-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Sh29XJS/7IHHGHZtCjzsLjYdASwcDInZ/9t5SwOVDFAjEjdBraGQ3x0vEYlGCokU IEZxAI04rqzupDRlbupl+g== 0000002601-96-000016.txt : 19961115 0000002601-96-000016.hdr.sgml : 19961115 ACCESSION NUMBER: 0000002601-96-000016 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961113 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AEROFLEX INC CENTRAL INDEX KEY: 0000002601 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 111974412 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-08037 FILM NUMBER: 96660576 BUSINESS ADDRESS: STREET 1: 35 S SERVICE RD CITY: PLAINVIEW STATE: NY ZIP: 11803 BUSINESS PHONE: 516-752-23 MAIL ADDRESS: STREET 1: 35 S SERVICE ROAD CITY: PLAINVIEW STATE: NY ZIP: 11803 FORMER COMPANY: FORMER CONFORMED NAME: ARX INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: AEROFLEX LABORATORIES INC DATE OF NAME CHANGE: 19851119 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 1996 Commission File Number 1-8037 AEROFLEX INCORPORATED (Exact name of Registrant as specified in its Charter) DELAWARE 11-1974412 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 35 South Service Road Plainview, N.Y. 11803 (Address of principal executive offices) (Zip Code) (516) 694-6700 (Registrant's telephone number, including area code) *Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, 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. November 12, 1996 12,440,986 (excluding 109,456 shares held in treasury) (Date) (Number of Shares) NOTE: THIS IS PAGE 1 OF A DOCUMENT CONSISTING OF 14 PAGES. AEROFLEX INCORPORATED AND SUBSIDIARIES INDEX PAGE PART I: FINANCIAL INFORMATION CONSOLIDATED BALANCE SHEETS September 30, 1996 and June 30, 1996 3-4 CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended September 30, 1996 and 1995 5 CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended September 30, 1996 and 1995 6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 7-9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Three Months Ended September 30, 1996 and 1995 10-11 PART II: OTHER INFORMATION ITEM 1 Legal Proceedings 12 ITEM 4 Submission of Matters to a Vote of Security Holders 12 ITEM 6 Exhibits and Reports on Form 8-K 13 SIGNATURES 14 -2- AEROFLEX INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
September 30, June 30, 1996 1996 ------------- -------- ASSETS Current assets: Cash and cash equivalents $ 837,000 $ 661,000 Accounts receivable less allowance for doubtful accounts of $361,000 and $354,000 17,164,000 23,336,000 Income tax refund receivable - 926,000 Inventories 18,142,000 16,916,000 Deferred income taxes 1,871,000 1,871,000 Prepaid expenses and other current assets 1,062,000 554,000 ------------ ------------ Total Current Assets 39,076,000 44,264,000 Invested cash 595,000 603,000 Property, plant and equipment, at cost, net 14,650,000 14,854,000 Intangible assets acquired in connection with the purchase of businesses, net 8,530,000 8,707,000 Costs in excess of fair value of net assets of businesses acquired, net 9,976,000 10,054,000 Other assets 2,625,000 2,687,000 ------------ ------------ $ 75,452,000 $ 81,169,000 ============ ============ See notes to consolidated financial statements
-3- AEROFLEX INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (continued)
September 30, June 30, 1996 1996 -------------- -------- LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt $ 4,251,000 $ 4,259,000 Accounts payable 3,564,000 5,243,000 Accrued expenses and other current liabilities 7,732,000 8,256,000 Income taxes payable 1,224,000 1,770,000 ------------ ----------- Total Current Liabilities 16,771,000 19,528,000 ------------ ----------- Long-term debt 16,263,000 20,337,000 ------------ ----------- Deferred income taxes 172,000 172,000 ------------ ----------- Other long-term liabilities 678,000 679,000 ------------ ----------- 7-1/2% Senior Subordinated Convertible Debentures 9,981,000 9,981,000 ------------ ----------- Stockholders' equity: Preferred stock, par value $.10 per share; authorized 1,000,000 shares: Series A Junior Participating Preferred Stock, par value $.10 per share, authorized 150,000 shares - - Common stock, par value $.10 per share; authorized 25,000,000 shares; issued 12,550,000 and 12,380,000 shares 1,255,000 1,238,000 Additional paid-in capital 58,190,000 57,820,000 Accumulated deficit (27,353,000) (28,004,000) ------------ ------------ 32,092,000 31,054,000 Less: Treasury stock, at cost (109,000 and 129,000 shares) 505,000 582,000 ------------ ------------ 31,587,000 30,472,000 ------------ ------------ $ 75,452,000 $ 81,169,000 ============ ============ See notes to consolidated financial statements
-4- AEROFLEX INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended September 30, -------------------- 1996 1995 ---- ---- Net Sales $ 19,061,000 $ 13,149,000 Cost of Sales 12,783,000 9,080,000 ------------ ------------ Gross Profit 6,278,000 4,069,000 Selling, General and Administrative Costs 4,480,000 3,178,000 ------------ ------------ Operating Income 1,798,000 891,000 ------------ ------------ Other Expense (Income) Interest expense 810,000 303,000 Interest and other income (46,000) (170,000) ------------ ------------ Total Other Expense (Income) 764,000 133,000 ------------ ------------ Income Before Income Taxes 1,034,000 758,000 Provision for Income Taxes 383,000 151,000 ------------ ------------ Net Income $ 651,000 $ 607,000 ============ ============ Net Income per Common Share and Common Share Equivalent $ .05 $ .05 ===== ===== Weighted Average Number of Common Shares and Common Share Equivalents Outstanding 13,483,000 12,714,000 ============ ============ See notes to consolidated financial statements
-5- AEROFLEX INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended September 30, -------------------- 1996 1995 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 651,000 $ 607,000 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 1,069,000 734,000 Deferred income taxes - (163,000) Other 6,000 36,000 Change in operating assets and liabilities: Decrease (increase) in accounts receivable 6,166,000 2,904,000 Decrease (increase) in inventories (1,226,000) (1,140,000) Decrease (increase) in prepaid expenses, income tax refund receivable and other assets 479,000 (600,000) Increase (decrease) in accounts payable, accrued expenses and other long-term liabilities (2,204,000) (1,525,000) Increase (decrease) in income taxes payable (262,000) 199,000 ----------- ----------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 4,679,000 1,052,000 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Net cash provided by discontinued operations - 80,000 Proceeds from sale of property, plant and equipment - 100,000 Capital expenditures (610,000) (322,000) Other 8,000 19,000 ----------- ----------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (602,000) (123,000) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Debt repayments (4,082,000) (990,000) Proceeds from the exercise of stock options 181,000 335,000 ----------- ----------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES (3,901,000) (655,000) ----------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 176,000 274,000 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 661,000 11,330,000 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 837,000 $11,604,000 =========== =========== See notes to consolidated financial statements
-6- AEROFLEX INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Presentation --------------------- The consolidated balance sheet of Aeroflex Incorporated and Subsidiaries ("the Company") as of September 30, 1996 and the related consolidated statements of operations for the three months ended September 30, 1996 and 1995 and the statements of cash flows for the three months ended September 30, 1996 and 1995 have been prepared by the Company and are unaudited. In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 1996 and for all periods presented have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. It is suggested that these consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 1996 annual report to shareholders. There have been no changes of significant accounting policies since June 30, 1996. Certain reclassifications have been made to previously reported financial statements to conform to current classifications. Results of operations for the three month periods are not necessarily indicative of results of operations for the corresponding years. 2. Acquisition of Business ----------------------- MIC --- Effective March 19, 1996, the Company acquired all of the outstanding stock of MIC Technology Corporation ("MIC") for approximately $36,000,000 of cash, 300,000 shares of common stock and warrants to purchase 400,000 shares of common stock (at exercise prices ranging from $7.05 to $7.50 per share). The purchase price was paid with available cash of $9,000,000 and borrowings under the Company's bank loan agreement of $27,000,000. The purchase agreement also provides for a contingent payment of $4,000,000 based upon certain operating results. MIC manufactures high frequency thin film circuits and interconnects for miniaturized, high frequency, high performance electronic products for growing commercial markets such as wireless communications, satellite based communications hardware and high technology military electronics. The acquired company's net sales were approximately $25,000,000 for its fiscal year ended October 31, 1995. The acquisition was accounted for as a purchase and, accordingly, the acquired assets and liabilities assumed were recorded at their estimated fair values at the date of acquisition. The operating results of MIC are included in the consolidated statement of operations from the acquisition date. The Company commissioned an independent asset valuation study of acquired tangible and identifiable intangible assets to serve as a basis for allocation of the purchase price. Based on this study, the Company allocated the purchase price as follows: Net tangible assets $ 6,237,000 Identifiable intangible assets 8,406,000 In-process research and development 23,200,000 ----------- $37,843,000 ===========
-7- The identifiable intangible assets which include existing technology, customer relationships and assembled work force will be amortized on a straight-line basis over thirteen years based on the study described above. The acquired in-process research and development was not considered to have reached technological feasibility and, in accordance with generally accepted accounting principles, the value of such was expensed in the third quarter of fiscal 1996. Summarized below are the unaudited pro forma results of operations of the Company as if MIC had been acquired at the beginning of the fiscal periods presented. The $23,200,000 write-off has been included in the June 30, 1996 pro forma income but not included in the September 30, 1995 pro forma income in order to provide comparability to the respective historical periods.
Pro Forma Pro Forma Three Months Year Ended Ended June 30, 1996 September 30, 1995 ------------- ------------------ (in thousands, except per share data) Net Sales $ 90,097 $ 19,845 Net Income (Loss) (19,392) 577 Earnings (Loss) Per Share Primary $ (1.62) $ .04 Fully Diluted * .04
* Due to the loss, all options, warrants and convertible debentures are anti-dilutive. The pro forma financial information presented above is not necessarily indicative of either the results of operations that would have occurred had the acquisition taken place at the beginning of the periods presented or of future operating results of the combined companies. 3. Bank Loan Agreements -------------------- As of March 15, 1996 the Company replaced a previous agreement with a revised revolving credit and term loan agreement with two banks which is secured by substantially all of the Company's assets not otherwise encumbered. The agreement provides for a revolving credit line of $22,000,000 and a term loan of $16,000,000. The revolving credit line expires in March 1999. The term loan is payable in quarterly installments of $900,000 with final payment on September 30, 2000. The interest rate on borrowings under this agreement is at various rates depending upon certain financial ratios, with the current rate substantially equivalent to the prime rate (8.25% at September 30, 1996) plus 1/4% on the revolving credit borrowings and 1/2% on the term loan borrowings. The terms of the agreement require compliance with certain covenants including minimum consolidated tangible net worth and pre-tax earnings, maintenance of certain financial ratios, limitations on capital expenditures and indebtedness and prohibition of the payment of cash dividends. 4. Inventories ----------- Inventories consist of the following:
September 30, June 30, 1996 1996 ------------- ------------ Raw Materials $ 9,986,000 $ 9,352,000 Work in Process 6,379,000 5,301,000 Finished Goods 1,777,000 2,263,000 ------------ ------------ $ 18,142,000 $ 16,916,000 ============ ============
-8- 5. Income Taxes ------------ At June 30, 1996 the Company had net operating loss carryforwards of approximately $8,000,000 for Federal income tax purposes which expire through 2006. The income tax provision for the three months ended September 30, 1995 includes benefits relating to the recognition of unrealized and realized net operating loss carryforwards. The Company is undergoing routine audits by various taxing authorities of several of its state and local income tax returns covering different periods from 1993 to 1995. Management believes that the probable outcome of these various audits should not materially affect the consolidated financial statements of the Company. 6. Contingencies ------------- A subsidiary of the Company whose operations were discontinued in 1991, is one of several defendants named in a personal injury action initiated in August, 1994, by a group of plaintiffs. The plaintiffs are seeking damages which cumulatively may exceed $500 million. The complaint alleges, among other things, that the plaintiffs suffered injuries from exposure to substances contained in products sold by the subsidiary to one of its customers. Considering its various defenses, together with its product liability insurance, in the opinion of management of the Company, the outcome of the action against its subsidiary is not expected to have a materially adverse effect on the Company's consolidated financial statements. -9- AEROFLEX INCORPORATED AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations - --------------------- Quarter Ended September 30, 1996 Compared to Quarter Ended September 30, 1995 - ------------------------------------------------------------------------------- Net sales increased to $19,061,000 for the quarter ended September 30, 1996 from $13,149,000 for the quarter ended September 30, 1995. Net income increased to $651,000 for the quarter ended September 30, 1996 from $607,000 for the comparable period in the prior year. Net sales in the electronics segment increased to $15,231,000 for the quarter ended September 30, 1996 from $9,844,000 for the quarter ended September 30, 1995 primarily as a result of the acquisition of MIC Technology Corporation in March 1996. Operating profits increased by $557,000 as a result of both the increased sales volume and reduced selling, general and administrative costs in the existing product lines. Net sales in the isolator products segment increased to $3,830,000 for the quarter ended September 30, 1996 from $3,305,000 for the quarter ended September 30, 1995. The increase reflects increased sales volume in each of the commercial, industrial and military isolator divisions. Operating profits increased by $296,000 as a result of the higher sales volume and higher profit margins. Cost of sales as a percentage of sales decreased to 67.1% from 69.1% between the two periods primarily as a result of increased margins in microelectronics in the quarter ended September 30, 1996 and inefficiencies in the final production runs of military isolators in the Company's Puerto Rican facility in the quarter ended September 30, 1995. Selling, general and administrative costs as a percentage of sales decreased to 23.5% from 24.2%. Interest expense increased to $810,000 from $303,000 due to increased levels of borrowings related to the MIC acquisition in March 1996. Interest and other income decreased to $46,000 from $170,000 as a result of lower interest income on reduced cash amounts due to the acquisition of MIC. The income tax provisions for the two quarters differed from the amount computed by applying the U.S. Federal income tax rate to income before income taxes primarily as a result of the tax benefits of loss carryforwards (both unrealized and realized) for the quarter ended September 30, 1995 and primarily due to state income taxes for the quarter ended September 30, 1996. Management believes that potential reductions in military spending will not materially affect its operations. In certain product areas, the Company has suffered reductions in sales volume which it believes are due to cutbacks in the military budget. In other product areas, the Company has experienced increased sales volume due to a realignment of government spending towards upgrading existing systems instead of purchasing completely new systems. The overall effect of the cutbacks and realignment has not been material to the Company. Liquidity and Capital Resources - ------------------------------- The Company's working capital at September 30, 1996 was $22,305,000 as compared to $24,736,000 at June 30, 1996. The current ratio was 2.3 to 1 at both dates. Cash provided by operating activities of $4,679,000 for the quarter ended September 30, 1996 was due to the continued profitability of the Company and the collection of receivables which were partially offset by reductions in current liabilities. Cash used by investing activities of $602,000 was comprised primarily of capital expenditures. -10- The cash provided by operating activities net of the cash used by investing activities for the three month period was used to reduce debt by $4,082,000. Management believes that the revolving credit and term loan facility, coupled with cash to be provided by future operations, will be sufficient for its presently anticipated working capital requirements, capital expenditure needs and the servicing of its debt. Effective March 19, 1996, the Company acquired all of the outstanding stock of MIC Technology Corporation ("MIC") for approximately $36,000,000 of cash, 300,000 shares of common stock and warrants to purchase 400,000 shares of common stock (at exercise prices ranging from $7.05 to $7.50 per share). The purchase price was paid with available cash of $9,000,000 and borrowings under the Company's bank loan agreement of $27,000,000. The purchase agreement also provides for a contingent payment of $4,000,000 based upon certain operating results. MIC manufactures high frequency thin film circuits and interconnects for miniaturized, high frequency, high performance electronic products for growing commercial markets such as wireless communications, satellite based communications hardware and high technology military electronics. The acquired company's net sales were approximately $25,000,000 for its fiscal year ended October 31, 1995. As of March 15, 1996 the Company replaced a previous agreement with a revised revolving credit and term loan agreement with two banks which is secured by substantially all of the Company's assets not otherwise encumbered. The agreement provides for a revolving credit line of $22,000,000 and a term loan of $16,000,000. The revolving credit line expires in March 1999. The term loan is payable in quarterly installments of $900,000 with final payment on September 30, 2000. The interest rate on borrowings under this agreement is at various rates depending upon certain financial ratios, with the current rate substantially equivalent to the prime rate (8.25% at September 30, 1996) plus 1/4% on the revolving credit borrowings and 1/2% on the term loan borrowings. The terms of the agreement require compliance with certain covenants including minimum consolidated tangible net worth and pre-tax earnings, maintenance of certain financial ratios, limitations on capital expenditures and indebtedness and prohibition of the payment of cash dividends. During June 1994, the Company completed a sale of $10,000,000 principal amount of 7-1/2% Senior Subordinated Convertible Debentures to non-U.S. persons. The debentures are due June 15, 2004 subject to prior sinking fund payments of 10%, 10%, 15% and 15% of the principal amount on September 15, 2000, 2001, 2002 and 2003, respectively. The debentures are convertible into the Company's common stock at a price of $5-5/8 per share. During the year ended June 30, 1996, $19,000 principal amount of debentures was converted. A subsidiary of the Company whose operations were discontinued in 1991, is one of several defendants named in a personal injury action initiated in August, 1994, by a group of plaintiffs. The plaintiffs are seeking damages which cumulatively may exceed $500 million. The complaint alleges, among other things, that the plaintiffs suffered injuries from exposure to substances contained in products sold by the subsidiary to one of its customers. Considering its various defenses, together with its product liability insurance, in the opinion of management of the Company, the outcome of the action against its subsidiary is not expected to have a materially adverse effect on the Company's consolidated financial statements. The Company's backlog of orders at September 30, 1996 and 1995 was $44,800,000 and $40,900,000, respectively. At June 30, 1996 the Company had net operating loss carryforwards of approximately $8,000,000 for Federal income tax purposes. The Company is undergoing routine audits by various taxing authorities of several of its state and local income tax returns covering different periods from 1993 to 1995. Management believes that the probable outcome of these various audits should not materially affect the consolidated financial statements of the Company. -11- AEROFLEX INCORPORATED AND SUBSIDIARIES PART II - OTHER INFORMATION Item 1. Legal Proceedings Old Corp. (formerly Filtron Co., Inc.) a subsidiary of the Company whose operations were discontinued in October 1991, was one of several defendants named in a personal injury action instituted recently by several plaintiffs in the Supreme Court of the State of New York, County of Kings. According to the allegations of the Amended Verified Complaint, the plaintiffs, who are current or former employees of a company to whom Old Corp. sold RFI filters/capacitors, and their wives, are seeking to recover, respectively, directly and derivatively, on diverse theories of negligence, strict liability and breach of warranty, for injuries allegedly suffered from exposure to a liquid substance or material which Old Corp. incorporated for a period of time in the RFI filters/capacitors which it manufactured. The plaintiffs are seeking damages which cumulatively may exceed $500 million. Considering its various defenses, together with its product liability insurance, in the opinion of management of the Company, the outcome of the action against its subsidiary is not expected to have a materially adverse effect on the Company's consolidated financial statements. Item 2. Changes in Securities None Item 3. Defaults upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders A. The Registrant held its Annual Meeting of Stockholders on November 12, 1996. B. Three directors were elected at the Annual Meeting to serve until the Annual Meeting of Stockholders in 1999. The name of these Directors and votes cast in favor of their election and shares withheld are as follows: Name Votes For Votes Withheld ---- --------- -------------- Robert Bradley, Sr. 9,090,700 612,162 Michael Gorin 9,449,682 253,180 Donald S. Jones 9,089,023 613,839 In addition to the election of directors, the stockholders approved:(a) a proposal to adopt the 1996 Stock Option Plan, as set forth in Exhibit A to the proxy statement; 3,291,009 shares were voted in favor of this proposal, 1,453,843 shares voted against and 91,567 shares abstained from voting; and (b) a proposal to amend the Company's Outside Director Stock Option Plan increasing the number of shares authorized from 250,000 to 500,000 shares; 3,244,838 shares were voted in favor of this proposal, 1,503,330 shares voted against and 88,251 shares abstained from voting. -12- Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K None -13- AEROFLEX INCORPORATED AND SUBSIDIARIES 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. AEROFLEX INCORPORATED (REGISTRANT) November 12, 1996 By: /s/Michael Gorin Michael Gorin President and Chief Financial Officer EX-27 2
5 The schedule contains summary financial information extracted from the consolidated financial statements for the quarter ended September 30, 1996 and is qualified in its entirety by reference to such statements. 3-MOS JUN-30-1997 SEP-30-1996 837,000 0 17,525,000 361,000 18,142,000 39,076,000 37,838,000 23,188,000 75,452,000 16,771,000 9,981,000 0 0 1,255,000 30,332,000 75,452,000 19,061,000 19,061,000 12,783,000 17,263,000 0 0 810,000 1,034,000 383,000 651,000 0 0 0 651,000 .05 .05
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