UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1997
--------------
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 1-2257
------
TRANS-LUX CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-1394750
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
110 Richards Avenue, Norwalk, CT 06856-5090
- ---------------------------------------- -----------
(Address of principal executive offices) (Zip code)
(203) 853-4321
----------------------------------------------------
(Registrant's telephone number, including area code)
---------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report.)
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 the number of shares outstanding of each of the issuer's classes of
Common Stock, as of the latest practicable date.
Date Class Shares Outstanding
- -------- ------------------------------- ------------------
05/12/97 Common Stock - $1.00 Par Value 984,140
05/12/97 Class B Stock - $1.00 Par Value 298,640
(Immediately convertible into a
like number of shares of Common
Stock.)
<PAGE>
TRANS-LUX CORPORATION AND SUBSIDIARIES
Index
Part I - Financial Information Page No.
Consolidated Balance Sheets - March 31, 1997 (unaudited)
and December 31, 1996 1
Consolidated Statements of Stockholders' Equity -
March 31, 1997 (unaudited) and December 31, 1996 2
Consolidated Statements of Income - Three Months Ended
March 31, 1997 and 1996 (unaudited) 3
Consolidated Statements of Cash Flows - Three Months
Ended March 31, 1997 and 1996 (unaudited) 4
Notes to Consolidated Financial Statements (unaudited) 5
Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
Part II - Other Information
Item 6. Exhibits and reports on Form 8-K 8
Signatures 8
<PAGE>
<TABLE>
Part I - FINANCIAL INFORMATION
------------------------------
TRANS-LUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<CAPTION>
March 31 December 31
ASSETS 1997 1996
------ ------------ ------------
<S> <C> <C>
Current assets: (unaudited)
Cash and cash equivalents $3,575,000 $19,274,000
Available-for-sale securities 15,183,000 600,000
Receivables 5,043,000 4,173,000
Unbilled receivables 783,000 2,401,000
Inventories 1,848,000 1,775,000
Prepaids and other current assets 313,000 348,000
----------- -----------
Total current assets 26,745,000 28,571,000
----------- -----------
Rental equipment 55,760,000 52,417,000
Less accumulated depreciation 19,620,000 18,465,000
----------- -----------
36,140,000 33,952,000
----------- -----------
Property, plant and equipment 22,279,000 21,655,000
Less accumulated depreciation and amortization 7,313,000 6,973,000
----------- -----------
14,966,000 14,682,000
Prepaids, intangibles and other 4,742,000 4,772,000
Maintenance contracts, net 1,204,000 1,270,000
Note receivable, joint venture (excludes
$94,000 current portion) 761,000 784,000
----------- -----------
$84,558,000 $84,031,000
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Accounts payable and accruals $6,071,000 $6,174,000
Income taxes payable 23,000 105,000
Current portion of long-term debt 611,000 203,000
----------- -----------
Total current liabilities 6,705,000 6,482,000
----------- -----------
Long-term debt:
9% convertible subordinated debentures due 2005 ---- 4,811,000
9.5% subordinated debentures due 2012 1,057,000 1,057,000
7.5% convertible subordinated notes due 2006 31,625,000 27,500,000
Notes payable 14,287,000 14,744,000
----------- -----------
46,969,000 48,112,000
Deferred revenue and deposits 4,410,000 3,029,000
Deferred income taxes 3,487,000 3,745,000
Minority interest 1,000 1,000
Stockholders' equity 22,986,000 22,662,000
----------- -----------
$84,558,000 $84,031,000
=========== ===========
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
1
<PAGE>
<TABLE>
TRANS-LUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
<CAPTION>
March 31 December 31
1997 1996
----------- -----------
(unaudited)
<S> <C> <C>
Capital stock:
Preferred - $1.00 par value
Authorized - 500,000 shares
Issued - none
Common - $1.00 par value
Authorized - 5,500,000 shares
Issued - 2,441,765 shares in 1997 and 2,441,765 in 1996 $2,442,000 $2,442,000
Class B - $1.00 par value
Authorized - 1,000,000 shares
Issued - 298,640 shares in 1997 and 298,640 in 1996 298,000 298,000
Class A - $1.00 par value
Authorized - 3,000,000 shares
Issued - none
Additional paid-in capital 13,907,000 13,818,000
Retained earnings 18,192,000 17,964,000
Other (202,000) (58,000)
----------- -----------
34,637,000 34,464,000
Less treasury stock - at cost
1,457,656 shares in 1997 and 1,476,552 in 1996
(excludes additional 298,640 shares held in 1997 and 298,640 in
1996 for conversion of Class B stock) 11,651,000 11,802,000
----------- -----------
Total stockholders' equity $22,986,000 $22,662,000
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
THE CHANGES IN CONSOLIDATED STOCKHOLDERS'
EQUITY ARE AS FOLLOWS:
Additional
Common Class Paid-in Retained Treasury
Stock B Stock Capital Earnings Other Stock
------ ------- ---------- -------- ----- --------
<C> <C> <C> <C> <C> <C> <C>
December 31, 1996 $2,442,000 $298,000 $13,818,000 $17,964,000 ($58,000) ($11,802,000)
1/1/97 - 3/31/97: (unaudited) 271,000
Net income
Cash dividends (43,000)
Unrealized holding losses (144,000)
9% debentures conversion 89,000 151,000
---------- -------- ----------- ----------- ---------- -------------
March 31, 1997 $2,442,000 $298,000 $13,907,000 $18,192,000 ($202,000) ($11,651,000)
========== ======== =========== =========== ========== =============
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
2
<PAGE>
<TABLE>
TRANS-LUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
<CAPTION>
FOR THE THREE MONTHS
ENDED MARCH 31
---------------------
1997 1996
------ ------
<S> <C> <C>
Revenues:
Equipment rentals and maintenance $ 5,836,000 $ 5,388,000
Equipment sales 3,504,000 3,619,000
Theatre receipts and other 1,208,000 1,026,000
---------- ----------
Total revenues 10,548,000 10,033,000
---------- ----------
Operating expenses:
Cost of equipment rentals and maintenance 2,870,000 2,902,000
Cost of equipment sales 2,185,000 2,327,000
Cost of theatre receipts and other 875,000 802,000
---------- ----------
Total operating expenses 5,930,000 6,031,000
---------- ----------
Gross profit from operations 4,618,000 4,002,000
General and administrative expenses 3,352,000 3,012,000
---------- ----------
1,266,000 990,000
Interest income 368,000 17,000
Interest expense (1,181,000) (547,000)
Other income (expense) 22,000 (33,000)
---------- ----------
Income before income taxes 475,000 427,000
---------- ----------
Provision for income taxes:
Current 137,000 143,000
Deferred 67,000 36,000
---------- ----------
204,000 179,000
---------- ----------
Net income $ 271,000 $ 248,000
=========== ==========
Earnings per share:
Primary $ 0.21 $ 0.20
Fully diluted $ 0.20 $ 0.19
Average common and common equivalent
shares outstanding:
Primary 1,298,000 1,263,000
Fully diluted 3,755,000 1,647,000
Cash dividends per share:
Common stock $ 0.035 $ 0.035
Class B stock $ 0.0315 $ 0.0315
<FN>
The accompanying notes are an integral part of these consolidated financial sta
</TABLE>
3
<PAGE>
<TABLE>
TRANS-LUX CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<CAPTION>
FOR THE THREE MONTHS
ENDED MARCH 31
1997 1996
------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 271,000 $ 248,000
Adjustment to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,773,000 1,783,000
Net (income) loss of joint venture (22,000) 33,000
Deferred income taxes (139,000) 20,000
Changes in operating assets and liabilities:
Receivables (870,000) (670,000)
Unbilled receivables 1,618,000 ----
Inventories (73,000) (32,000)
Prepaids and other current assets 35,000 87,000
Prepaids, intangibles and other (160,000) (127,000)
Accounts payable and accruals (121,000) 67,000
Income taxes payable (82,000) (76,000)
Deferred revenue and deposits 1,381,000 (18,000)
-------------------------
Net cash provided by operating activities 3,611,000 1,315,000
-------------------------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of rental equipment (3,343,000) (2,295,000)
Purchases of property, plant and equipment (624,000) (224,000)
Purchases of securities (14,846,000) ----
Proceeds from joint venture 23,000 ----
-------------------------
Net cash (used in) investing activities (18,790,000) (2,519,000)
-------------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long-term debt 4,125,000 ----
Proceeds from short-term borrowings ---- 1,200,000
Repayment of long-term debt (49,000) (450,000)
Redemption of Company's 9% convertible subordinated debentures (4,553,000) ----
Cash dividends (43,000) (42,000)
-------------------------
Net cash provided by (used in) financing activities (520,000) 708,000
-------------------------
Net decrease in cash and cash equivalents (15,699,000) (496,000)
Cash and cash equivalents at beginning of year 19,274,000 665,000
-------------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 3,575,000 $ 169,000
=========================
Interest paid $ 444,000 $ 368,000
Interest received 126,000 21,000
Income taxes paid 415,000 216,000
-------------------------
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
4
<PAGE>
TRANS-LUX CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 1997
(unaudited)
Note 1 - Basis of Presentation
Financial information included herein is unaudited, however, such information
reflects all adjustments which are, in the opinion of management, necessary for
the fair presentation of the consolidated financial statements for the interim
periods. The results for the interim periods are not necessarily indicative of
the results to be expected for the full year. It is suggested that the March
31, 1997 consolidated financial statements be read in conjunction with the
consolidated financial statements and notes included in the Company's Annual
Report and Form 10-K for the year ended December 31, 1996. Certain
reclassifications of prior years' amounts have been made to conform to the
current year's presentation.
Note 2 - Accounting for Income Taxes
The provision for income tax expense for the three months ended March 31, 1997
was $204,000 of which $137,000 and $67,000 are current and deferred tax
expense, respectively. There was no change in the valuation allowance during
the three months ended March 31, 1997.
Note 3 - Prepaids, Intangibles and Other
Prepaids, intangibles and other consist of the following:
March 31, December 31,
1997 1996
--------- ------------
Prepaids and other $ 727,000 $ 719,000
Deferred debenture and note costs 1,864,000 1,836,000
Deferred financing costs 357,000 395,000
Acquisition costs 90,000 91,000
Deposits and advances 77,000 76,000
Patents 244,000 259,000
Goodwill and noncompete agreement 861,000 890,000
Investment in joint ventures 95,000 73,000
Long-term portion of officers' and
employees' loans 427,000 433,000
---------- ----------
$4,742,000 $4,772,000
========== ==========
Note 4 - Change in Estimate
The Company reevaluated its previously established estimates of the useful
lives of its indoor and outdoor display rental equipment. Current estimates
based on use and experience indicate that the actual useful lives of the rental
equipment are longer than previously estimated. Accordingly, the Company
increased the depreciable lives of its rental equipment effective January 1,
1997, which had a favorable impact of approximately $250,000 on income before
income taxes during the first quarter. There was a favorable impact of $0.11
and $0.04 on primary and fully diluted earnings per share, respectively, as a
result of the change in estimate.
5
<PAGE>
Note 5 - Earnings per Share
The Company will adopt the provisions of Statement of Financial Accounting
Standards No. 128, "Earnings per Share" in the fourth quarter of 1997. The
standard specifies the computation, presentation and disclosure requirements
for earnings per share. As required by the standard, the Company will restate
all prior period earnings per share data presented. The pro forma earnings per
share for the three months ended March 31, 1997 is as follows:
Basic $0.21
Diluted $0.19
Note 6 - Subsequent Event
On May 1, 1997, a wholly-owned subsidiary, Trans-Lux Midwest Corporation,
acquired the catalog and custom scoreboard sign business segment of Fairtron
Corporation, an Iowa corporation located in Des Moines, Iowa, which
manufactures scoreboard and related signs, pursuant to an agreement for a cash
purchase price of $450,000, noncompete and consulting fees, assumption of debt
and contingent additional purchase price of $250,000 for an approximate total
purchase price of $7.3 million. Current assets acquired, net of cash received,
include approximately $3.8 million net book value of accounts receivable and
inventory. Fixed assets acquired include land, building, leasehold, machinery
and equipment, and intellectual property. The total cash purchase price is
subject to adjustment based on the April 30, 1997 balance sheet, as provided for
in the Purchase of Assets Agreement.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The Company's total revenues for the three months ended March 31, 1997
increased 5.1% to $10.5 million from $10.0 million for the same period in the
previous year. Revenues from equipment rentals and maintenance increased
$448,000 or 8.3% in 1997, primarily due to the increase in new indoor display
rentals and maintenance contracts. Revenues from equipment sales decreased
$115,000 or 3.2% in 1997, primarily due to a decrease in indoor equipment
sales, somewhat offset by an increase in the sales of sports scoreboards.
Revenues from theatre receipts and other increased $182,000 or 17.7% in 1997,
primarily attributable to increased attendance at the theatres.
Cost of equipment rentals and maintenance, which includes field service
expenses, plant repair and maintenance and depreciation, decreased by $32,000
or 1.1% in 1997, due to a favorable impact of $250,000 as a result of a change
in the estimate of the useful lives of the rental equipment from eight to ten
years for the indoor rental equipment and from ten to 15 years for the outdoor
rental equipment, somewhat offset by an increase in installation costs. The
cost of equipment rentals and maintenance represented 49.2% of related revenues
for the three months ended March 31, 1997 compared to 53.9% in 1996. Cost of
equipment sales decreased $142,000 or 6.1% in 1997, primarily due to reduced
equipment sales. The cost of equipment sales represented 62.4% of related
revenues for the three months ended March 31, 1997 compared to 64.3% in 1996.
Cost of theatre receipts and other, which includes film rental expenses,
increased $73,000 or 9.1% in 1997, primarily due to increased film rental
costs, which are based on box office receipts. The cost of theatre receipts
and other represented 72.4% of related revenues for the three months ended
March 31, 1997 compared to 78.1% in 1996.
6
<PAGE>
General and administrative expenses increased by $340,000 or 11.3%, primarily
due to expanded sales efforts and increased payroll and benefits costs.
Interest income increased by $351,000, primarily attributable to additional
investments as a result of the issuance of the 7 1/2% convertible subordinated
notes due 2006 ("7 1/2% Notes"). Interest expense increased by $634,000,
primarily due to the issuance of the 7 1/2% Notes and a charge of approximately
$113,000 for the unamortized portion of the financing costs pertaining to the
call of the 9% convertible subordinated debentures. Other income/expense
relates to the operations of the theatre joint venture, MetroLux Theatres.
The effective tax rate at March 31, 1997 and 1996 was 43.0% and 42.0%,
respectively
Accounting Standards
The Company will adopt the provisions of Statement of Financial Accounting
Standards No. 128, "Earnings per Share" in the fourth quarter of 1997. The
standard specifies the computation, presentation and disclosure requirements
for earnings per share. As required by the standard, the Company will restate
all prior period earnings per share data presented. The adoption of the new
standard is not expected to have a material effect on the Company's financial
position.
Liquidity and Capital Resources
Historically, the Company's primary sources of liquidity and capital resources
have been cash flow from operations and bank borrowings. During late 1996, the
Company issued $27.5 million of the 7 1/2% Notes. On January 14, 1997 the
Underwriter exercised its over-allotment option, bringing the total amount
outstanding to $31.6 million.
The Company believes that cash generated from operations together with the
proceeds from the issuance of the 7 1/2% Notes will be sufficient to fund its
anticipated further cash requirements. The Company also has a $5.0 million
revolving credit facility accessible through June 1998, all of which is
available as of March 31, 1997. The revolving credit facility was reduced to
$5.0 million from $7.0 million at January 31, 1997 at the Company's request.
The net proceeds of the 7 1/2% Notes were used, in part, to pay down certain
of the Company's debt, which included prepayment of the 1997 principal amounts
due under the credit facility, payment of the balance outstanding under the
revolving credit facility and to call and retire the 9% convertible subordinated
debentures.
Cash and cash equivalents decreased by $15.7 million for the three months ended
March 31, 1997 compared to a decrease of $496,000 in 1996. The decrease in
1997 is primarily attributable to the investment of $14.8 million of the net
proceeds of the 7 1/2% Notes in available-for-sale securities and cash utilized
for investment in rental equipment offset by an increase in unbilled receivables
related to certain significant contracts being recognized on the percentage of
completion basis and an increase in deferred revenue and deposits primarily
related to prepayments of annual billings not yet recorded as revenue. The
decrease in cash and cash equivalents for the three months ended March 31, 1996
was largely attributable to cash utilized for investment in rental equipment and
an increase in accounts receivable which was attributable to the timing of large
equipment sales.
The regular quarterly cash dividend for the first quarter of 1997 of $0.035 per
share on the Company's Common Stock and $0.315 per share on the Company's Class
B Stock was declared by the Board of Directors on March 14, 1997 payable to
stockholders of record as of March 24, 1997 and was paid April 15, 1997.
7
<PAGE>
On May 1, 1997, the Company acquired the catalog and custom scoreboard sign
business segment of Fairtron Corporation, an Iowa corporation located in Des
Moines, Iowa, which manufactures scoreboard and related signs, pursuant to an
agreement for a cash purchase price of $450,000, noncompete and consulting
fees, assumption of debt and contingent additional purchase price of $250,000
for an approximate total purchase price of $7.3 million. Current assets
acquired, net of cash received, include approximately $3.8 million net book
value of accounts receivable and inventory. Fixed assets acquired include land,
building, leasehold, machinery and equipment, and intellectual property. The
total cash purchase price is subject to adjustment based on the April 30, 1997
balance sheet, as provided for in the Purchase of Assets Agreement.
- -------------------------------------------------------------------------------
The Company may, from time to time, provide estimates as to future performance.
These forward looking statements will be estimates, and may or may not be
realized by the Company. The Company undertakes no duty to update such forward
looking statements. Many factors could cause actual results to differ from
these forward looking statements, including loss of market share through
competition, introduction of competing products by others, pressure on prices
from competition or purchasers of the Company's products, interest rate and
foreign exchange fluctuations.
- -------------------------------------------------------------------------------
Part II - Other Information
---------------------------
Item 6. Exhibits and Reports on Form 8-K
- -------------------------------------------
(a) Exhibits
11 Computation of Earnings Per Share.
27 Financial Data Schedule, which is submitted
electronically to the Securities and Exchange Commission
for information only and not filed.
(b) No reports on Form 8-K were filed during the quarter covered
by this report.
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.
TRANS-LUX CORPORATION
---------------------
(Registrant)
Date: May 14, 1997
by /s/ Angela D. Toppi
--------------------------
Angela D. Toppi
Senior Vice President and
Chief Financial Officer
by /s/ Robert A. Carroll
--------------------------
Robert A. Carroll
Chief Accounting Officer
8
<TABLE>
TRANS-LUX CORPORATION AND SUBSIDIARIES EXHIBIT 11
COMPUTATION OF EARNINGS PER SHARE
<CAPTION>
FOR THE THREE FOR THE THREE
MONTHS ENDED MONTHS ENDED
MARCH 31, 1997 MARCH 31, 1996
-------------- --------------
<S> <C> <C>
Primary:
--------
Net income $271,000 $248,000
========= =========
Average common shares outstanding 1,270,813 1,253,824
Assumes exercise of options reduced by
the number of shares which could have
been purchased with the proceeds from
exercise of such options 27,654 9,232
--------- ---------
Average common and common equivalent
shares outstanding 1,298,467 1,263,056
========= =========
Primary earnings per share $0.21 $0.20
========= =========
Fully diluted:
--------------
Net income $271,000 $248,000
Add after tax interest expense applicable
to 9% convertible subordinated debentures 105,000 66,000
Add after tax interest expense applicable to
7 1/2% convertible subordinated notes 358,000 ----
--------- ---------
Adjusted net income $734,000 $314,000
========= =========
Average common shares outstanding 1,270,813 1,253,824
Assumes exercise of options reduced by
the number of shares which could have
been purchased with the proceeds from
exercise of such options 29,735 9,392
Assumes conversion of 9% convertible
subordinated debentures 239,919 383,780
Assumes conversion of 7 1/2% convertible
subordinated notes 2,214,313 ----
--------- ---------
Average common and common equivalent 3,754,780 1,646,996
shares outstanding ========= =========
Fully diluted earnings per share $0.20 $0.19
========= =========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENT OF INCOME FILED AS
PART OF THE QUARTERLY REPORT ON FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS ON FORM 10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 3,575
<SECURITIES> 15,183
<RECEIVABLES> 5,826
<ALLOWANCES> 0
<INVENTORY> 1,848
<CURRENT-ASSETS> 26,745
<PP&E> 78,039
<DEPRECIATION> 26,933
<TOTAL-ASSETS> 84,558
<CURRENT-LIABILITIES> 6,705
<BONDS> 32,682
<COMMON> 2,740
0
0
<OTHER-SE> 20,246
<TOTAL-LIABILITY-AND-EQUITY> 84,558
<SALES> 3,504
<TOTAL-REVENUES> 10,548
<CGS> 2,185
<TOTAL-COSTS> 5,930
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,181
<INCOME-PRETAX> 475
<INCOME-TAX> 204
<INCOME-CONTINUING> 271
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 271
<EPS-PRIMARY> 0.21
<EPS-DILUTED> 0.20
</TABLE>