<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-QSB
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(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from ________to ________
Commission file number 0-25974
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R-B RUBBER PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
OREGON 93-0967413
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
904 E. 10TH AVENUE, MCMINNVILLE, OREGON 97128
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 503-472-4691
---------------------------------------
Check whether the issuer (1) 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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
COMMON STOCK WITHOUT PAR VALUE 2,239,167
(Class) (Outstanding at May 10, 1999)
Transitional Small Business Disclosure Format (check one): Yes No X
--- ---
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<PAGE>
R-B RUBBER PRODUCTS, INC.
FORM 10-QSB
INDEX
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION Page
- ------------------------------ ----
<S> <C> <C>
Item 1. Financial Statements
Report of Independent Accountants 2
Consolidated Balance Sheets - March 31, 1999 and
December 31, 1998 3
Consolidated Statements of Operations - Three Months
Ended March 31, 1999 and 1998 4
Consolidated Statements of Cash Flows - Three Months
Ended March 31, 1999 and 1998 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis or Plan of Operation 7
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 12
</TABLE>
1
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors
R-B Rubber Products, Inc.
We have made a review of the consolidated balance sheets of R-B Rubber
Products, Inc. as of March 31, 1999 and December 31, 1998, the related
consolidated statements of operations for the three month periods ended March
31, 1999 and 1998, and the related consolidated statements of cash flows for
the three month periods ended March 31, 1999 and 1998, in accordance with
standards established by the American Institute of Certified Public
Accountants.
A review of the interim financial information consists principally of
obtaining an understanding of the system for the preparation of interim
financial information, applying analytical review procedures to financial
data, and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit in
accordance with generally accepted auditing standards, the objective of which
is the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the consolidated financial statements referred to above for
them to be in conformity with generally accepted accounting principles.
Morrison & Liebswager, P.C.
King City, Oregon
May 7, 1999
2
<PAGE>
R-B RUBBER PRODUCTS, INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
---------- ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 53,789 $ 35,039
Accounts receivable, net of allowance of $36,303 and $26,301 1,145,611 1,025,036
Inventories, net 776,797 800,002
Prepaid expenses and other 105,917 51,906
---------- ----------
Total current assets 2,082,114 1,911,983
Property, plant and equipment, net of accumulated
depreciation of $2,391,969 and $2,245,917 5,150,852 5,313,031
Other assets 576,838 481,534
---------- ----------
Total assets $7,809,804 $7,706,548
---------- ----------
---------- ----------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 203,630 $ 235,113
Short-term debt 466,838 261,478
Accounts payable 495,063 672,663
Accrued expenses 146,507 57,996
Income taxes payable 29,702 7,035
---------- ----------
Total current liabilities 1,341,740 1,234,285
Long-term debt, net of current portion 1,470,025 1,573,456
Deferred income taxes 155,155 133,678
---------- ----------
Total liabilities 2,966,920 2,941,419
---------- ----------
Commitments and contingencies
Shareholders' equity:
Common stock, no par value, 20,000,000 shares authorized;
2,239,167 shares issued and outstanding 4,014,110 4,014,110
Additional paid-in capital 282,849 282,849
Retained earnings 545,925 468,170
---------- ----------
Total shareholders' equity 4,842,884 4,765,129
---------- ----------
Total liabilities and shareholders' equity $7,809,804 $7,706,548
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE>
R-B RUBBER PRODUCTS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------------
1999 1998
---------- ----------
<S> <C> <C>
Sales, net $2,472,932 $1,925,690
Cost of sales 1,738,745 1,165,450
---------- ----------
Gross profit 734,187 760,240
Operating expenses:
Selling 219,608 229,905
General and administrative 379,016 322,330
---------- ----------
598,624 552,235
---------- ----------
Operating income 135,563 208,005
---------- ----------
Other income (expense)
Interest income
151 2,721
Interest expense (40,707) (24,219)
Loss on sale of equipment (3,747) -
Other income, net 36,345 13,511
---------- ----------
(7,958) (7,987)
---------- ----------
Income before provision for income taxes 127,605 200,018
Provision for income taxes 49,850 67,142
---------- ----------
Net income $ 77,755 $ 132,876
---------- ----------
---------- ----------
Basic net income per share $ 0.03 $ 0.06
---------- ----------
---------- ----------
Diluted net income per share $ 0.03 $ 0.06
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE>
R-B RUBBER PRODUCTS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------------
1999 1998
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net Income $ 77,755 $ 132,876
Adjustments to reconcile net income to net cash
flows provided by operating activities:
Depreciation and amortization 205,894 127,185
Loss on sale of equipment 3,747 -
Deferred income taxes 21,477 14,285
Changes in current assets and liabilities:
Accounts receivable, net (120,575) (26,764)
Inventories, net 23,205 (227,598)
Prepaid expenses and other (63,115) 16,281
Accounts payable (177,600) 56,323
Accrued expenses 88,511 1,774
Income taxes payable 22,667 54,456
---------- ---------
Net cash provided by operating activities 81,966 148,818
Cash flows from investing activities:
Additions to property, plant and equipment (133,148) (497,352)
Cash paid for acquisition (750,000) -
Other, net (52,914) 2,058
---------- ---------
Net cash used in investing activities (936,062) (495,294)
Cash flows from financing activities:
Net borrowings under short-term line of credit 205,360 362,419
Proceeds from long-term debt 450,000 -
Payments on long-term debt (584,914) (33,486)
Proceeds from sale/leaseback transaction 802,400 -
---------- ---------
Net cash provided by financing activities 872,846 328,933
Increase (decrease) in cash and cash equivalents 18,750 (17,543)
Cash and cash equivalents:
Beginning of period 35,039 291,990
---------- ---------
End of period $ 53,789 $ 274,447
---------- ---------
---------- ---------
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE>
R-B RUBBER PRODUCTS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. BASIS OF PRESENTATION
The financial information included herein for the quarterly periods ended
March 31, 1999 and 1998 and the financial information as of March 31, 1999 is
unaudited; however, such information reflects all adjustments consisting only
of normal recurring adjustments which are, in the opinion of management,
necessary for a fair presentation of the financial position, results of
operations and cash flows for the interim periods. The interim financial
statements should be read in conjunction with the financial statements and
the notes thereto included in the Company's 1998 Annual Report to
Shareholders on Form 10-KSB. The results of operations for the interim
periods presented are not necessarily indicative of the results to be
expected for the full year.
NOTE 2. INVENTORIES
Inventories are stated at the lower of average cost, which approximates the
first-in, first-out method, or market (net realizable value), and include
materials, labor and manufacturing overhead. Unsalable or unusable items are
carried at scrap value and reprocessed.
<TABLE>
<CAPTION>
MARCH 31, 1999 DECEMBER 31, 1998
----------------- -----------------
<S> <C> <C>
Raw materials $ 97,907 $108,416
Finished goods 647,422 636,521
Other 31,468 55,065
-------- --------
$776,797 $800,002
-------- --------
-------- --------
</TABLE>
NOTE 3. EARNINGS PER SHARE
Following is a reconciliation of basic earnings per share ("EPS") and diluted
EPS:
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31, 1999 1998
- ------------------------------------ --------------------------------- ------------------------------------
Per Per
Share Share
BASIC EPS Income Shares Amount Income Shares Amount
- --------- --------------------------------- ------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Income available to Common
Shareholders $77,755 2,239,167 $0.03 $132,876 2,172,500 $0.06
----- -----
----- -----
DILUTED EPS
Effect of dilutive stock options - 21,118 - 46,929
----------------------- -------------------------
Income available to Common
Shareholders $77,755 2,260,285 $0.03 $132,876 2,219,429 $0.06
----- -----
----- -----
</TABLE>
NOTE 4. SEGMENT REPORTING
The Company has determined that it currently operates in three segments,
matting products, molded products and tire recovery and processing at RB
Recycling, Inc. ("RB Recycling"). RB Recycling had intercompany sales of
$62,654; the other segments did not have any intercompany sales. The Company
operated in only one segment in the first quarter of 1998, matting products,
and therefore detail information regarding the segments is only shown for the
first quarter of 1999 as follows:
<TABLE>
<CAPTION>
QUARTER ENDED MARCH 31, 1999 MATTING MOLDED RB RECYCLING TOTAL
- ----------------------------------- -------------- -------------- --------------- ----------------
<S> <C> <C> <C> <C>
Revenues $2,206,358 $96,499 $170,075 $2,472,932
Depreciation and amortization 157,388 23,365 25,141 205,894
Income (loss) before taxes 176,218 (42,317) (6,296) 127,605
MARCH 31, 1999
- -----------------------------------
Total assets $6,460,134 $456,574 $893,096 $7,809,804
</TABLE>
6
<PAGE>
NOTE 5. ACQUISITION
On January 29, 1999, the Company, through its newly created, 100 percent
owned subsidiary RB Recycling, Inc., purchased certain assets related to a
tire recovery and processing plant in Portland, Oregon from Dallas, Texas
based Waste Recovery, Inc. ("WRI"). The total purchase price was $750,000,
consisting of $450,000 in cash from a new five-year note with a commercial
bank, $160,000 in cash from the Company's existing operating line of credit
and $140,000 in cash from existing cash balances. The acquisition was
accounted for as a purchase. Pro forma results of operations are not
presented as they are not materially different from actual results.
NOTE 6. SUBSEQUENT EVENT
On April 9, 1999 the Company announced an agreement that provides for a
tender offer to be made by Dash Multi-Corp, Inc. ("Dash"), a private company.
Through its tender offer, Dash intends to purchase a minimum of 1,567,417
shares (approximately 70 percent) of the Company's Common Stock for $3.00 per
share. The Company's three largest shareholders, who are officers and/or
directors of the Company, have agreed to tender a total of 935,540 shares to
Dash pursuant to its offer. Conditions of the offer require the Company to
remain a public company listed on the Nasdaq Small-Cap Market. The offer
commenced April 14, 1999 and terminates May 12, 1999, unless extended by Dash
in its discretion. Dash is the Company's primary supplier of bonding
materials used in its mat-making process.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
FORWARD LOOKING STATEMENTS
This Quarterly Report on Form 10-QSB, including Management's Discussion and
Analysis or Plan of Operation, contains forward-looking statements that
involve a number of risks and uncertainties. Future market conditions are
subject to supply and demand conditions and decisions of other market
participants over which the Company has no control and which are inherently
very difficult to predict. Accordingly, there can be no assurance that the
Company's revenues or gross margins will improve. In addition, there are
other factors that could cause actual results to differ materially, including
competitive pressures, increased demand for the Company's raw materials,
unanticipated difficulties in integrating acquired technologies or businesses
and the risk factors listed from time to time in the Company's Securities and
Exchange Commission reports, including, but not limited to, the report of
Form 10-KSB for the year ended December 31, 1998. The Company wishes to
caution the reader that these forward looking statements, such as the
statements concerning new product introductions and future tire chip
processing capabilities, are only predictions and are not statements of
historical fact.
RESULTS OF OPERATIONS
Net sales increased 28.4 percent to $2.5 million for the first quarter of 1999
from $1.9 million for the first quarter of 1998. The increase was primarily
attributable to the Company's continued expansion into fitness and
agribusiness markets as well as added sales from its molded products division
and its new tire recovery and processing operations at RB Recycling, Inc.
Gross profit decreased to $734,000 (29.7 percent of net sales) for the first
quarter of 1999 from $760,000 (39.5 percent of net sales) for the first
quarter of 1998. The decrease in the gross margin as a percent of sales is
primarily a result of higher maintenance, lease and depreciation expenses and
a negative margin related to the operation of the molded
7
<PAGE>
products division. During 1998, the Company continued to add processing and
production equipment in order to more efficiently process raw materials and
rubber mat products. Financing of the additional equipment was obtained
through sale/leaseback transactions utilizing State of Oregon Business Energy
Tax Credits. As a result, lease expense and depreciation expense increased
during the first quarter 1999 compared with the first quarter of 1998.
Maintenance expense has increased due to the increased maintenance demands of
additional equipment. The negative margin for the molded products division
was a result of lower than expected sales volume during the first quarter of
1999. The Company continues to evaluate and research new molded products and
markets for these products. The cost of the Company's raw materials, which
include tire chips, buffings and granulated rubber, slightly improved gross
profit as a percent of sales during the first quarter of 1999. Historically,
the Company purchased its lowest cost raw material (tire chips) from Waste
Recovery, Inc.'s (WRI's) Portland plant. On January 29, 1999, the Company
purchased WRI's Portland plant and it is currently operated as a subsidiary
of the Company called RB Recycling, Inc. As a result, the Company increased
its supply of low cost tire chips from 24.1 percent of total raw material in
the first quarter of 1998 to 43.7 percent in the first quarter of 1999. The
Company continues to make processing improvements at its tire recovery and
processing plant in Portland and at its processing and mat manufacturing
facility in McMinnville in order to allow the Company to produce and process
more low cost tire chips.
Selling expenses decreased 4.5 percent to $220,000 for the first quarter of
1999 (8.9 percent of net sales) compared to $230,000 (11.9 percent of net
sales) for the first quarter of 1998. The decrease as a percentage of sales
is primarily a result of increased market penetration and sales while
maintaining a similar level of marketing and sales expenses.
General and administrative expenses increased 17.6 percent to $379,000 (15.3
percent of net sales) for the first quarter of 1999 from $322,000 (16.7
percent of net sales) for the first quarter of 1998, primarily as a result of
legal and consulting expenses related to the tender offer by Dash and
increased research and development spending. However, general and
administrative expenses did decrease as a percentage of sales.
Income tax expense, totaling $50,000 for the first quarter of 1999, was
recorded at an estimated effective rate of approximately 39.1 percent,
compared to $67,000 in the first quarter of 1998 at an effective rate of
approximately 33.6 percent.
Net income decreased to $78,000 (3.1 percent of net sales) for the first
quarter of 1999 from $133,000 (6.9 percent of net sales) for the first
quarter of 1998, primarily as a result of decreased gross margin as a percent
of net sales, partially offset by decreased operating expenses as a percent
of net sales.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1999 working capital was $740,000, including $54,000 of cash and
cash equivalents and $1.1 million of accounts receivable. In the first
quarter of 1999, working capital increased by $63,000 and the current ratio
was unchanged at 1.55:1 at March 31, 1999 and December 31, 1998.
8
<PAGE>
Cash and cash equivalents increased $19,000 to $54,000 at March 31, 1999.
This increase is primarily a result of $82,000 provided by operations,
$70,000 provided by net short-term and long-term borrowings and $802,000 in
proceeds from a sale/leaseback transaction, offset by $750,000 for the
acquisition of certain assets related to a tire recovery and processing plant
(RB Recycling, Inc.) in Portland, Oregon from Dallas, Texas based Waste
Recovery, Inc. and $133,000 used for the purchase of equipment.
Accounts receivable increased $121,000 to $1.1 million at March 31, 1999
compared to $1.0 million at December 31, 1998, primarily as a result of
increased sales. Days sales outstanding increased to 42 days at March 31,
1999 compared to 35 days at December 31, 1998.
Inventories decreased $23,000 to $777,000 at March 31, 1999 from $800,000 at
December 31, 1998. Inventory turned approximately 9 times during the first
quarter of 1999 on an annualized basis compared to 8 times during 1998.
Accounts payable decreased $178,000 to $495,000 at March 31, 1999 from
$673,000 at December 31, 1998 primarily as a result of the payment of items
related to the Company's building expansion and the timing of payments made.
Capital expenditures of $133,000 during the first quarter of 1999 primarily
resulted from the addition of equipment to further automate production and
handling of matting products and improvements to the Company's rubber
processing facility to help increase crumb rubber production.
At March 31, 1999, the Company had a $1,000,000 operating line of credit,
which bore interest at prime, 7.75 percent at March 31, 1999. The Company had
$467,000 outstanding under this line of credit at March 31, 1999.
Under the terms of this line-of-credit agreement, the Company is required to
maintain the following covenants:
Minimum current ratio of 1.5:1.0, calculated at the end of
each quarter
Minimum tangible net worth $4,500,000, calculated at the
end of each quarter
Operating cash flow to total fixed charges (excluding
capital expenditures) ratio of not less than 1.3 to 1.0,
calculated at the end of each year for the preceding twelve
month period
At March 31, 1999, the Company was in compliance with all of its covenants.
YEAR 2000
INTERNAL SYSTEMS
The Company is in the process of analyzing and updating its internal systems,
including its personal computer systems and phone systems. All personal
computers and network hardware and software has been recently updated and/or
replaced in order to be Year 2000 compliant. The Company will be receiving,
free of charge, an upgrade from its phone system vendor, which will make the
phone systems Year 2000 compliant.
9
<PAGE>
Like all businesses, the Company will be at risk from external infrastructure
failures that could arise from Year 2000 failures. It is not clear that
electrical power, telephone and computer networks, for example, will be fully
functional across the nation in the year 2000. Investigation and assessment
of infrastructures, like the nation's power grid, is beyond the scope and
resources of the Company. Investors should use their own awareness of the
issues in the nation's infrastructure to make ongoing infrastructure risk
assessments and their potential impact to a company's performance.
MANUFACTURING EQUIPMENT
The Company has assessed its manufacturing equipment and has determined that
it is Year 2000 compliant.
THIRD PARTIES
The Company has begun a Year 2000 supplier and customer audit program. It has
contacted all of its critical suppliers and customers to inform them of the
Company's Year 2000 expectations and has requested compliance programs and/or
Year 2000 compliance assurance. The Company is currently evaluating responses
received.
It should be noted that there have been predictions of failures of key
components in the transportation infrastructure due to the Year 2000 problem.
It is possible that there could be delays in rail, over-the-road and air
shipments due to failure in transportation control systems. Investigation and
validation of the nation's transportation infrastructure is beyond the scope
and the resources of the Company. Investors should use their own awareness of
the issues in the transportation infrastructure to make ongoing
infrastructure risk assessments and their potential impact to a company's
performance.
COST
The Company expects to incur nominal incremental costs related to Year 2000.
All costs to upgrade systems would have been incurred regardless of Year 2000
issues.
RISK
The failure to identify and correct a material Year 2000 problem could result
in an interruption in, or a failure of, certain normal business activities or
operations. Such failures could materially and adversely affect the Company's
results of operations, liquidity and financial condition. Due to the general
uncertainty inherent in the Year 2000 problem, resulting in part from the
uncertainty of the Year 2000 readiness of third-party suppliers, the Company
is unable to determine at this time whether the consequences of Year 2000
failures will have a material impact on the Company's results of operations,
liquidity or financial condition. The Company's efforts to help ensure Year
2000 preparedness have, and will continue to, significantly reduce the
Company's level of uncertainty about the Year 2000 problem. The Company
believes that, with completion of the above mentioned plans, the possibility
of significant interruptions of normal operations should be minimized, to the
extent they are within the control of the Company.
The Company's contingency plan consists primarily of building inventory and
ensuring that customers' orders are filled to minimize backlog at December
31, 1999.
10
<PAGE>
NEW ACCOUNTING PRONOUNCEMENT
In June 1998, the FASB issued Statement of Financial Accounting Standards No.
133, "Accounting for Derivative Instruments and Hedging Activities ("SFAS
133"). SFAS 133 establishes accounting and reporting standards for all
derivative instruments. SFAS 133 is effective for fiscal years beginning
after June 15, 1999. The Company does not currently have any derivative
instruments and, accordingly, the Company does not expect the adoption of
SFAS 133 to have an impact on its financial position or results of operations.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The exhibits filed as a part of this report are listed below and this list
is intended to constitute the exhibit index.
Exhibit No.
27 Financial Data Schedule
(b) Reports on Form 8-K
The Company filed one Report on Form 8-K under Item 2, Acquisition or
Disposition of Assets, and Item 7, Financial Statements and Exhibits, on
February 10, 1999 related to an acquisition.
11
<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.
Date: May 10, 1999 R-B RUBBER PRODUCTS, INC.
By: /s/ RONALD L. BOGH
---------------------------------
Ronald L. Bogh
Chairman of the Board, President
and Chief Executive Officer
(Principal Executive Officer)
By: /s/ MICHAEL J. HIGHLAND
---------------------------------
Michael J. Highland
Controller
(Principal Financial and Accounting Officer)
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 53,789
<SECURITIES> 0
<RECEIVABLES> 1,181,914
<ALLOWANCES> 36,303
<INVENTORY> 776,797
<CURRENT-ASSETS> 2,082,114
<PP&E> 7,542,821
<DEPRECIATION> 2,391,969
<TOTAL-ASSETS> 7,809,804
<CURRENT-LIABILITIES> 1,341,740
<BONDS> 2,140,493
0
0
<COMMON> 4,014,110
<OTHER-SE> 828,774
<TOTAL-LIABILITY-AND-EQUITY> 7,809,804
<SALES> 2,472,932
<TOTAL-REVENUES> 2,472,932
<CGS> 1,738,745
<TOTAL-COSTS> 1,738,745
<OTHER-EXPENSES> 598,624
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 40,707
<INCOME-PRETAX> 127,605
<INCOME-TAX> 49,850
<INCOME-CONTINUING> 77,755
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 77,755
<EPS-PRIMARY> 0.03
<EPS-DILUTED> 0.03
</TABLE>
