<PAGE>
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 March 31, 2000
---------------------------------
Commission File Number 0-25428
----------------------
MEADOW VALLEY CORPORATION
- - --------------------------------------------------------------------------------
(Exact Name of registrant as specified in its charter)
NEVADA 88-0328443
- - --------------------------------------------------------------------------------
(State or other Jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
4411 South 40th Street, Suite D-11, Phoenix, AZ 85040
- - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(602) 437-5400
- - --------------------------------------------------------------------------------
(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 outstanding of the issuer=s common stock:
Class Outstanding at April 29, 2000
----- -----------------------------
Common Stock, $.001 par value 3,559,938 shares
<PAGE>
MEADOW VALLEY CORPORATION
INDEX
REPORT ON FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2000
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION Page
Number
------
Item 1. Financial Statements
<S> <C> <C>
Condensed Consolidated Statements of Operations (Unaudited) -
Three Months Ended March 31, 2000 and March 31, 1999 3
Condensed Consolidated Balance Sheets -
As of March 31, 2000 (Unaudited) and December 31, 1999 4
Condensed Consolidated Statements of Cash Flows (Unaudited) -
Three Months Ended March 31, 2000 and March 31, 1999 5-6
Notes to Condensed Consolidated Financial Statements 7-8
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 9-11
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K ` 11
</TABLE>
2
<PAGE>
MEADOW VALLEY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
Three Months Ended
March 31,
-------------------------------------
2000 1999
---------------- ----------------
(Unaudited) (Unaudited)
<S> <C> <C>
Revenue.......................................................... $ 38,589,472 $ 58,274,203
Cost of revenue.................................................. 36,804,642 55,531,017
---------------- ----------------
Gross profit..................................................... 1,784,830 2,743,186
General and administrative expenses.............................. 1,574,544 1,955,569
---------------- ----------------
Income from operations........................................... 210,286 787,617
---------------- ----------------
Other income (expense):
Interest income.................................................. 166,117 138,746
Interest expense................................................. (45,534) (52,359)
Other income..................................................... 47,175 45,684
---------------- ----------------
167,758 132,071
---------------- ----------------
Income before income taxes....................................... 378,044 919,688
Income taxes..................................................... 150,880 367,876
---------------- ----------------
Net income....................................................... $ 227,164 $ 551,812
================ ================
Basic net income per common share................................ $ .06 $ .15
================ ================
Diluted net income per common share.............................. $ .06 $ .15
================ ================
Basic weighted average common shares outstanding................. 3,518,018 3,571,250
================ ================
Diluted weighted average common shares outstanding............... 3,518,018 3,608,009
================ ================
</TABLE>
3
<PAGE>
MEADOW VALLEY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
March 31, December 31,
2000 1999 *
------------------ -----------------
<S> <C> <C>
Assets: (Unaudited)
Current Assets:
Cash and cash equivalents............................................ $ 2,129,010 $ 6,177,489
Restricted cash...................................................... 2,350,266 2,143,507
Accounts receivable, net............................................. 19,392,781 19,256,882
Prepaid expenses and other........................................... 1,254,560 1,193,912
Inventory............................................................ 4,401,972 3,603,517
Costs and estimated earnings in excess of billings on uncompleted
contracts......................................................... 9,685,947 8,858,933
------------------ -----------------
Total Current Assets....................................... 39,214,536 41,234,240
Property and equipment, net............................................... 15,139,544 15,077,673
Refundable deposits....................................................... 308,952 83,680
Goodwill, net............................................................. 1,560,755 1,580,762
Mineral rights, net....................................................... 254,963 255,168
Net assets of discontinued operations..................................... - 193,838
------------------ -----------------
Total Assets.............................................. $ 56,478,750 $ 58,425,361
================== =================
Liabilities and Stockholders' Equity:
Current Liabilities:
Notes payable - other................................................ $ 1,228,107 $ 1,304,092
Obligations under capital leases..................................... 1,083,011 1,114,722
Accounts payable..................................................... 19,027,871 20,807,792
Accrued liabilities.................................................. 2,513,334 3,387,320
Billings in excess of costs and estimated earnings on uncompleted
contracts......................................................... 9,595,245 8,453,153
------------------ -----------------
Total Current Liabilities................................. 33,447,568 35,067,079
Deferred income taxes..................................................... 1,423,825 1,423,825
Obligations under capital leases.......................................... 4,125,565 4,410,854
Notes payable - other..................................................... 2,441,804 2,710,780
------------------ -----------------
Total Liabilities.......................................... 41,438,762 43,612,538
------------------ -----------------
Stockholders' Equity:
Preferred stock - $.001 par value; 1,000,000 shares authorized, none
issued and outstanding............................................ - -
Common stock - $.001 par value; 15,000,000 shares authorized,
3,559,938 and 3,501,250 issued and outstanding.................... 3,601 3,601
Additional paid-in capital........................................... 10,943,569 10,943,569
Capital adjustments.................................................. (799,147) (799,147)
Retained earnings.................................................... 4,891,965 4,664,800
------------------ -----------------
Total Stockholders' Equity................................. 15,039,988 14,812,823
------------------ -----------------
Total Liabilities and Stockholders' Equity................. $ 56,478,750 $ 58,425,361
================== =================
*Derived from audited financial statements
</TABLE>
4
<PAGE>
MEADOW VALLEY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------------------
2000 1999
----------------- -----------------
<S> <C> <C>
Increase (Decrease) in Cash and Cash Equivalents: (Unaudited) (Unaudited)
Cash flows from operating activities:
Cash received from customers.............................. $ 38,760,868 $ 49,418,926
Cash paid to suppliers and employees...................... (41,283,614) (55,102,130)
Interest received......................................... 154,132 157,563
Interest paid............................................. (45,534) (78,386)
Income taxes paid......................................... (200,335) (119,584)
----------------- -----------------
Net cash used in operating activities................ (2,614,483) (5,723,611)
----------------- -----------------
Cash flows from investing activities:
Increase in restricted cash............................... (206,759) (373,753)
Collection of note receivable - other..................... - 461
Proceeds from sale of property and equipment.............. 136,098 91,428
Purchase of property and equipment........................ (701,375) (569,760)
Decrease in net assets of discontinued operations......... - 297,717
Purchase of treasury stock held for funding employer
retirement plan contributions........................... - (451,754)
----------------- -----------------
Net cash used in investing activities................ (772,036) (1,005,661)
----------------- -----------------
Cash flows from financing activities:
Repayment of notes payable - other........................ (344,961) (301,664)
Repayment of note payable - related party................. - (1,000,000)
Repayment of capital lease obligations.................... (316,999) (219,143)
----------------- -----------------
Net cash used in financing activities................ (661,960) (1,520,807)
----------------- -----------------
Net decrease in cash and cash equivalents...................... (4,048,479) (8,250,079)
Cash and cash equivalents at beginning of period............... 6,177,489 10,993,025
----------------- -----------------
Cash and cash equivalents at end of period..................... $ 2,129,010 $ 2,742,946
================= =================
</TABLE>
5
<PAGE>
MEADOW VALLEY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------------------------
2000 1999
---------------- ----------------
<S> <C> <C>
Increase (Decrease) in Cash and Cash Equivalents (Unaudited) (Unaudited)
(Continued):
Reconciliation of Net Income to Net Cash Used in
Operating Activities:
Net income........................................... $ 227,164 $ 551,812
Adjustments to reconcile net income to net cash used
in operating activities:
Depreciation and amortization................... 590,561 507,784
Gain on sale of property and equipment.......... (66,943) (39,005)
Changes in Assets and Liabilities:
Accounts receivable, net........................ (123,914) (10,092,147)
Prepaid expenses and other...................... 182,645 (331,353)
Costs and estimated earnings in excess of
billings on uncompleted contracts.............. (827,014) 774,040
Inventory....................................... (798,455) -
Refundable deposits............................. (225,272) (23,957)
Interest payable................................ - (26,027)
Accounts payable................................ (1,779,921) 3,007,664
Accrued liabilities............................. (873,986) (775,682)
Billings in excess of costs and estimated
earnings on uncompleted contracts.............. 1,142,092 456,151
Interest receivable............................. (11,985) 18,817
Income tax receivable........................... (49,455) 248,292
---------------- ----------------
Net cash used in operating activities...... $ (2,614,483) $ (5,723,611)
================ ================
</TABLE>
6
<PAGE>
MEADOW VALLEY CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Nature of Corporation:
Meadow Valley Corporation (the "Company") was organized under the laws of
the State of Nevada on September 15, 1994. The principal business purpose of
the Company is to operate as the holding Company of Meadow Valley Contractors,
Inc. (MVC) and Ready Mix, Inc. (RMI). MVC is a general contractor, primarily
engaged in the construction of structural concrete highway bridges and
overpasses, and the paving of highways and airport runways in the states of
Nevada, Arizona, Utah and New Mexico. RMI is a producer and retailer of ready-
mix concrete operating in the Las Vegas metropolitan area. Formed by the
Company, RMI commenced operations in 1997.
2. Presentation of Interim Information:
The amounts included in this report are unaudited; however, in the opinion
of management, all adjustments necessary for a fair statement of results for the
stated periods have been included. These adjustments are of a normal recurring
nature. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these condensed
consolidated financial statements be read in conjunction with the audited
financial statements and notes thereto included in the Company's Annual Form 10-
K under the Securities Exchange Act of 1934 as filed with the Securities and
Exchange Commission. The results of operations for the three months ended March
31, 2000 are not necessarily indicative of operating results for the entire
year.
3. Revenue and Cost Recognition:
Revenues and costs from fixed-price and modified fixed-price construction
contracts are recognized for each contract on the percentage-of-completion
method, measured by the percentage of costs incurred to date to the estimated
total of direct costs. Direct costs include, among other things, direct labor,
field labor, equipment rent, subcontracting, direct materials, and direct
overhead. General and administrative expenses are accounted for as period costs
and are, therefore, not included in the calculation of the estimates to complete
construction contracts in progress. Project losses are provided in the period
in which such losses are determined, without reference to the percentage-of-
completion. As contracts can extend over one or more accounting periods,
revisions in costs and earnings estimated during the course of the work are
reflected during the accounting period in which the facts that required such
revisions become known.
Claims for additional contract revenue are recognized only to the extent
that contract costs relating to the claim have been incurred and evidence
provides a legal basis for the claim. At March 31, 2000, revenue and costs in
the amount of $5,773,957 were recorded related to claims. The estimated total
claims that have been filed or will be filed exceed $21,000,000 at March 31,
2000.
4. Line of Credit:
At March 31, 2000, the Company had available from a financial institution a
$5,000,000 operating line of credit ("line of credit") at an interest rate of
9.5%, Chase Manhattan Bank's prime, plus .50%. At March 31, 2000, nothing had
been drawn on the line of credit.
5. Discontinued Operations:
In June 1998, the Company adopted a formal plan (the "plan") to
discontinue the operations of Prestressed Products Incorporated ("PPI"). The
plan included the completion of approximately $2.8 million of uncompleted
contracts and the disposition of approximately $1.2 million of equipment. The
Company recorded an estimated loss of $1,950,000 (net of income tax benefit of
$1,300,000), related to the disposal of assets for PPI, which included a
provision of $1,350,000 for estimated operating losses during the phase-out
period. As of March 31, 2000, the discontinuance of operations was complete.
7
<PAGE>
MEADOW VALLEY CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. Discontinued Operations (continued):
The accompanying consolidated balance sheets as of March 31, 2000 and
December 31, 1999, have been restated to reflect the net liabilities and the
estimated loss as a single amount as follows:
March 31, December 31,
2000 1999
--------- ------------
Current assets.......................... $ - $ 653,668
Non-current assets...................... - -
Liabilities............................. - (242,113)
--------- ------------
Net assets.......................... - 411,555
Estimated loss on disposition........... - (217,717)
--------- ------------
Net assets of discontinued operations... $ - $ 193,838
========= ============
6. Commitments:
During the three months ended March 31, 2000, the Company entered into two
operating lease agreements expiring in March 2005 and 2006. Minimum future
rental payments under the non-cancelable operating leases having remaining terms
in excess of one year as of March 31, 2000 for each of the next five years in
aggregate are:
March 31,
---------------
2001................ $ 957,995
2002................ 957,995
2003................ 957,995
2004................ 957,995
2005................ 957,995
Subsequent to 2005.. 556,289
---------------
$ 5,346,264
===============
7. Subsequent Events:
During April 2000, the Company financed the purchase of equipment in the
amount of $73,056. The note payable has an interest rate of 6.69%, with monthly
principal payments of $2,825, plus interest, due August 3, 2002.
During April 2000, the Company financed the purchase of equipment in the
amount of $163,556. The capital lease obligation has an interest rate of 9.00%,
with monthly principal payments of $2,272, plus interest, due March 18, 2006.
During April 2000, the Company financed the purchase of equipment in the
amount of $296,716. The capital lease obligation has an interest rate of 9.00%,
with monthly principal payments of $4,121, plus interest, due March 18, 2006.
8
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
General
The following is management's discussion and analysis of certain
significant factors affecting the Company's financial position and operating
results during the periods included in the accompanying condensed consolidated
financial statements.
Except for the historical information contained herein, the matters set
forth in this report are forward-looking statements within the meaning of the
"safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. These forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially. The Company disclaims any
intent or obligation to update these forward-looking statements.
The Company continues to expand its construction materials processing
operations within its geographic area. During April 2000, the Company financed
16 mixer trucks and equipment for three crushing plants totaling $5.4 million.
The Company anticipates financing an additional 36 mixer trucks with an
estimated cost of $4.3 million and three concrete batch plants and related
equipment with an estimated cost of $1.5 million.
The Company's backlog (anticipated revenue from the uncompleted portions of
awarded projects) was approximately $98.0 million at March 31, 2000, compared to
approximately $172.0 million at March 31, 1999. At March 31, 2000, the
Company's backlog included approximately $73.4 million of work that is
scheduled for completion during 2000. Accordingly, revenue in 2000 and 2001
will be significantly reduced if the Company is unable to obtain substantial new
projects during 2000. During the three months ended March 31, 2000, the Company
obtained new projects totaling $24.3 million.
Revenue on uncompleted fixed price contracts is recorded under the
percentage-of-completion method of accounting. The Company begins to recognize
revenue on its contracts when it first accrues direct costs. Contracts often
involve work periods in excess of one year and revisions in cost and profit
estimates during construction are reflected in the accounting period in which
the facts that require the revision become known. Losses on contracts, if any,
are provided in total when determined, regardless of the percent complete.
Claims for additional contract revenue are recognized only to the extent that
contract costs relating to the claim have been incurred and evidence provides a
legal basis for the claim. At March 31, 2000, revenue and costs in the amount
of $5.8 million were recorded related to claims. The estimated total claims
that have been filed or will be filed exceed $21.0 million. If the Company is
not successful in obtaining any portion of the $5.8 million in claim settlement
revenue, there would be a reduction in earnings.
Results of Operations
The following table sets forth, for the three months ended March 31, 2000
and 1999, certain items derived from the Company's Condensed Consolidated
Statements of Operations expressed as a percentage of revenue.
Three months ended
March 31,
-----------------------
2000 1999
------------ ----------
Revenue............................................... 100.0% 100.0%
Gross profit.......................................... 4.6 4.7
General and administrative expenses................... 4.0 3.4
Interest income....................................... .4 .2
Interest expense...................................... .1 .1
Other income.......................................... .1 .1
Income before income taxes............................ 1.0 1.5
Income taxes.......................................... .4 .6
Net income............................................ .6 .9
9
<PAGE>
Three Months Ended March 31, 2000 Compared to Three Months Ended March 31, 1999
Revenue and Backlog. Revenue for the three months ended March 31, 2000
("interim 2000") was $38.6 million compared to $58.3 million for the three
months ended March 31, 1999 ("interim 1999"). The decrease in revenue was the
result of a $19.5 million decrease in contract revenue and a $.2 million
decrease in revenue generated from construction materials production and
manufacturing sold to non-affiliates. Backlog decreased 43% to approximately
$98 million at March 31, 2000 from approximately $172 million at March 31, 1999.
Revenue may be impacted in any one period by the backlog at the beginning of the
period.
Gross Profit. As a percentage of revenue, consolidated gross profit margin
decreased from 4.7% for interim 1999 to 4.6% for interim 2000. The decrease in
MVC's gross profit margin was the result of cost overruns on certain projects
offset, in part, by increased profit recognition related to several projects
nearing completion at March 31, 2000. Gross profit margins are affected by a
variety of factors including construction delays and difficulties due to weather
conditions, availability of materials, the timing of work performed by other
subcontractors and the physical and geological condition of the construction
site.
General and Administrative Expenses. General and administrative expenses
decreased to 1,574,544 for interim 2000 from $1,955,569 for interim 1999. The
decrease resulted primarily from costs related to various employee incentive
plans amounting to $383,671.
Interest Income and Expense. Interest income for interim 2000 increased to
$166,117 from $138,746 in interim 1999 due to an increase in interest bearing
retention receivables. Interest expense decreased in interim 2000 to $45,534
from $52,359, due primarily to a $1,000,000 reduction in related party debt at
the beginning of interim 1999.
Net Income After Income Taxes. Net income after income taxes was $227,164
in interim 2000 as compared to $551,812 for interim 1999. The decrease resulted
from lower revenues along with decreased gross profit margins, offset, in part,
by higher interest income, lower interest expense and a decrease in general and
administrative expenses.
Liquidity and Capital Resources
The Company's primary need for capital has been to finance expansion and
capital expenditures. Historically, the Company's primary source of cash has
been from operations. Revenue growth has required additional capital to finance
expanded receivables, retentions and capital expenditures and to address
fluctuations in the work-in-process billing cycle.
The following table sets forth for the three months ended March 31, 2000
and 1999, certain items from the condensed consolidated statements of cash
flows.
Three months ended
March 31,
--------------------------
2000 1999
------------ ------------
Cash Flows Used in Operating Activities............. $ (2,614,483) $ (5,723,611)
Cash Flows Used in Investing Activities............. (772,036) (1,005,661)
Cash Flows Used in Financing Activities............. (661,960) (1,520,807)
Although the Company may experience increased profitability as operations
increase, cash may be reduced to finance receivables and for customer cash
retention required under contracts subject to completion. Management
continually monitors the Company's cash requirements to maintain adequate cash
reserves. The Company is currently experiencing a decline in its backlog and
several larger projects are nearing final stages of completion, resulting in a
significant decline in the Company's cash reserves. It is not unusual for cash
flows from construction projects nearing the final stages of completion to have
negative cash flows. Accordingly, the Company has taken measures to secure a
$5.0 million operating line of credit, an increase of $3.0 million over the
previous operating line, and has received a verbal commitment for an additional
$2.0 million. The Company believes the $7.0 million in available funding,
together with the Company's historical ability to acquire new work may be
sufficient to meet the Company's cash requirements for the next twelve months.
10
<PAGE>
Cash used in operating activities during interim 2000 amounted to $2.6
million, primarily the result of a decrease in accounts payable of $1.8 million,
a decrease in accrued liabilities of $.9 million, an increase in inventory of
$.8 million, an increase in refundable deposits of $.2 million and an increase
in accounts receivable of $.1 million, offset, in part, by net income of $.2
million, depreciation and amortization of $.6 million, a decrease in net
billings in excess of costs of $.3 million and a decrease in prepaid expenses
and other of $.2 million.
Cash used in operating activities during interim 1999 amounted to $5.7
million, primarily the result of an increase in accounts receivable of $10.1
million, an increase in prepaid expenses and other of $.3 million and a decrease
in accrued liabilities of $.8 million, offset, in part, by net income of $.6
million, depreciation and amortization of $.5 million, an increase in accounts
payable of $3.0 million, an increase in net billings in excess of costs of $1.2
million and a $.2 million decrease in income tax receivable.
Cash used in investing activities during interim 2000 amounted to $.8
million related primarily to the purchase of property and equipment of $.7
million and an increase in restricted cash of $.2 million, offset by proceeds
from the sale of property and equipment in the amount of $.1 million.
Cash used in investing activities during interim 1999 amounted to $1.0
million related primarily to the purchase of property and equipment of $.6
million, an increase in restricted cash of $.4 million and the purchase of
treasury stock held for funding employer retirement plan contributions of $.4
million, offset by a decrease in net assets of discontinued operations of $.3
million and proceeds from the sale of property and equipment in the amount of
$.1 million.
Cash used in financing activities during interim 2000 amounted to $.7
million related to the repayment of notes payable and capital lease obligations.
Cash used in financing activities during interim 1999 amounted to $1.5
million including $1.0 million repayment of a loan from a related party and
repayments of notes payable and capital lease obligations in the amount of $.5
million. The aforementioned note payable-related party was due to a principal
shareholder of the Company, the Richard C. Lewis Family Revocable Trust I.
At March 31, 2000, the Company had available from a financial institution a
$5,000,000 operating line of credit ("line of credit") at an interest rate of
9.5%, Chase Manhattan Bank's prime, plus .50%. At March 31, 2000, nothing had
been drawn on the line of credit.
During April 2000, the Company financed 16 mixer trucks and equipment for
three crushing plants totaling $5,600,000. The Company anticipates financing an
additional 41 mixer trucks with an estimated cost of $4,920,000 and three
concrete batch plants and related equipment with an estimated cot of $1,500,000.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K during the three months
ended March 31, 2000.
11
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act as of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MEADOW VALLEY CORPORATION
(Registrant)
By /s/ Bradley E. Larson
-------------------------------------
Bradley E. Larson
President and Chief Executive Officer
By /s/ Julie L. Bergo
-------------------------------------
Julie L. Bergo
Principal Accounting Officer
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 4,479,276
<SECURITIES> 0
<RECEIVABLES> 29,198,102
<ALLOWANCES> 119,374
<INVENTORY> 4,401,972
<CURRENT-ASSETS> 39,214,536
<PP&E> 15,709,893
<DEPRECIATION> 570,349
<TOTAL-ASSETS> 56,478,750
<CURRENT-LIABILITIES> 33,447,568
<BONDS> 8,878,487
3,601
0
<COMMON> 0
<OTHER-SE> 15,036,387
<TOTAL-LIABILITY-AND-EQUITY> 56,478,750
<SALES> 38,589,472
<TOTAL-REVENUES> 38,589,472
<CGS> 36,804,642
<TOTAL-COSTS> 36,804,642
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 45,534
<INCOME-PRETAX> 378,044
<INCOME-TAX> 150,880
<INCOME-CONTINUING> 227,164
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 227,164
<EPS-BASIC> .06
<EPS-DILUTED> .06
</TABLE>
