<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to_______
Commission file number 1-7708
------
MARLTON TECHNOLOGIES, INC.
- - ------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
New Jersey 22-1825970
- - ------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2828 Charter Road, Suite 101. Philadelphia, PA 19154
- - ------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (215) 676-6900
Former name, former address and former fiscal
year, if changed since last report.
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days.
Yes X No
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15 (d) of the Securities Exchange Act of 1934
subsequent to the distribution of securities under a plan confirmed by court.
Yes No
--- ----
APPLICABLE ONLY TO CORPORATE ISSUERS: State the number of shares outstanding
of each of the issuer's classes of common equity as of the last
practicable date: 4,474,468
Transitional Small Business Disclosure Form (check one):
Yes No X
--- ----
<PAGE>
MARLTON TECHNOLOGIES, INC. and SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
MARCH 31, 1996 and DECEMBER 31, 1995
<TABLE>
<CAPTION>
(Unaudited)
March 31, December 31,
ASSETS 1996 1995
------------ -------------
<S> <C> <C>
Current:
Cash and cash equivalents $ 4,183,820 $ 1,028,606
Accounts receivable, net of allowance
of $145,000 and $132,000, respectively 6,424,769 4,444,597
Inventory (Note 2) 2,455,631 2,422,494
Prepaids and other current assets 583,426 575,719
Deferred income taxes (Note 3) 657,000 357,000
----------- ------------
Total current assets 14,304,646 8,828,416
Property and equipment, net of accumulated
depreciation and amortization 2,427,720 2,412,342
Goodwill, net of accumulated amortization of
$630,223 and $595,478, respectively 3,066,871 3,101,616
Deferred income taxes 1,237,000 1,792,000
Other assets, net of accumulated amortization
of $690,089 and $644,720, respectively 303,105 330,329
----------- ------------
Total assets $21,339,342 $16,464,703
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 487,220 $ 524,586
Accounts payable 2,304,201 1,542,433
Accrued expenses and other (Note 4) 5,523,995 3,089,304
----------- ------------
Total current liabilities 8,315,416 5,156,323
Long term debt, net of current portion 896,117 991,894
----------- ------------
Total liabilities 9,211,533 6,148,217
----------- ------------
Stockholders' equity:
Common stock, $.10 par - shares authorized
10,000,000; 4,474,468 and 3,937,534 issued, respectively 447,447 393,754
Additional paid-in capital 20,914,791 20,171,051
Accumulated deficit ( 9,122,752) ( 10,136,642)
----------- ------------
12,239,486 10,428,163
Less cost of 5,000 treasury shares 111,677 111,677
----------- ------------
Total stockholders' equity 12,127,809 10,316,486
----------- ------------
Total liabilities and stockholders' equity $21,339,342 $16,464,703
=========== ===========
</TABLE>
See notes to consolidated financial statements.
2
<PAGE>
MARLTON TECHNOLOGIES, INC. and SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
(UNAUDITED)
<TABLE>
<CAPTION>
Common Stock Additional
Shares Issued Treasury Paid-in Accumulated
Issued Amount Amount Capital Deficit
-------- -------- -------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C>
Balance, January 1, 1996 3,937,534 $393,754 $(111,677) $20,171,051 $(10,136,642)
Additional shares issued 536,934 53,693 - 743,740 -
Net income for the three month period - - - - 1,013,890
---------- -------- --------- ---------- ------------
Balance, March 31, 1996 4,474,468 $447,447 $(111,677) $20,914,791 $( 9,122,752)
========== ======== ========= =========== ============
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
MARLTON TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
For the three months ended
March 31,
1996 1995
----------- -----------
Net sales $ 8,578,058 $ 7,381,628
Cost of sales 6,049,543 5,103,623
----------- -----------
Gross profit 2,528,515 2,278,005
----------- -----------
Expenses:
Selling 1,393,466 1,256,307
Administrative and general 692,000 677,994
----------- -----------
2,085,466 1,934,302
----------- -----------
Operating profit 443,049 343,703
----------- -----------
Other income (expense):
Interest income 40,091 17,647
Interest (expense) (34,710) (34,126)
Other (expense) (4,540) (6,386)
Gain on contract amendment (Note 4) 1,000,000 --
----------- -----------
1,000,841 (22,865)
----------- -----------
Income before provision for income taxes 1,443,890 320,838
Provision for income taxes (Note 3) 430,000 90,000
----------- -----------
Net income $ 1,013,890 $ 230,838
=========== ===========
Number of common shares, weighted average 4,468,468 3,880,548
----------- -----------
Income per common share (Note 5): $ .22 $ .06
=========== ===========
See notes to consolidated financial statements.
-4-
<PAGE>
MARLTON TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
- - ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
For the three months ended
March 31,
1996 1995
------------ -------------
<S> <C> <C>
Cash flows provided by operating activities:
Net income $ 1,013,890 $ 230,838
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation and amortization 386,337 273,448
Minority interest in (profit) of EDSI (20,540) (15,320)
Decrease in deferred tax asset 255,000 55,000
Change in assets and liabilities:
(Increase) in accounts receivable, net (1,980,172) (111,484)
(Increase) in inventory (33,137) (515,469)
(Increase) decrease in prepaids and other assets (21,392) 308,252
Increase (decrease) in accounts payable and
other accrued expenses (Note 4) 2,684,972 (131,307)
----------- -----------
Net cash provided by operating activities 2,284,958 93,958
----------- -----------
Cash flows (expended through) investing activities:
Capital expenditures (321,601) (264,650)
Minority investment in Sparks Japan (Note 4) (25,000) --
----------- -----------
Net cash (expended through) investing activities: (646,601) (264,650)
----------- -----------
Cash flows provided by (expended through) financing activities:
Issuance of common stock subject to put option (Note 4) 1,350,000 --
Principal payments on long-term debt (133,143) (107,609)
----------- -----------
Net cash provided by (expended through) financing acitivites: 1,216,857 (107,609)
----------- -----------
Increase (decrease) in cash and cash equivalents 3,155,214 (278,301)
Cash and cash equivalents - beginning of period 1,028,606 1,469,175
----------- -----------
Cash and cash equivalents - end of period $ 4,183,820 $ 1,190,874
=========== ===========
Supplemental cash flow information:
Cash paid for interest $ 34,710 $ 26,733
=========== ===========
</TABLE>
See notes to consolidated financial statements.
-5-
<PAGE>
MARLTON TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Summary of Accounting Policies:
1. Basis of Presentation:
The consolidated financial statements include the accounts of Marlton
Technologies, Inc., its wholly-owned subsidiaries and majority owned subsidiary
(the "Company"), All intercompany accounts and transactions have been
eliminated. In the opinion of the Company's management, all adjustments
(primarily consisting of normal recurring accruals) have been made which are
necessary to present fairly the financial condition as of March 31, 1996 and the
results of operations and cash flows for the three month periods ended March 31,
1996 and 1995, respectively. The December 31, 1995 condensed balance sheet data
was derived from audited financial statements but does not include all
disclosures required by generally accepted accounting principles and includes
certain account reclassifications for comparative purposes with the March 31,
1996 consolidated balance sheet.
2. Inventory:
Inventory, as of the respective dates, consist of the following:
March 31, 1996 December 31, 1995
-------------- -----------------
Raw Materials $ 638,840 $ 510,774
Work In Process 1,816,791 1,911,720
----------- -----------
$2,455,631 $2,422,494
=========== ===========
3. Income Taxes:
The components of the provision for income taxes for the respective three
month periods ended March 31, were as follows:
1996 1995
---------- ----------
Currently payable:
Federal $ 75,000 $14,000
State 100,000 21,000
--------- ----------
175,000 35,000
Deferred:
Federal 255,000 55,000
--------- ----------
$430,000 $ 90,000
========= ==========
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<PAGE>
MARLTON TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The significant component of the deferred income tax provisions in 1996
and 1995 was the utilization of the Company's net operating loss carryforward.
The difference between the provisions for income taxes computed at the federal
statutory rate of 34% and that reported for financial statement purposes is
primarily a result of state and local income taxes and goodwill amortization.
4. Gain on Contract Amendment:
The Company and Tsubasa System Company, Ltd. ("Tsubasa") a diversified
manufacturing and marketing company entered into a distribution and license
agreement in 1995 and jointly formed a Japanese corporation, Sparks Japan, to
market portable exhibits in Japan. Sparks Japan was capitalized with $250,000
and is 90% owned by Tsubasa and 10% owned by the Company. In an amendment to
that agreement in January 1996, the Company agreed to eliminate certain future
payments from Sparks Japan and issue to Tsubasa 500,000 unregistered shares of
the Company's common stock in exchange for $3,000,000 from Tsubasa.
Sparks Japan is obligated to purchase certain portable exhibits from the
Company's majority owned subsidiary, EDSI. Sparks Japan opened its Tokyo
portable exhibit showroom during March 1996 and the Company is providing
requisite technical, operational and marketing support to the Japanese
operation. The agreement also provides that the funds received by the Company
are to be used for its operating activities and to acquire companies, products
and services within the exhibit industry. The funds may not be used to retire
certain debts or pay bonuses, incentives, commissions, etc. to officers,
directors or shareholders of the Company, without obtaining prior approval from
Tsubasa.
In the event Sparks Japan does not achieve certain sales levels by December
31, 1998 and the Company's common stock is trading at less than $3.00 per share
at that time, if requested by Tsubasa, the Company will, at its option,
repurchase the Tsubasa shares at $3.00 per share or make a cash payment to
Tsubasa equal to the difference between the December 31, 1998 trading price and
$3.00.
Amounts were allocated to the 500,000 shares of the Company's common stock
issued to Tsubasa and the "put option" (the contingent liability for the
difference between the Company's December 31, 1998 market value and $3.00 per
share) based on their estimated fair market values. Incremental costs expected
to be incurred by the Company through December 31, 1998 with respect to
complying with certain requirements of the transaction have been approximated at
$650,000. The $650,000 of incremental costs plus the value of the put option at
$600,000 are included as a component of accrued expenses and other. As of March
31, 1996, $5,746 of incremental costs have been charged against the incremental
cost account. $750,000 of the $3.0 million was allocated to the Company's
capital accounts with the remaining balance of $1,000,000 recorded as a gain
during the first quarter of 1996.
-7-
<PAGE>
MARLTON TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
5. Income per Common Share:
Income per common share is based on the weighted average number of common
shares outstanding during the period, adjusted for common equivalent shares when
the effect is not antidilutive. Income per share of common stock, assuming full
dilution, is equal to primary earnings per share for reported periods.
6. Subsequent Event:
On April 18, 1996 the Company acquired 100% of the stock of Piper
Productions, Inc. ("Piper") of Orlando, Florida, with a transaction effective
date of April 1, 1996. Piper produces business theater, theme park attractions,
themed interiors, theatrical scenery and special effects. The general terms of
the purchase agreement include a $50,000 cash payment at closing, a $50,000
payment upon receipt of certain amounts due Piper and a $100,000 note bearing
interest at 6%, payable in 5 equal annual installments commencing April 1, 1997.
An additional $200,000 is payable if Piper achieves defined sales levels at
defined contribution margin percentages and Piper's previous owner continuing to
be employed under an employment agreement.
Piper clients include major restaurant and entertainment chains, national
theme parks and business/entertainment production companies. Piper annual sales
exceeded $5.0 million for calendar years 1994 and 1995.
-8-
<PAGE>
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS
General Overview
On August 7, 1990, Marlton Technologies, Inc. (the "Company") acquired the
current business of Sparks Exhibits Corp. ("Sparks"). Through this acquisition,
the Company's core business became the custom design, manufacture and sale of
sophisticated trade show exhibits, displays, signage and graphics for clients in
industry, government, consumer electronics, athletic goods, healthcare,
telecommunications and other specialized fields.
During the fourth quarter of 1990, Sparks purchased certain assets, principally
customer lists, from DCA, Inc., a custom trade exhibit business. Additionally,
Sparks formed a portable exhibits group, which distributes affiliated and
non-affiliated manufacturers' portable exhibit products, in an effort to expand
its market to include both high-end (custom exhibits) and lower-end (portable
exhibits) products. During July 1991, a wholly-owned subsidiary of Sparks,
Sparks Exhibits, Inc. ("Exhibits") acquired assets from two unrelated custom
exhibit businesses in suburban Atlanta, Georgia.
During 1992 the Company, through two newly-formed wholly-owned subsidiaries,
Sparks Exhibits, Ltd. ("Limited") and Sparks Exhibits Incorporated
("Incorporated"), acquired assets, respectively, from a custom and portable
exhibit manufacturing business in suburban San Diego, California and a custom
exhibit business in Melbourne, Florida.
During July 1993, the Company and an unrelated portable exhibit manufacturer,
Abex Display Systems, Inc. ("ADSI"), entered into an agreement to organize a new
corporation, Expose Display Systems, Inc. ("EDSI") to manufacture and market the
Company's proprietary panelized portable exhibit - Expose - through ADSI's
worldwide distribution network.
During March 1995, the Company and a Japan-based diversified manufacturing and
marketing company, Tsubasa System Company Ltd. ("Tsubasa") entered into an
agreement to organize a new Japanese corporation, Sparks Exhibits Japan ("SEJ"),
and grant exclusive Japan distribution rights to SEJ for the Company's portable
exhibits products and technology and to license the name and logo of "Sparks
Exhibits" in Japan. See Note 4 of the consoliated financial statements.
During April 1996, the Company acquired Piper Productions, Inc. of Orlando,
Florida which produces business theater, theme park attractions, themed
interiors, theatrical scenery and special effects. The acquisition of Piper
enhances the Company's ability to pursue exhibit opportunities within Piper's
areas of expertise. See Note 6 of the consolidated financial statements.
The benefits of management's aggressive growth plan, since the August 1990
acquisition of Sparks, has resulted in the dramatic expansion of the Company's
client base, the development of new business groups for expansion of its
products and services, and the extension into major geographic markets of the
United States and internationally. Management believes the acquisitions and the
continuing development of the new business groups will position the Company to
increase its revenue base through the continued offering of expanded products
and services to a larger customer network.
-9-
<PAGE>
RESULTS OF OPERATIONS
Three months ended March 31, 1996 as compared with three months ended
March 31, 1995
Sales
First quarter 1996 revenues of $8.59 million, the highest quarterly
revenues in post-organization Company history, exceeded first quarter 1995
revenues of $7.38 million by approximately 16%.
The increase in 1996 first quarter revenues as compared with the same
period during 1995 is due to a general increase in sales to both new and
existing clients during 1996. The largest increases were experienced in the
Company's Philadelphia and San Diego facilities, increasing first quarter 1996
combined sales volume by approximately $1.6 million over the same period during
1995. Additionally, the Rental group increased its 1996 first quarter revenues
by approximately $200,000 as compared with the similar period during 1995. The
Company's Atlanta facility, however, was not able to replace its first quarter
1995 sales volume of approximately $1.3 million during the same period in 1996
and experienced a $750,000 decline in revenues. The remaining sales groups
(Portables, Expose', Museum and International) and the Company's Florida
facility increased their combined first quarter 1996 revenues over related
combined first quarter 1995 revenues by approximately 3%.
Operating Profits
The 16% increase in first quarter 1996 revenues as compared with first
quarter 1995 revenues contributed to a 29% increase in the Company's operating
profits during the respective comparative periods. While the first quarter 1996
gross profit percentage dropped approximately 1.3% from the first quarter 1995
gross profit percentage of 31.0%, this decrease was primarily due to higher
first quarter 1996 sales in non-manufacturing revenue categories, historically
lower margin sales. The higher sales levels, even at the reduced gross profit
percentage, were sufficient to offset approximately 8% higher selling, general
and administrative costs, contributing to the overall 29% increase in first
quarter 1996 operating profits as compared with first quarter 1995 operating
profits.
Other Income (Expense):
Other income increased to $1.001 million during the first quarter of
1996 from a net expense of $23,000 during the first quarter of 1995. The $1.0
million gain from the sale of distribution rights, more fully described in Note
4 to the consolidated financial statements, was responsible for this significant
shift between the respective periods. Cash availability generated from this
transacton during the first quarter of 1996 also contributed to the swing in net
interest income (expense) during the respective comparative periods.
Income Taxes:
The provision for income taxes, as a percentage before taxes, increased
to 30% during the first quarter of 1996 as compared with 28% during the same
period in 1995. This increase is due to the release of valuation allowances
based on management's current evaluation of the future utilization of the
Company's net operating loss carryforward. See Note 3 to the consolidated
financial statements.
-10-
<PAGE>
Net Income:
Net income increased to $1,013,890 ($.22 per share) as compared with
$230,838 ($.06 per share) during the first quarter of 1995. Exclusive of the
$700,000 net gain from the sale of distibution rights, more fully described in
Note 4 to the consolidated financial statements, and the related dilutive effect
of issuing 500,000 additional shares of the Company's common stock in connection
with the transaction, the Company increased its first quarter earnings per share
by approximately 30%, from $.06 per share during 1995 to $.08 per share during
1996.
Backlog:
The Company's backlog of orders at March 31, 1996 was approximately
$8.1 million as compared with $5.1 million as of March 31, 1995. This
significant increase is predominantly attributable to a backlog of new orders
generated by experienced account executives with established client bases who
joined the Company during the fourth quarter of 1995.
LIQUIDITY AND CAPITAL RESOURCES
During the three month period ended March 31, 1996, the Company
increased its cash reserves by $3,155,214, from $1,028,606 to $4,183,820.
This significant increase in the Company's cash reserves is
attributed to the transaction described in Note 4 to the consolidated financial
statements. Due to the record sales levels achieved during the first quarter of
1996, the Company experienced an increase in its trade accounts receivable of
approximately $2.0 million. However, this increase was more than offset by a
$2.6 million increase in accounts payable and other accrued expenses. The higher
balances in accounts payable and other accrued expenses is predominantly due to
a $900,000 increase in customer deposits for jobs to be completed subsequent to
the March 31, 1996 balance sheet date and the accounting for the transaction
described in Note 4 which includes $1.25 million of accrued incremental costs
($650,000) and the value of the put option ($600,000).
The Company expended approximately $322,000 during the first
quarter of 1996 for machinery and equipment, data processing equipment, rental
assets and furniture and fixtures and made a $25,000 investment to acquire a 10%
interest in Sparks Japan.
During the first quarter of 1996 the Company made no additional
net borrowings under its revolving credit facility to support the increased
trade receivables and operating cash flow requirements. Additionally, the
Company repaid outstanding term debt of approximately $133,000 during the first
quarter of 1996. The Company allocated $1.35 million for the 500,000 shares of
the Company's common stock, subject to the put option, in connection with the
transaction described in Note 4 to the consolidated financial statements.
The Company's current ratio improved to 1.72 to 1, as of March
1996 as compared with 1.60 as of December 31, 1995, predominantly due to the
$3.0 million cash infusion with respect to the transaction described in Note 4.
Additionally, the Company's total debt to equity ratio changed from
approximately 61%, as of December 31, 1995 to approximately 76% as of March 31,
1996.
-11-
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES (continued):
This increase, however, is primarily due to the $1.25 million included
in accrued expenses and other as of March 31, 1996 from the transaction more
fully described in Note 4.
OUTLOOK
Subsequent to its largest quarterly sales volume output in
post-reorganization history, management is confident that the Company is
postured to exceed second quarter 1995 sales volume of $7.7 million during the
second quarter of 1996, particularly in light of the March 31, 1996 sales
backlog of $8.1 million; the majority of which will be billed during April, May
and June 1996. The increase in sales volume assists in the absorption of fixed
overhead, selling and general and administrative costs throughout the Company's
four manufacturing facilities in Philadelphia, Atlanta, San Diego and Melbourne,
Florida. With the April 1996 acquisition of Piper Productions, Inc., as more
fully described in Note 6 to the consolidated financial statements, management
will seek appropriate opportunities to consolidate the Florida facilities during
1997 and, hopefully, obtain economies of scale which should contribute to
enhanced operating results. The Piper acquisition, consistent with the Company's
strategic plan for growth, expands the scope of products and services offered by
the Company and compliments the core business of the Sparks companies, allowing
contracts previously awarded unaffiliated suppliers to remain within the
consolidated group. This factor, alone, may provide Sparks companies a greater
competitive edge in its core business as well as providing new opportunities in
the expanding theme park and themed-interiors marketplace. Piper Productions,
with annual sales exceeding $5.0 million during 1994 and 1995 should
significantly contribute to the Company's overall sales volume for the balance
of 1996 and beyond. However, the results of operations are not expected to have
a positive impact on the Company's 1996 earnings.
The first quarter 1996 cash infusion in the Company has significantly
improved the Company's balance sheet specifically, the current ratio.
The strength of the Company's balance sheet, particularly in liquid assets
(cash, trade receivables and inventory), will provide a strong foundation to
seek new business opportunities and assist the Company in achieving its growth
objectives within its market and, ultimately, to increase shareholder value.
PART II. OTHER INFORMATION
Responses to Items one through six are omitted since these items
are either inapplicable or response thereto would be negative.
SIGNATURE
In accordance with the requirements of the Securities Exchange
Act of 1993, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MARLTON TECHNOLOGIES, INC.
/s/ E. D. Costantini, Jr. /s/ Robert B. Ginsburg
- - -------------------------- ------------------------------------
Edmond D. Costantini, Jr. Robert B. Ginsburg
Chief Financial Officer President and Chief Executive Officer
Dated: May 14, 1996
-12-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0000096988
<NAME> MARLTON TECHNOLOGIES, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 4,183,820
<SECURITIES> 0
<RECEIVABLES> 6,569,769
<ALLOWANCES> (145,000)
<INVENTORY> 2,455,631
<CURRENT-ASSETS> 14,304,646
<PP&E> 5,480,446
<DEPRECIATION> 3,052,726
<TOTAL-ASSETS> 21,339,342
<CURRENT-LIABILITIES> 8,315,416
<BONDS> 0
0
0
<COMMON> 20,914,791
<OTHER-SE> (9,234,429)
<TOTAL-LIABILITY-AND-EQUITY> 21,339,342
<SALES> 8,578,058
<TOTAL-REVENUES> 8,578,058
<CGS> 8,135,009
<TOTAL-COSTS> 8,135,009
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 34,710
<INCOME-PRETAX> 1,443,890
<INCOME-TAX> 430,000
<INCOME-CONTINUING> 1,013,890
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,013,890
<EPS-PRIMARY> 0.22
<EPS-DILUTED> 0.22
</TABLE>
