHIBIT 11
STATEMENT OF CALCULATION OF AVERAGE
COMMON SHARES OUTSTANDING
<TABLE>
<CAPTION>
Nine Months
Ended
Three Months Ended September 30,
September 30, 1998 1998
-------------------------- -------------------
<S> <C> <C>
Basic Earnings Per Share:
Weighted average number of shares 6,498,905 6,494,677
Diluted Earnings Per Share:
Weighted average number of shares 6,498,905 6,494,677
Stock option plan shares to be issued at prices
ranging from $7.375 to $9.00 per share 993,500 993,500
Warrant issues at a price of $9.30 per share 125,000 125,000
------------- ------------
Less: Assumed purchase of shares by the Company at the
average market price during the period using the
proceeds received upon the assumed exercise of the
outstanding options and warrants (1,118,500) (1,094,514)
------------- ------------
Total Diluted Shares 6,498,905 6,518,663
============= ============
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 343
<SECURITIES> 0
<RECEIVABLES> 10,906
<ALLOWANCES> 0
<INVENTORY> 30,960
<CURRENT-ASSETS> 47,392
<PP&E> 24,624
<DEPRECIATION> 6,836
<TOTAL-ASSETS> 67,311
<CURRENT-LIABILITIES> 37,658
<BONDS> 0
0
0
<COMMON> 11,944
<OTHER-SE> 12,470
<TOTAL-LIABILITY-AND-EQUITY> 67,311
<SALES> 150,406
<TOTAL-REVENUES> 150,406
<CGS> 135,738
<TOTAL-COSTS> 135,738
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 552
<INCOME-PRETAX> (1,213)
<INCOME-TAX> (486)
<INCOME-CONTINUING> (727)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (727)
<EPS-PRIMARY> (11)
<EPS-DILUTED> (11)
</TABLE>
