UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
August 1, 2007
Date of Report (Date of earliest event reported)
LAWSON PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
0-10546 |
36-2229304 |
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(State or other jurisdiction |
(Commission File Number) |
(IRS Employer |
of incorporation) |
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Identification No.) |
1666 East Touhy Avenue, Des Plaines, Illinois |
60018 |
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(Address of principal executive offices) |
(Zip Code) |
(847) 827-9666
(Registrants telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 |
Results of Operations and Financial Condition. |
On August 1, 2007, Lawson Products, Inc. issued a press release announcing its operating results for the quarter ended June 30, 2007. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
99.1 |
Press release issued by Lawson Products, Inc. on August 1, 2007. |
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 hereunto duly authorized.
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LAWSON PRODUCTS, INC. |
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(Registrant) |
Dated: August 2, 2007 |
By: |
/s/ Neil E. Jenkins |
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Name: Neil E. Jenkins |
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Title: Executive Vice President, General Counsel and Secretary |
Contact: Scott F. Stephens
847-827-9666, ext. 2269
Lawson Products, Inc. Announces Second Quarter 2007 Results
DES PLAINES, IL, August 1, 2007 Lawson Products, Inc. (NASDAQ: LAWS, the Company), a distributor of services, systems and products to the MRO and OEM marketplaces, today announced financial results for its second quarter ended June 30, 2007. For the second quarter 2007, net sales from continuing operations were $129.2 million, which was comparable to the prior year quarter. As a result of severance charges recorded during the quarter, the Company reported a net loss of $0.3 million, compared to net income of $3.2 million in the second quarter of 2006. Diluted net loss per share was $(0.04) for the quarter, compared to net income of $0.36 per share a year ago.
Second quarter 2007 results include severance costs of $5.5 million related to several executive departures. As a result of the severance charges recorded, the Company reported an operating loss of $0.2 million for the quarter compared to operating income of $5.1 million in the prior year.
Gross profit margins for the second quarter 2007 of 59.4 percent were comparable to 59.5 percent gross profit margins in the second quarter of 2006, reflecting comparable sales mix over the periods. In addition, the Companys pricing management activities in 2007 have compensated for certain higher commodity and product cost increases, resulting in consistent gross profit margin trends in 2007 compared to 2006. Selling, general and administrative expenses increased by $0.5 million, or less than one percent, for the second quarter 2007, primarily as a result of a $2.4 million increase in legal costs and professional fees compared to the prior year quarter. The Company implemented several cost management initiatives in 2007, and positive results from those initiatives offset increases in legal costs for the second quarter.
Share repurchase activities that occurred primarily in 2006 reduced the outstanding shares of stock by approximately five percent, and have had a favorable impact on net income per share amounts when compared to the prior year.
Thomas Neri, President and Chief Executive Officer said, I see significant opportunities ahead for the Lawson Family of Businesses. I am very enthusiastic about building on the Companys
sales, marketing and productivity initiatives, as well as continuing our efforts to drive customer satisfaction.
About Lawson Products, Inc.
Lawson Products, Inc. is a leader in selling and distributing services, systems and products to the industrial, commercial and institutional maintenance, repair and operations (MRO) market. The Company also manufacturers, sells and distributes production and specialized component parts to the original equipment marketplace (OEM) including the automotive, appliance, aerospace, construction and transportation industries.
This release contains certain forward-looking statements that involve risks and uncertainties. The terms may, should, could, anticipate, believe, continues, estimate, expect, intend, objective, plan, potential, project and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Such statements speak only as of the date of the news release and are subject to a variety of risks and uncertainties, many of which are beyond the Companys control, which could cause actual results to differ materially from the expectations. These risks include, but are not limited to: the impact of governmental investigations, such as the ongoing investigation by U.S. Attorneys office for the Northern District of Illinois; excess and obsolete inventory; disruptions of the Companys information systems; risks of rescheduled or cancelled orders; increases in commodity prices; the influence of controlling stockholders; competition and competitive pricing pressures; the effect of general economic conditions and market conditions in the markets and industries the Company serves; the risks of war, terrorism, and similar hostilities; and, all of the factors discussed in the Companys Risk Factors set forth in its Annual Report on Form 10-K for the year ended December 31, 2006. The Company undertakes no obligation to update any such factor or to publicly announce the results of any revisions to any forward-looking statements contained herein whether as a result of new information, future events or otherwise.
2
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LAWSON PRODUCTS, INC. AND SUBSIDIARIES |
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CONDENSED CONSOLIDATED STATEMENTS OF INCOME |
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(UNAUDITED) |
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(in thousands, except per share data) |
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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2007 |
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2006 |
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2007 |
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2006 |
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Net sales |
$129,178 |
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$129,226 |
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$258,847 |
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$259,392 |
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Cost of goods sold |
52,481 |
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52,401 |
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106,323 |
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106,188 |
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Gross profit |
76,697 |
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76,825 |
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152,524 |
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153,204 |
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Operating expenses: |
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Selling, general and administrative expenses |
71,449 |
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70,912 |
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137,689 |
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138,880 |
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Severance and other charges |
5,470 |
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--- |
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6,912 |
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--- |
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Loss on sale of equipment |
--- |
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806 |
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--- |
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806 |
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Operating income/(loss) |
(222) |
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5,107 |
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7,923 |
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13,518 |
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Investment and other income |
293 |
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387 |
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395 |
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941 |
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Interest expense |
(286) |
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--- |
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(367) |
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--- |
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Income/(loss) from continuing operations before income taxes and cumulative effect of accounting change |
(215) |
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5,494 |
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7,951 |
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14,459 |
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Provision for income taxes |
(195) |
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2,273 |
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3,245 |
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5,819 |
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Income/(loss) from continuing operations before cumulative effect of accounting change |
(20) |
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3,221 |
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4,706 |
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8,640 |
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Loss from discontinued operations, net of income taxes |
(329) |
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(16) |
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(485) |
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(86) |
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Income/(loss) before cumulative effect of accounting change |
(349) |
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3,205 |
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4,221 |
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8,554 |
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Cumulative effect of accounting change, net of income taxes |
--- |
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(361) |
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Net income/(loss) |
$(349) |
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$3,205 |
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$4,221 |
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$8,193 |
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Basic income/(loss) per share of common stock: |
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Continuing operations before cumulative effect of accounting change |
$(0.00) |
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$0.36 |
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$0.55 |
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$0.96 |
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Discontinued operations |
(0.04) |
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(0.00) |
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(0.06) |
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(0.01) |
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Cumulative effect of accounting change |
--- |
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--- |
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(0.04) |
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$(0.04) |
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$0.36 |
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$0.50 |
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$0.91 |
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Diluted income/(loss) per share of common stock: |
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Continuing operations before cumulative effect of accounting change
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$(0.00) |
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$0.36 |
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$0.55 |
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$0.96 |
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Discontinued operations |
(0.04)--- |
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(0.00) |
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(0.06) |
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(0.01) |
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Cumulative effect of accounting change |
--- |
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--- |
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(0.04) |
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$(0.04) |
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$0.36 |
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$0.50 |
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$0.91 |
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Cash dividends declared per share of common stock |
$0.20 |
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$0.20 |
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$0.40 |
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$0.40 |
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Weighted average shares outstanding: |
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Basic |
8,521 |
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8,989 |
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8,521 |
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8,982 |
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Diluted |
8,521 |
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8,995 |
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8,523 |
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8,989 |
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3
LAWSON PRODUCTS, INC. AND SUBSIDIARIES |
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CONDENSED CONSOLIDATED BALANCE SHEETS |
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June 30, |
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December 31, |
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(in thousands) |
2007 |
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2006 |
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(UNAUDITED) |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
$1,861 |
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$3,391 |
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Accounts receivable, less allowance for doubtful accounts |
60,644 |
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60,411 |
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Inventories |
90,457 |
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90,272 |
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Miscellaneous receivables and prepaid expenses |
7,743 |
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5,529 |
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Deferred income taxes |
3,200 |
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3,538 |
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Discontinued current assets |
1,750 |
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2,056 |
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Total Current Assets |
165,655 |
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165,197 |
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Property, plant and equipment, less |
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allowances for depreciation and amortization |
49,339 |
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42,664 |
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Deferred income taxes |
22,979 |
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20,341 |
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Goodwill |
27,999 |
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27,999 |
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Other assets |
24,854 |
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22,679 |
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Discontinued non-current assets |
3 |
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3 |
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Total Assets |
$290,829 |
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$278,883 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current Liabilities: |
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Revolving line of credit |
$16,000 |
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$--- |
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Accounts payable |
13,829 |
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14,055 |
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Accrued expenses and other liabilities |
41,617 |
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46,746 |
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Income taxes |
--- |
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855 |
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Discontinued current liabilities |
1,720 |
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1,770 |
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Total Current Liabilities |
73,166 |
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63,426 |
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Accrued liability under security bonus plans |
26,478 |
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25,522 |
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Other |
20,787 |
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19,618 |
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47,265 |
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45,140 |
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Total Stockholders' Equity |
170,398 |
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170,317 |
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Total Liabilities and Stockholders' Equity |
$290,829 |
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$278,883 |
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4