<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 March 31, 2000
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 0-26420
AMBASSADORS INTERNATIONAL, INC.
-------------------------------
(Exact name of registrant as specified in its charter)
Delaware 91-1688605
- ------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
Dwight D. Eisenhower Building
110 South Ferrall Street
Spokane, Washington 99202
- ------------------------------- -----------------
(Address of principal (Zip code)
executive offices)
Registrant's telephone number, including area code: (509) 534-6200
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
--- ---
Indicate number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practical date:
Common shares outstanding as of April 30, 2000: 9,542,632
<PAGE> 2
AMBASSADORS INTERNATIONAL, INC.
FORM 10-Q QUARTERLY REPORT
Table of Contents
PART I FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements (unaudited)
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statements of Comprehensive Loss
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
<PAGE> 3
AMBASSADORS INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
March 31, 2000 and December 31, 1999
(dollars in thousands, except par value)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
-------- -----------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 56,791 $ 18,461
Restricted cash equivalents 112 112
Investments 66,025 81,743
Accounts receivable 6,214 4,897
Prepaid program costs and expenses 9,536 5,868
-------- --------
Total current assets 138,678 111,081
Property and equipment, net 4,498 4,613
Other investments 2,888 2,936
Goodwill and covenant not-to-compete,
net of $2,226 and $1,947 of
accumulated amortization 22,611 22,875
Deferred income taxes 1,120 1,120
Other assets 137 138
-------- --------
Total assets $169,932 $142,763
======== ========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE> 4
AMBASSADORS INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED), CONTINUED
March 31, 2000 and December 31, 1999
(dollars in thousands, except par value)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
-------- -----------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 2,357 $ 3,941
Accrued expenses 3,753 3,215
Participants' deposits 54,378 22,748
Note payable, current portion 296 346
Foreign currency exchange contracts 1,346 369
Deferred income taxes 2,262 3,475
-------- --------
Total current liabilities 64,392 34,094
Note payable due after one year 400 400
-------- --------
Total liabilities 64,792 34,494
-------- --------
Stockholders' equity:
Preferred stock, $.01 par value;
2,000,000 shares authorized;
none issued and outstanding -- --
Common stock, $.01 par value;
authorized, 20,000,000 shares;
issued and outstanding, 9,543,468
and 9,496,903 shares 95 95
Additional paid-in capital 84,208 83,771
Retained earnings 17,426 18,928
Accumulated other comprehensive income 3,411 5,475
-------- --------
Total stockholders' equity 105,140 108,269
-------- --------
Total liabilities and stock-
holders' equity $169,932 $142,763
======== ========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE> 5
AMBASSADORS INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS(UNAUDITED)
for the three months ended March 31, 2000 and 1999
(dollars in thousands, except share and per share data)
<TABLE>
<CAPTION>
2000 1999
----------- -----------
<S> <C> <C>
Revenues $ 5,541 $ 4,980
----------- -----------
Operating expenses:
Selling and tour promotion 4,299 3,942
General and administrative 4,654 4,407
----------- -----------
8,953 8,349
----------- -----------
Operating loss (3,412) (3,369)
----------- -----------
Other income (expense):
Interest and dividend income 1,095 954
Other, net 41 593
----------- -----------
1,136 1,547
----------- -----------
Loss before income taxes (2,276) (1,822)
Income tax benefit 774 640
----------- -----------
Net loss $ (1,502) $ (1,182)
=========== ===========
Net loss per share - basic and diluted $ (0.16) $ (0.12)
=========== ===========
Weighted-average common shares out-
standing - basic and diluted 9,504,971 9,830,833
=========== ===========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE> 6
AMBASSADORS INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)
for the three months ended March 31, 2000 and 1999
(dollars in thousands)
<TABLE>
<CAPTION>
2000 1999
------- -------
<S> <C> <C>
Net loss $(1,502) $(1,182)
Unrealized loss on marketable equity
security, net of income tax benefit
of $851 (1,449) --
Unrealized losses on foreign currency
exchange contracts, net of income tax
benefit of $362 and $60 (615) (111)
------- -------
Comprehensive loss $(3,566) $(1,293)
======= =======
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE> 7
AMBASSADORS INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
for the three months ended March 31, 2000 and 1999
(in thousands)
<TABLE>
<CAPTION>
2000 1999
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (1,502) $ (1,182)
Adjustments to reconcile net loss
to net cash provided by operating
activities:
Depreciation and amortization 586 617
Loss on disposal of property and
equipment 16 20
Other, net 48 1
Change in assets and liabilities:
Accounts receivable (1,317) (1,758)
Prepaid program costs and expenses (3,668) (4,120)
Other assets -- 70
Accounts payable and accrued
expenses (434) 2,523
Participants' deposits 31,630 24,447
-------- --------
Net cash provided by
operating activities 25,359 20,618
-------- --------
Cash flows from investing activities:
Purchase of property and equipment (209) (635)
Purchase of available-for-sale
securities (13,066) (17,789)
Proceeds from sale of available-for-
sale securities 26,484 6,318
Purchase of other investments -- (2,655)
Net cash paid for acquisition of
Subsidiaries and covenant-not-to-
compete agreements (15) (324)
Change in other assets 1 1
-------- --------
Net cash provided by (used
in) investing activities 13,195 (15,084)
-------- --------
</TABLE>
<PAGE> 8
AMBASSADORS INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED), CONTINUED
for the three months ended March 31, 2000 and 1999 (dollars in thousands)
<TABLE>
<CAPTION>
2000 1999
-------- --------
<S> <C> <C>
Cash flows from financing activities:
Payments on long-term debt $ (50) $ (6)
Proceeds from exercise of stock
options 61 63
Purchase and retirement of common
stock (235) (3,192)
-------- --------
Net cash used in financing
activities (224) (3,135)
-------- --------
Net increase in cash and cash
equivalents 38,330 2,399
Cash and cash equivalents, beginning
of period 18,461 55,290
-------- --------
Cash and cash equivalents, end of
period $ 56,791 $ 57,689
======== ========
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE> 9
AMBASSADORS INTERNATIONAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The consolidated financial statements included herein have been prepared
by Ambassadors International, Inc. (the Company), without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures, normally included in
financial statements prepared in accordance with generally accepted
accounting principles, have been condensed or omitted as permitted by such
rules and regulations. The Company believes the disclosures included
herein are adequate; however, these consolidated statements should be read
in conjunction with the financial statements and the notes thereto for the
year ended December 31, 1999 previously filed with the Securities and
Exchange Commission on Form 10-K.
In the opinion of management, these unaudited, consolidated financial
statements contain all of the adjustments (normal and recurring in nature)
necessary to present fairly the consolidated financial position of the
Company at March 31, 2000 and the consolidated results of operations,
comprehensive loss and cash flows for the three-month periods ended March
31, 2000 and 1999. The results of operations for the periods presented may
not be indicative of those which may be expected for the full year.
2. PRINCIPLES OF CONSOLIDATION
Ambassadors International, Inc. (the Company) is an educational travel,
travel services and performance improvement company. The Company's
operations are classified in the following segments:
- Ambassadors Education Group - Promotes and organizes international
educational travel and sports programs for students, athletes and
professionals.
- Ambassadors Performance Group - Develops, markets and manages
meetings and incentive programs for a nationwide roster of corporate
clients utilizing incentive travel, merchandise award programs, and
corporate meeting management services.
- Ambassadors Services Group - Provides comprehensive hotel
reservation, registration and travel services for meetings,
conventions, expositions and trade shows.
The Company was founded in 1967 and was reincorporated in Delaware in
1995. The Education Group represented the entire operations of the Company
until 1996 when the Performance Group commenced operations. The Services
Group commenced operations in 1998.
The consolidated financial statements include the accounts of Ambassadors
International, Inc. (the Company) and its subsidiaries. All significant
intercompany accounts and transactions are eliminated in consolidation.
<PAGE> 10
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
3. INCOME TAXES
For the three months ended March 31, 2000 and 1999, the Company recorded
an income tax benefit of approximately $774,000 and $640,000,
respectively, to reflect the benefit of the net loss at the estimated
annual effective income tax rate.
4. LOSS PER SHARE:
Net loss per share - basic is computed by dividing net loss by the
weighted-average number of common shares outstanding during the period.
Net loss per share - diluted is computed in the same manner as net loss
per share - basic as the inclusion of additional common shares that would
have been outstanding if the dilutive potential common shares had been
issued are antidilutive due to the net loss.
The following table presents a reconciliation of basic and diluted
earnings per share (EPS) computations and the number of dilutive
securities (stock options) that were not included in the dilutive EPS
computation because they were antidilutive (in thousands, except per share
data):
<TABLE>
<CAPTION>
March 31,
---------------------------
2000 1999
---------- -------
<S> <C> <C>
Numerator:
Net loss for basic and
diluted earnings per share $ (1,502) $(1,182)
=========== =======
Denominator:
Weighted-average shares
outstanding -basic 9,505 9,831
Effect of dilutive common
stock options (A) (A)
----------- -------
Weighted-average shares
outstanding - diluted 9,505 9,831
=========== =======
Net loss per share - basic
and diluted $ (0.16) $ (0.12)
=========== =======
</TABLE>
(A) For the three months ended March 31, 2000 and 1999, respectively,
the effects of 30,529 and 111,388 stock options have been excluded
from the calculation of diluted loss per share because their effects
would be anti-dilutive.
<PAGE> 11
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
5. BUSINESS SEGMENTS:
The Company operates the Education Group, Performance Group and Services
Group segments. Corporate and other consists of general corporate assets
(primarily cash and cash equivalents, investments and goodwill) and other
activities which are not directly related to the Education, Performance
and Services Groups. Selected financial information related to these
segments is as follows (in thousands):
<TABLE>
<CAPTION>
Education Performance Services Corporate
Group Group Group and Other Total
--------- ----------- -------- ---------- -------
<S> <C> <C> <C> <C> <C>
March 31, 2000
Revenues $ 181 $ 3,360 $ 1,868 $ 132 $ 5,541
======= ======= ======= ======= =======
Operating income
(loss) $(4,026) $ 1,137 $ 100 $ (623) $(3,412)
======= ======= ======= ======= =======
March 31, 1999
Revenues $ 259 $ 2,801 $ 1,898 $ 22 $ 4,980
======= ======= ======= ======= =======
Operating income
(loss) $(2,936) $ (109) $ 418 $ (742) $(3,369)
======= ======= ======= ======= =======
</TABLE>
6. 1999 RESTRUCTURING PLAN:
During the fourth quarter of 1999, in connection with management's
decision to improve operating efficiencies, outsource the merchandising
business and reduce costs, the Company recorded a restructuring charge and
write-down of intangible assets totaling $8.1 million. The restructuring
plan is anticipated to be completed during the year ended December 31,
2000. The restructuring plan also involved the elimination of
approximately 60 positions. The restructuring plan activity from December
31, 1999 through March 31, 2000 is as follows (in thousands):
<TABLE>
<CAPTION>
Restructuring Restructuring
allowance at allowance at
December 31, 1999 Activity March 31, 2000
-------------------- -------- --------------
<S> <C> <C> <C>
Severance and related
charges $ 566 $(566) $ --
Consolidation of offices 272 (163) 109
----- ----- --------
Total restructuring charges $ 838 $(729) $ 109
===== ===== ========
</TABLE>
<PAGE> 12
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
This Quarterly Report on Form 10-Q contains forward-looking statements. A
forward-looking statement may contain words such as "will continue to be," "will
be," "continue to," "expect to," "anticipates that," "to be" or "can impact."
Management cautions that forward-looking statements are subject to risks and
uncertainties that could cause the Company's actual results to differ materially
from those projected in forward-looking statements.
COMPARISON OF THREE MONTHS ENDED MARCH 31, 2000 TO THE THREE MONTHS ENDED MARCH
31, 1999
In June 1999, Ambassadors Education Group (AEG) acquired certain of the assets
of Travel Dynamics, Inc. ("TDI"). TDI primarily provided youth sports and
educational travel programs and has expanded the Education Group's sports travel
programs. In September 1999, Ambassadors Services Group acquired all of the
capital stock of Advanced Registration Systems, Inc. ("ARS"). ARS was primarily
involved in pre-registration and on-site registration services for trade shows.
This acquisition has expanded the operations of the Company's Services Group to
full-service convention organization. Both acquisitions were included in the
Company's results of operations as of their respective dates of acquisition.
GROSS PROGRAM RECEIPTS
Gross program receipts increased to $17.4 million in the first quarter of 2000
from $16.5 million in the first quarter of 1999. This $0.9 million increase is
the result of increased participant volume traveling in the first quarter of
2000 in comparison to the first quarter of 1999.
NET REVENUE
Net revenue increased to $5.5 million in the first quarter of 2000 from $5.0
million in 1999. This $0.5 million increase is due to the effect of increased
participants and improved gross program margins to 31.8% during the quarter
ended March 31, 2000 from 30.2% during the quarter ended March 31, 1999.
SELLING AND TOUR PROMOTION EXPENSES
The Company's policy is to expense all selling and tour promotion costs as they
are incurred.
Selling and tour promotion expenses increased to $4.3 million in the quarter
ended March 31, 2000 from $3.9 million in the comparable quarter of 1999. This
increase is primarily the result of the Education Group's 1999 acquisition and
the assumption of the marketing and selling expenses to support the expanded
sports marketing and customer base, combined with decreases within the
Performance Group resulting from efficiencies from the Company's 1999
restructuring.
<PAGE> 13
GENERAL AND ADMINISTRATIVE EXPENSES
General and administrative expenses increased to $4.7 million in the first
quarter of 2000 from $4.4 million during the quarter ended March 31, 1999. This
increase is primarily due to the Education and Services Groups' 1999
acquisitions and the assumption of the related general and administrative
expenses associated with supporting an increased number of programs, which were
partially offset by Performance Group decreases in general and administrative
expenses.
OTHER INCOME/EXPENSE
Other income in 2000 consisted primarily of interest income generated by cash
and cash equivalents. As of March 31, 2000, the Company had $122.8 million in
cash, cash equivalents and short-term investments, an increase from $100.2
million at December 31, 1999. As a result, the Company realized interest income
of $1.1 million in the first quarter of 2000, compared to $0.9 million in the
comparable quarter of 1999.
In the first quarter of 1999, the Company purchased a minority interest in
connection with the acquisition by a group of investors of all of the capital
stock of Scheduled Airlines Traffic Offices, Inc. The Company received a
non-recurring consulting fee related to this transaction. The Company also
entered into a management agreement as part of this purchase, whereby the
Company receives quarterly management consulting fees. The consulting fee and
quarterly management consulting fee have been included in other income.
INCOME TAXES
The Company has recorded an income tax benefit of approximately $0.8 million for
the quarter ended March 31, 2000 in comparison to a $0.6 million tax benefit for
the quarter ended March 31, 1999. Income tax benefits have been recorded based
upon the estimated annual effective income tax rate applied to the pre-tax loss.
SEASONALITY
Due to the seasonality of the Company's business, the first quarter of the
fiscal year has significantly fewer programs traveling than the other quarters
of the year. Thus, the Company budgeted and incurred a net loss of approximately
$1.5 million or $0.16 per share in the first quarter of 2000 compared to a $1.2
million net loss or $0.12 per share in the comparable 1999 quarter.
LIQUIDITY AND CAPITAL RESOURCES
<PAGE> 14
The Company's business is not capital intensive. However, the Company does
retain funds for operating purposes in order to conduct sales and marketing
efforts for future programs and to facilitate acquisitions of other companies.
Net cash provided by operations for the quarters ended March 31, 2000 and 1999
was approximately $25.4 million and $20.6 million, respectively. The increase in
operating cash flows from, 1999 to 2000 primarily relates to an increased volume
of Education Group participants' deposits.
Net cash provided by investing activities for the quarter ended March 31, 2000
was $13.2 million compared to net cash used in investing activities for the
quarter ended March 31, 1999 of $15.1 million, an increase of $28.3 million
quarter over quarter. The increase from 1999 to 2000 was primarily due to the
proceeds from sale of available-for-sale securities. The Company does not have
any material capital expenditure commitments for 2000. However, the terms of the
Company's acquisitions of certain businesses include contingent consideration.
Additionally, the Company is continuing to pursue further acquisitions of
related travel and performance improvement businesses that may require the use
of cash and cash equivalents. No such acquisitions are currently pending and no
assurance can be given that definitive agreements for any such acquisitions will
be entered into, or, if they are entered into, that they will be on terms
favorable to the Company.
The Company has a credit facility available with Bank of America, with a current
limit of up to $50.0 million for foreign currency purchases and forward
contracts. This credit facility is renewable annually.
In November 1998, the Board of Directors of the Company authorized the
repurchase of the Company's common stock (up to an approved amount) in the open
market or through private transactions. This repurchase program is ongoing. The
Company does not believe that any such repurchases will have a significant
impact on the Company's liquidity.
At March 31, 2000, the Company had approximately $122.8 million of cash and cash
equivalents, including program participant funds of $54.4 million. Under the
Company's cancellation policy, a program participant may be entitled to a refund
of a portion of his or her deposit, less certain fees, depending on the time of
cancellation.
Management believes that existing cash and cash equivalents and cash flows from
operations will be sufficient to fund the Company's anticipated operating needs,
capital expenditures, stock repurchases and acquisitions at least for the
ensuing year.
FOREIGN CURRENCY; HEDGING POLICY
<PAGE> 15
The substantial majority of the Education Group's travel programs take place
outside the United States, and most foreign suppliers require payment in
currency other than the U.S. dollar. Accordingly, the Company is exposed to
foreign currency risk relative to changes in foreign currency exchange rates
between those currencies and the U.S. dollar. The Company has a program to
provide a hedge against certain of these foreign currency risks. The Company
uses forward contracts, which allow the Company to acquire the foreign currency
at a fixed price for a specified period of time. Some of the Company's forward
contracts include a synthetic component if a pre-determined trigger occurs
during the term of the contract. Additionally, the Company uses foreign currency
call options which provide the Company with the option to acquire certain
foreign currencies at a fixed exchange rate and time period. Concurrent with the
purchase of a foreign currency call option, the Company sells a foreign currency
put option to minimize the net premium paid for the call option. The strike
prices on these options generally straddle the exchange rate at the time the
options are purchased. The Company is exposed to credit risk under the foreign
currency contracts and options to the extent that the counterparty is unable to
perform under the agreement. The fair value of foreign currency exchange
contracts is based on quoted market prices and the spot rate of the foreign
currencies subject to contracts at period-end. The fair value of the foreign
currency options is based on the estimated amount to terminate the put and call
contracts with the counterparties at period end.
The Company accounts for these foreign exchange contracts and options with the
provisions of Statement of Financial Accounting Standards No. 133 (SFAS 133),
"Accounting for Derivative Instruments and Hedging Activities." Therefore, the
effective portion of any unrealized gains or losses on foreign exchange
contracts are recorded as other comprehensive income or loss and are accumulated
as a component of stockholders' equity. Realized gains and losses on these
contracts are recorded as a cost of the related travel program when the
contracts mature and are utilized.
IMPLEMENTATION OF 1999 RESTRUCTURING PLAN
During the fourth quarter of 1999, the Company initiated and completed a
significant restructuring effort impacting both the Performance and Services
Group. The restructuring plan is anticipated to be completed during year 2000.
The restructuring plan activity from December 31, 1999 through March 31, 2000 is
as follows (in thousands):
<TABLE>
<CAPTION>
Restructuring Restructuring
allowance at allowance at
December 31, 1999 Activity March 31, 2000
----------------- -------- --------------
<S> <C> <C> <C>
Severance and related
charges $ 566 $(566) $ --
Consolidation of offices 272 (163) 109
----- ----- --------
Total restructuring charges $ 838 $(729) $ 109
===== ===== ========
</TABLE>
Cash spent on the restructuring has been funded from operations, and the Company
expects operations to continue to fund the remaining reserve within 2000.
<PAGE> 16
The Company also outsourced the incentive merchandise component of its
Performance Group and consolidated the operations of the Services Group. The
restructuring plan involved the closure of the Company's Boston, Massachusetts
and Minneapolis, Minnesota offices, eliminating approximately 60 positions. This
restructure has positioned the Company to eliminate duplicate administrative
costs and create efficiencies within the core business segments. However, the
Company estimates the net savings to be insignificant.
<PAGE> 17
PART II - OTHER INFORMATION
Items 1, 2, 3, 4 and 5 are not presented as they are not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits: 27 - Financial Data Schedule
(b) Reports on Form 8-K:
No reports on Form 8-K were filed for the three months ended
March 31, 2000.
<PAGE> 18
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.
AMBASSADORS INTERNATIONAL, INC.
Date: May 10, 2000 By: /s/ Jeffrey D. Thomas
-------------------------------------
Jeffrey D. Thomas,
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 56,791
<SECURITIES> 66,025
<RECEIVABLES> 6,996
<ALLOWANCES> 782
<INVENTORY> 0
<CURRENT-ASSETS> 138,678
<PP&E> 8,837
<DEPRECIATION> 4,339
<TOTAL-ASSETS> 169,932
<CURRENT-LIABILITIES> 64,392
<BONDS> 400
0
0
<COMMON> 95
<OTHER-SE> 105,045
<TOTAL-LIABILITY-AND-EQUITY> 169,932
<SALES> 5,541
<TOTAL-REVENUES> 5,541
<CGS> 8,953
<TOTAL-COSTS> 8,953
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,276)
<INCOME-TAX> (774)
<INCOME-CONTINUING> (1,502)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,502)
<EPS-BASIC> (0.16)
<EPS-DILUTED> (0.16)
</TABLE>
