-----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, AaSwL8iqPOArTmwQGS0dfuLnAzUQ12vllihxxjulSj0VpO+jzefSnt4pLofuyTDY EuE0AuYuG2WNfEtW+teNeA== /in/edgar/work/0000914190-00-000303/0000914190-00-000303.txt : 20001017 0000914190-00-000303.hdr.sgml : 20001017 ACCESSION NUMBER: 0000914190-00-000303 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000831 FILED AS OF DATE: 20001016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST TEAM SPORTS INC CENTRAL INDEX KEY: 0000820242 STANDARD INDUSTRIAL CLASSIFICATION: [3949 ] IRS NUMBER: 411545748 STATE OF INCORPORATION: MN FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-16442 FILM NUMBER: 740438 BUSINESS ADDRESS: STREET 1: 1201 LUND BLVD CITY: ANOKA STATE: MN ZIP: 55303 BUSINESS PHONE: 6127804454 MAIL ADDRESS: STREET 1: 1201 LUND BLVD CITY: ANOKA STATE: MN ZIP: 55303-1092 10-Q 1 0001.txt FORM 10-Q FOR 2ND QUARTER ENDED 8/31/00 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended: Commission File No.: August 31, 2000 0-16442 FIRST TEAM SPORTS, INC. (Exact name of Registrant as specified in its charter) Minnesota 41-1545748 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 1201 Lund Boulevard Anoka, Minnesota 55303 (Address of principal executive offices) Registrant's telephone number, including area code: (612) 576-3500 -------------------------------------- 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: 5,907,511 shares of Common Stock, $.01 par value per share, outstanding as of October 11, 2000. PART I FINANCIAL INFORMATION Item 1. Financial Statements FIRST TEAM SPORTS, INC. CONSOLIDATED BALANCE SHEETS August 31, 2000 and February 29, 2000
August 31, February 29, ASSETS 2000 2000 (Unaudited) ----------- ----------- CURRENT ASSETS Cash and cash equivalents $ 598,553 $ 860,671 Receivables: Trade, less allowance for doubtful accounts of $613,000 at August 31, 2000 and $765,000 at February 28, 2000 10,345,079 15,918,474 Inventories 11,042,539 12,079,722 Prepaid expenses 1,067,005 1,331,238 Deferred income taxes 740,000 1,179,000 ----------- ----------- Total current assets 23,793,176 31,369,105 PROPERTY AND EQUIPMENT, Land 600,000 600,000 Building 4,988,680 4,988,680 Production equipment 2,455,532 2,382,555 Office furniture and equipment 2,222,466 1,956,004 Warehouse equipment 1,047,232 945,377 Vehicles 92,582 97,007 ----------- ----------- 11,406,492 10,969,623 Less accumulated depreciation 4,845,969 4,411,801 ----------- ----------- 6,560,523 6,557,822 DEFERRED INCOME TAXES 1,931,000 1,821,000 OTHER ASSETS License agreements, less accumulated amortization of $4,211,000 at August 31, 2000 and $4,036,000 at February 29, 2000 1,156,044 1,330,704 Goodwill, less accummulated amortization of $545,000 at August 31, 2000 and $463,000 at February 29, 2000 947,236 1,029,528 Other 97,158 140,349 ----------- ----------- 2,200,438 2,500,581 ----------- ----------- $34,485,137 $42,248,508 =========== ===========
See accompanying notes. FIRST TEAM SPORTS, INC. CONSOLIDATED BALANCE SHEETS (CONTINUED) August 31, 2000 and February 29, 2000
August 31, February 29, LIABILITIES AND SHAREHOLDERS' EQUITY 2000 2000 (Unaudited) ------------ ------------ CURRENT LIABILITIES Notes payable to bank $ 1,140,565 $ 4,912,275 Current maturities of long-term debt 582,115 850,859 Accounts payable, trade 1,886,151 4,656,107 Accrued expenses 1,043,329 1,735,399 ------------ ------------ Total current liabilities 4,652,160 12,154,640 LONG-TERM DEBT, less current maturities 5,438,992 5,693,696 Deferred income taxes 71,000 90,000 DEFERRED REVENUE 515,320 523,000 SHAREHOLDERS' EQUITY Common Stock, par value $.01 per share; authorized 10,000,000 shares; issued and outstanding 5,867,511 shares at August 31, 2000, and 5,803,848 February 29, 2000 58,675 58,602 Additional paid-in capital 9,940,143 9,926,180 Retained earnings 14,834,500 14,665,261 Accumulated other comprehensive loss (1,025,653) (862,871) ------------ ------------ 23,807,665 23,787,172 ------------ ------------ $ 34,485,137 $ 42,248,508 ============ ============
See accompanying notes. FIRST TEAM SPORTS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three months ended Six months ended August 31, August 31, 2000 1999 2000 1999 ------------ ------------ ------------ ------------ Net sales $ 8,564,306 $ 7,264,628 $ 24,435,707 $ 21,325,080 Cost of goods sold 6,172,128 5,567,840 16,948,134 15,051,607 ------------ ------------ ------------ ------------ Gross profit 2,392,178 1,696,788 7,487,573 6,273,473 ------------ ------------ ------------ ------------ Operating expenses: Selling 1,244,371 923,848 2,680,293 2,249,307 General and administrative 1,985,472 2,000,503 3,973,589 3,994,021 ------------ ------------ ------------ ------------ 3,229,843 2,924,351 6,653,882 6,243,328 ------------ ------------ ------------ ------------ Operating income/(loss) (837,665) (1,227,563) 833,691 30,145 Interest expense (250,692) (259,974) (558,935) (438,743) ------------ ------------ ------------ ------------ Income/(loss) before income taxes (1,088,357) (1,487,537) 274,756 (408,598) Income taxes 364,770 447,163 (105,517) 64,952 ------------ ------------ ------------ ------------ Net income/(loss) for the period $ (723,587) $ (1,040,374) $ 169,239 $ (343,646) ============ ============ ============ ============ Net income/(loss) per share: Basic $ (0.12) $ (0.18) $ 0.03 $ (0.06) Diluted $ (0.12) $ (0.18) $ 0.03 $ (0.06) Shares used in computation of net income/(loss) per share: Basic 5,867,447 5,840,342 5,864,452 5,822,102 Diluted 5,867,447 5,840,342 5,996,642 5,822,102
See accompanying notes. FIRST TEAM SPORTS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For Six Months Ended August 31, 2000 and 1999 (Unaudited)
August 31, August 31, 2000 1999 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Net Income (loss) $ 169,239 $ (343,646) Adjustments required to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation 441,460 614,747 Amortization 300,144 287,763 Deferred income taxes 310,000 -- Deferred revenue (7,680) -- Change in assets and liabilities: Receivables 5,583,605 976,251 Inventories 951,017 (892,571) Prepaid expenses 261,328 46,509 Accounts payable (2,756,375) (1,747,853) Accrued expenses (733,109) (468,382) Income taxes -- (78,421) ----------- ----------- Net cash provided by (used in) operating activities 4,519,629 (1,605,603) ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property and equipment (449,616) (124,091) ----------- ----------- Net cash used in investing activities (449,616) (124,091) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Net proceeds (payments) on short-term borrowings (3,771,710) 3,975,000 Principal payments on long-term borrowings (523,343) (657,780) Net proceeds from exercise of stock options 14,036 85,332 ----------- ----------- Net cash provided by (used in) financing activities (4,281,017) 3,402,552 ----------- ----------- Increase (decrease) in cash and cash equvalents (211,004) 1,672,858 Effect of foreign currency translation (51,114) (16,605) Cash and cash equivalents: Beginning 860,671 723,574 ----------- ----------- Ending $ 598,553 $ 2,379,827 =========== ===========
See accompanying notes. FIRST TEAM SPORTS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 1. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation have been included. The operating results for the period ended August 31, 2000 are not necessarily indicative of the operating results to be expected for the full fiscal year. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report or Form 10-K for the year ended February 29, 2000. NOTE 2. During the quarters ended August 31, 2000 and 1999, total comprehensive loss amounted to ($722,997) and ($1,257,635) respectively. During the six-month period ended August 31, 2000 and 1999, total comprehensive income (loss) amounted to $6,457 and ($560,073) respectively. NOTE 3.
Basic EPS Diluted EPS 2000 1999 2000 1999 ---- ---- ---- ---- (in thousands, except per share data) Three Months Ended August 31 Net Loss ($ 724) ($1,040) ($ 724) ($1,040) ======= ======= ======= ======= Weighted average common Shares outstanding 5,867 5,840 5,867 5,840 Stock options -- -- -- -- ------- ------- ------- ------- Total common equivalent Shares outstanding 5,867 5,840 5,867 5,840 ======= ======= ======= ======= Net Loss per share ($ .12) ($ .18) ($ .12) ($ .18) Six Months Ended August 31 Net Income (Loss) $ 169 ($ 344) $ 169 ($ 344) ======= ======= ======= ======= Weighted average common Shares outstanding 5,864 5,822 5,864 5,822 Stock options -- -- 133 -- ------- ------- ------- ------- Total common equivalent Shares outstanding 5,864 5,822 5,997 5,822 ======= ======= ======= ======= Net Income (Loss) per share $ .03 ($ .06) $ .03 ($ .06)
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations First Team Sports, Inc. is a leading manufacturer, designer and marketer of brand name sporting goods. The Company's product groups consist of in-line skates, in-line accessories and parts (primarily protective wear and replacement wheels and bearings), ice hockey sticks and ice hockey protective wear and accessories. Within the product groups, the Company maintains Ultra Wheels(TM) and Skate Attack(TM) in-line product lines and a Hespeler(TM) ice hockey line. The Ultra Wheels line consists of higher quality and higher priced products that are targeted for specialty and sporting goods chain store customers. The Skate Attack line consists of lower priced products for the mass merchant customers. The Hespeler ice hockey line consists of high quality products that are targeted for the specialty and sporting goods chain stores. RESULTS OF OPERATIONS Net Sales. Net sales were $8.6 million in the second quarter of fiscal 2001, an increase of 17.9% over the comparable quarter of fiscal 2000 when sales were $7.3 million. Net sales for the first six months of fiscal 2001 were $24.4 million, compared to $21.3 million for the first six months of fiscal 2000, an increase of 14.6%. Increases in unit sales of in-line skates and ice hockey sticks and protective wear were the principal factors in the Company's net sales increases in both the second quarter and six-month period of fiscal 2001. A breakdown and analysis for the Company's main product lines is as follows:
Second Quarter ----------------------------------------------------------- (dollar amount in millions) Fiscal 2001 Fiscal 2000 ----------- ----------- Amount % Amount % Change ------------ ----------- ----------- ------------ ----------- In-line Skates $4.2 48.8 $3.2 43.8 31.3 In-line Accessories and Parts 1.2 14.0 1.1 15.1 9.1 Ice Hockey Sticks .9 10.5 1.1 15.1 (18.2) Ice Hockey Protective and Access. 2.3 26.7 1.9 26.0 21.1 ------------ ----------- ----------- ------------ ----------- Total Net Sales $8.6 100.0% $7.3 100.0% 17.8% ============ =========== =========== ============ =========== First Six Months ----------------------------------------------------------- (dollar amount in millions) Fiscal 2001 Fiscal 2000 ----------- ----------- Amount % Amount % Change ------------ ----------- ----------- ------------ ----------- In-line Skates $16.3 66.8 $14.3 67.1 14.0 In-line Accessories and Parts 2.6 10.6 2.6 12.2 -- Ice Hockey Sticks 1.6 6.6 1.6 7.5 -- Ice Hockey Protective and Access. 3.9 16.0 2.8 13.2 39.3 ------------ ----------- ----------- ------------ ----------- Total Net Sales $24.4 100.0% $21.3 100.0% 14.6% ============ =========== =========== ============ ===========
The Company distributes products to numerous countries worldwide. A geographic breakdown is as follows:
Second Quarter ----------------------------------------------------------- (dollar amount in millions) Fiscal 2001 Fiscal 2000 ----------- ----------- Amount % Amount % Change ------------ ----------- ----------- ------------ ----------- Domestic $5.2 60.5 $4.0 54.8 30.0 Canada 2.6 30.2 2.7 37.0 (3.7) Europe 0.3 3.5 0.1 1.4 200.0 Other International 0.5 5.8 0.5 6.8 -- ------------ ----------- ----------- ------------ ----------- Total Net Sales $8.6 100.0% $7.3 100.0% 17.8% ============ =========== =========== ============ =========== First Six Months ----------------------------------------------------------- (dollar amount in millions) Fiscal 2001 Fiscal 2000 ----------- ----------- Amount % Amount % Change ------------ ----------- ----------- ------------ ----------- Domestic $16.1 66.0 $11.5 54.0 40.0 Canada 6.2 25.4 7.5 35.2 (17.3) Europe 1.1 4.5 1.6 7.5 (31.3) Other International 1.0 4.1 0.7 3.3 42.9 ------------ ----------- ----------- ------------ ----------- Total Net Sales $24.4 100.0% $21.3 100.0% 14.6% ============ =========== =========== ============ ===========
Several factors contributed to the Company's sales performance in the second quarter and six-month period of fiscal 2001. The increase in domestic sales is the result of strong acceptance of the Company's Ultra Wheels products and significant increase in sales to the large national sporting goods chains ("big box" retailers). This increase offset a decline in sales of the Company's Skate Attack products to mass merchant customers due to their general reduction in branded in-line skate offerings. During the second quarter and six month period of fiscal 2001, approximately 68% and 64%, respectively, of the Company's in-line skate sales came from the sporting good chain stores compared to 29% and 44%, respectively, during the second quarter and six-month period of fiscal 2000. The decreased sales in Canada were primarily the result of the Company receiving product from its manufacturers earlier this year than in prior years and filling a greater portion of spring season orders from Canada during the Company's Fourth Quarter ended February 29, 2000, combined with a slight slow down in reorders due to poor weather conditions throughout the spring season in Canada. The decrease in European sales for the six-month period is primarily the result of continued competitive pressures in the European in-line skate market, the continued number of in-line skate customers buying direct from Pacific Rim manufacturers and the effects of the strong US dollar. The increase in other international sales is primarily the result of the Company's continued efforts to open up new accounts in the international arena. The national and international markets continue to be very competitive and under extreme price competition. Gross Margin As a percentage of net sales, the gross margin was 27.9% in the second quarter of fiscal 2001 compared to 23.4% in the second quarter of fiscal 2000. The gross margin as a percentage of net sales for the six-month period of fiscal 2001 was 30.6%, compared to 29.4 % for fiscal 2000. The increase in the gross margin in the second quarter and for the six month period is primarily due to an increase in the percentage of Ultra Wheels skate sales versus Skate Attack skate sales and an increase of total sales related to Hespeler products. The Company's UltraWheels brand of in-line skates accounted for approximately 98% and 95%, respectively, of total in-line skate sales in the second quarter and for the six month period of fiscal 2001 compared to 77% and 86%, respectively, in fiscal 2000, while the Company's Skate Attack brand accounted for 2% and 5%, respectively, of total in-line skate sales in the second quarter and for the six month period of fiscal 2001 compared to 23% and 14%, respectively, in fiscal 2000. The Hespeler brand accounted for approximately 37% and 23% of total net sales in the second quarter and for the six-month period of fiscal 2000 compared to 41% and 21%, respectively, in fiscal 2000. Operating Expenses. Selling expenses were $1.2 million or 14.5% of total net sales in the second quarter and $2.7 million or 11.0% of total net sales for the six month period of fiscal 2001 compared to $900,000 or 12.7% in the second quarter and $2.2 million or 10.5% for the six-month period of fiscal 2000. The increase in selling expenses in fiscal 2001 is primarily the result of an increase in commissions and co-op advertising costs associated with the increased sales volume. General and administrative expenses were $2.0 million or 23.2% of total net sales in the second quarter and $4.0 million or 16.3% of total net sales for the six month period of fiscal 2001 compared to $2.0 million or 27.5 % in the second quarter and $4.0 million or 18.7% for the six-month period of fiscal 2000. The decrease in the general and administrative expenses as a percentage of net sales in the second quarter and in the six- month period of fiscal 2001 was primarily due to the Company's continued control over expenditures despite an increase in sales volume. Other Income and Expense. Interest expense was $251,000 in the second quarter and $559,000 for the six-month period of fiscal 2001 compared to $260,000 in the second quarter and $439,000 for the six-month period of fiscal 2000. The decrease in interest expense for second quarter was primarily due to a decrease in the Company's line of credit facility. The increase in interest expense for the six-month period of fiscal 2001 was primarily due to increased usage of the Company's line of credit facility and an increase in the bank prime rates. The increased rates affected both the Company's revolving line of credit facility and its term loan. Provision for Income Taxes. The Company's effective tax rate was 33.5% and 38.4%, respectively, in the second quarter and the six month period of fiscal 2001 compared to 30.1% and 15.9%, respectively, in the second quarter and six month period of fiscal 2000. The increase in 2001 is primarily due to the effect of state and foreign tax rates, the percentage of state and foreign revenues, deferred tax items and the level of pre-tax losses. Net Loss. The Company had a net loss of ($724,000), or ($.12) per share, in the second quarter of fiscal 2001 compared to a net loss of ($1.0) million, or ($.18) per share, in fiscal 2000. The Company had net income of $169,000, or $.03 per share, for the six month period of fiscal 2001 compared to a net loss of ($344,000), or ($.06) per share, in fiscal 2000. The decrease in the net loss for the both the second quarter and the six month period can be attributed to the increased net sales, improved gross margins, and management's continued control over the Company's operating expenses, all as discussed above. LIQUIDITY AND CAPITAL RESOURCES In the six-month period of fiscal 2001 the Company's operations provided $4.5 million of cash compared to using $1.6 million of cash in the six-month period of fiscal 2000. The cash provided by operations in the current year was primarily the result of a decrease in the Company's receivable and inventory balances. The cash used by operations in the prior year was primarily the result of an increase in the Company's inventory balances and funding of the Company's net loss. Net cash used in investing activities was $450,000 in the six-month period of fiscal 2001 compared to $124,000 in the six-month period of fiscal 2000. The use of cash for investing activities in both fiscal 2001 and 2000 was attributable to equipment purchases. Net cash used in financing activities was $4.3 million in the six-month period of fiscal 2000 compared to cash provided by financing activities of $3.4 million in the six-month period of fiscal 2000. The cash used by this activity in fiscal 2001 was primarily due to the change in the Company's credit facility. The Company's debt to worth ratio was .5 to 1 as of August 31, 2000, compared to .8 to 1 as of February 29, 2000 and .7 to 1 as of August 31, 1999. The Company's long-term debt, which consists primarily of a mortgage note on the Company's facility and obligations under endorsement license agreements, less current maturities, was $5.4 million as of August 31, 2000. The Company's primary financing facility is a $10 million revolving credit line, which expires August 31, 2002, bears interest at the banks' prime rate and is subject to a borrowing base that is calculated monthly and updated periodically during each month. The borrowing base is based on a percentage of eligible receivables and inventories. As of August 31, 2000, the borrowing base limitation was $10 million, of which $1.1 million was outstanding. In connection with this revolving credit facility, the Company agreed, among other things, to maintain certain minimum financial ratio and income levels. The Company believes its current cash position, funds available under existing bank arrangements, the ability to obtain additional financing, and cash generated from operations will be sufficient to finance the Company's operating requirements through fiscal 2001. Item 3. Quantitative and Qualitative Disclosures About Market Risk Market Risk. The Company's sales and results of operations are subject to foreign currency fluctuations. The Company's foreign operations are in countries with fairly stable currencies; therefore the effect of foreign currencies has not been significant. The Company attempts to limit its exposure to translation gains and losses by maintaining and controlling its foreign cash flows when possible, thus reducing such exposure. Interest Rate Risk. The Company's interest rate risk exposure results from the floating prime rate on the Company's revolving credit line and term loan. The impact of an increase in interest rates by 100 basis points (1%) would not have a material effect on the Company's financial statements. PART II OTHER INFORMATION Item 4. Submissions of Matters to a Vote of Security Holders. (a) The Company held its Annual Meeting on July 12, 2000. (b) Proxies for the Annual Meeting were solicited pursuant to Regulation 14 under the Securities Exchange Act of 1934. There was no solicitation in opposition to management's nominees as listed in the proxy statement, and all of such nominees were elected. The shareholders set the number of directors at six (6) by a vote of 5,384,614 shares in favor, 52,144 shares against and 19,820 shares abstaining. The following persons were elected to serve as directors of the Company until the next annual meeting of shareholders with the following votes: Number of Number of Nominee Votes For Votes Withheld ------- --------- -------------- John J. Egart 5,385,887 70,691 David G. Soderquist 5,385,887 70,691 Joe Mendelsohn 5,374,037 82,541 Timothy G. Rath 5,385,637 70,941 Stanley E. Hubbard 5,385,637 70,941 William J. McMahon 5,370,637 85,941 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. See Exhibit Index immediately following the signature page of this Form 10-Q. (b) Reports on Form 8-K. No reports on Form 8-K were filed by the Registrant during the quarter to which this Form 10-Q relates. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. FIRST TEAM SPORTS, INC. By: /s/ John J. Egart John J. Egart President and CEO and By: /s/ Kent A. Brunner Kent A. Brunner Vice President and CFO Dated: October 11, 2000 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 EXHIBIT INDEX TO FORM 10-Q For Quarter Ended: Commission File No.: 0-16422 August 31, 2000 - -------------------------------------------------------------------------------- FIRST TEAM SPORTS, INC. - -------------------------------------------------------------------------------- Exhibit Number Description 3.1 Restated Articles of Incorporation -- incorporated by reference to Exhibit 3.1 to the Company's Form 10-K for the year ended February 28, 1997 3.2 Bylaws -- incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form S-18 Reg. No. 33-16345C 4.1 Specimen of Common Stock Certificate--incorporated by reference to 4.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended February 28, 1991 4.2 Certificate of Designations of Series A Preferred Stock (included in Restated Articles of Incorporation -- see Exhibit 3.1) 4.3 Rights Agreement dated as of March 15, 1996 between the Company and Norwest Bank Minnesota, N.A. as Rights Agent -- incorporated by reference to Exhibit 2.1 to the Company's Registration Statement on Form 8-A, Reg. No. 0-16422 4.4 Form of Right Certificate -- incorporated by reference to Exhibit 2.2 to the Company's Registration Statement on Form 8-A, Reg. No. 0-16422 4.5 Summary of Rights to Purchase Share of Series A Preferred Stock- incorporated by reference to Exhibit 2.3 to the Company's Registration Statement of Form 8-A, Reg. No. 0-16422 27* Financial Data Schedule (included in electronic version only) - ------------- *Filed herewith EX-27 2 0002.txt ART 5 FDS FOR 2ND QUARTER
5 1 U.S. Dollars 6-MOS FEB-28-2001 MAR-01-2000 AUG-31-2000 1 598,553 0 10,958,079 613,000 11,042,539 23,793,176 11,406,492 4,845,969 34,485,137 4,652,160 5,438,992 0 0 58,675 23,748,990 34,485,137 24,435,707 24,435,707 16,948,134 16,948,134 0 0 558,935 274,756 105,517 169,239 0 0 0 169,239 .03 .03
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