ITEM 1. BUSINESS
General
Plasti-Line, Inc. (the Company) was incorporated in the state of Tennessee in 1984. As used herein, the Company refers to Plasti-Line, Inc. and its subsidiaries unless the context requires otherwise. The Company, has been in business since 1944, beginning as a small, privately owned company. The Company is an industry leader providing a complete range of retail communication products and services to customers in the automotive, food service, petroleum, financial services, and other retailing markets. The Company's expertise is the design, manufacture, installation, and maintenance of exterior, interior and on-premise signage and point-of-purchase products, integrated by a systematized product management capability. The Company designs, engineers and manufactures substantially all of its products in Knoxville, Tennessee, Florence, Kentucky, Columbia, South Carolina, and Ontario, California.
Products
The Company's basic sign product is composed of two rigid plastic faces that are molded and decorated to reflect the customer's name and logo. These faces are mounted in a steel or aluminum frame and generally placed on a steel column to permit visibility. Typically, the signs are internally illuminated to make them visible at night. The sign faces range in size from two square feet to 245 square feet.
The Company's products are used by its customers primarily for brand identification of their retail outlets. For high-volume customers in the automotive, retail and food service markets, and to a lesser extent for petroleum customers, the Company produces a full package of signs used to identify a particular retail location with the corporate image known to consumers. A package may consist of many sign elements, including (i) road signs decorated with the customer's logo and colors and often built in a distinctive shape; (ii) high rise signs typically used for locations adjacent to interstate highways or in high traffic areas; (iii) menuboards with changeable copy areas and price mechanisms to enable fast food customers to identify and change their menus and prices; (iv) signs typically used by petroleum customers to provide on-site advertising of the prices of various products; (v) specialty lighting products that provide accent or decorative lighting, typically at fast food restaurants and gasoline stations; and (vi) illuminated fascia signage that is mounted on buildings for decoration and identification. For high-volume customers in the financial services market, in addition to the basic signage products, the Company focuses on all aspects of the customer's communication needs, from in-store merchandising kiosks, to creative ATM surround solutions.
The Company concentrates on high-volume, standardized products, but also produces customized signage as an accommodation to its regular customers. Custom signs typically require special fabrication techniques and tend to generate low-volume production runs with longer lead times.
The Company provides at least a one-year limited warranty on all signs for defects in materials and workmanship, with the Company being obligated to repair or replace any defective product.
In addition to production, the Company offers a complete spectrum of sign services, including design, site analysis, graphic analysis, installation and maintenance. Working with the customer or a design consultant retained by the customer, the Company assists in developing designs that meet the customer's goals. Upon customer request, the Company coordinates the sign package with local ordinances and regulatory requirements, assists in determining where to place the signs for maximum visibility and assists in obtaining necessary permits and variances. In cases where the Company has a contract for the installation of a sign, the Company utilizes the services of a subcontractor in the area in which the sign is to be installed. Maintenance service, regular cleaning, inspection and replacement of lights and other parts when needed or on a predetermined schedule are also provided through local subcontractors.
Design Performance Group, the Company's retail design and merchandising services firm, offers turnkey retail design solutions with programs that include market research, graphic and environmental design, production, and installation.
Customers
The Company, for internal purposes, separates its business by customers into the following groupings: automotive, food services, financial services, petroleum, merchandising design, and general retail. For its automotive, financial services, retail, and food services customers, the Company typically provides a full range of products and services, including most or all of those described above. For the petroleum industry, the Company typically manufactures signs to the customer's specifications and ships them for installation by the customer's own subcontractors. Customer commitments vary by market segment and specific account. Commitments range from multi-year contracts with firm prices for all products and services, to specific orders for specific quantities at firm prices. From time to time, the Company is awarded large, one-time contracts by customers who are changing their name or image. These programs can create concentrated surges in volume.
Principal Customers
Since 1969, the Company's principal customers have been subsidiaries of General Motors Corporation (General Motors). General Motors accounted for approximately 22% of the Company's net sales in fiscal 1996. The loss of General Motors as a customer would have a material adverse effect on the Company if it were unable to compensate promptly for that loss by generating new business.
The Company, on February 25, 1997, announced the signing of a new contract for the supply of internally illuminated outdoor signs for the General Motors dealership sign program, as well as the administration of the sign program for over 8,000 car dealerships in the United States. This program accounted for approximately 11% of the Company's sales in 1996. The Company furnishes all services associated with the manufacture and installation of signs and replacement parts ordered by General Motors. The contract is terminable on 30 days' notice by General Motors and is non-exclusive; however, the Company believes that it is currently the sole supplier for the General Motors dealership sign program. Signs are supplied for new dealerships, as replacements of signs at existing dealerships and in connection with moves to new locations. The Company provides General Motors with a 10-year limited warranty for defects in materials and workmanship, with the Company being obligated to repair or replace any defective product.
Additionally, 11% of the Company's sales in 1996 were to McDonald's Corporation (McDonald's) and its franchises. The Company is not the sole supplier to this customer.
Marketing
Products and services are marketed on a direct basis and through sales representatives throughout the United States. The Company's principal marketing focus is on companies with many retail outlets requiring substantial numbers of signs. This type of business enables the Company to maintain economic production runs, and increases the opportunity to provide a full range of services.
Marketing opportunities are generated by the construction of new facilities, acquisition of existing locations requiring re-identification, addition of signage at existing locations, design of a new image requiring re-identification of all facilities and replacement of parts damaged by storms, vandalism and accidents.
The Company is also investing in improving the Research and Development function in an effort to develop marketing opportunities and better serve customer needs. This initiative is focused on developing a new generation of products that are distinctive, customer-focused and add to our total offering of products.
Production and Raw Materials
Production of the Company's products is a labor intensive process. The typical sign consists of large acrylic or polycarbonate faces mounted in a metal frame and internally illuminated. The shapes of the faces are formed using vacuum or press forming after the face material has been heated. Letters or logos that are not molded into the faces are either glued or silk-screened on the faces. During the production process, signs move through the plants on an overhead monorail system. After the signs are manufactured, they are crated and shipped from the Company's facilities principally by commercial trucking companies.
The practice of the Company is to start producing finished goods only after receipt of a firm order from a customer, although for customers with long-term programs, the Company produces finished goods in anticipation of customer needs. Credit terms are generally net 30 days from the date of sale. Occasionally the Company engages the services of subcontractors for special manufacturing work to assist during peak production periods.
The Company designs and engineers its products to customer specifications. The Company's manufacturing operations include machining, welding, plastic molding and fabrication, painting, assembly and packaging. The principal raw materials and purchased components used in the Company's manufacturing process are steel shapes and sheet, aluminum shapes and sheet, electrical components (wire, sockets, ballasts and lamps) and acrylic and polycarbonate sheets. The Company does not hold any material patents or trademarks.
To date, the Company has experienced no difficulty in satisfying its requirements for raw materials and subcontractor assistance. It considers its sources of supply to be adequate.
Competition
The Company defines its principal market as the volume production sign industry. Competition varies depending on the market segment and the size of the project. Larger projects require a more comprehensive service capability which limits the number of competitors. Smaller, less complex projects attract a larger number of competitors.
Although no authoritative ranking of the Company's industry is published, the Company believes that in 1996 it was the leading supplier of volume production signs and related services in the United States. Most of the Company's competition is from other suppliers, rather than from other products.
Competition for national accounts, the principal source of the Company's business, is intense. The Company believes it has adequate financial resources with which to compete. In general, the Company believes that its products, contract conditions, terms, and warranty provisions are consistent with those prevailing in the industry. The Company believes that its principal advantage is its ability to provide a complete range of products and services to customers on a competitive basis.
Employees
The Company had a total of 1,003 full-time employees as of December 29, 1996 of which approximately 51.8 percent were employed under union contract.
Product Backlog
At December 29, 1996, booked product orders believed to be firm amounted to approximately $19.0 million as compared with approximately $18.3 million at December 31, 1995. Products are shipped by the Company against customer delivery schedules, which generally call for delivery one month after the order is placed. The Company believes that substantially all of its product backlog at December 29, 1996 will be shipped before the end of its current fiscal year. In addition to firm product backlog, the Company has open commitments from a number of customers to supply products as required to meet their construction schedules. At the time such a customer gives the Company a release to ship signs to a particular location, the Company includes the products covered by the release in backlog and commences production or ships the items from inventory.
Seasonality
The Company's sales in fiscal 1996 exhibited some limited seasonality, with sales in the first quarter being the lowest and those in the fourth quarter the highest. First quarter sales tend to be relatively lower because of weather constraints which slow down customers' construction schedules and their pattern of sign purchases. Sales normally accelerate in the second, third and fourth quarters corresponding with accelerating construction schedules.
Executive Officers of the Company
The following table sets forth the names, ages, present positions and business experience of all Executive Officers of the Company. Officers are appointed to serve at the pleasure of the Board.
- -------------------------------------------------------------------- Name Age Present Position Business Experience
- -------------------------------------------------------------------- - -------------------------------------------------------------------- James R. Martin 53 Chairman Chief Executive Officer Chief Executive of the Company since Officer 1992. He has been the Company's principal stockholder since 1980. He also serves as a director of First American Corporation, a bank holding company in Nashville, Tennessee.
- -------------------------------------------------------------------- - -------------------------------------------------------------------- F. Joseph Brang 57 Vice President - Joined the Company in Operations December 1996. Prior to joining the Company, he was the General Manager of U.S. Operations of Philips Consumer Electronics Co.
- -------------------------------------------------------------------- - -------------------------------------------------------------------- John D. Burke 55 Chief Marketing Joined the Company in Officer October 1995. He has Executive Vice had significant general President management, sales, and marketing leadership positions at General Foods, Hershey, Nestle, and Young & Rubicam.
- -------------------------------------------------------------------- - -------------------------------------------------------------------- Mark J. Deuschle 37 Chief Financial Chief Financial Officer Officer since July 1992. He Vice President joined the Company in of Finance 1989 serving as Treasurer Corporate Controller Secretary and Assistant Secretary. From 1985 until employment with the Company, he was employed in various capacities by FMC Corporation, a diversified international manufacturing company.
- -------------------------------------------------------------------- - -------------------------------------------------------------------- Kathryn Coleman Wood 41 Vice President Vice President of Human of Human Resources since August Resources 1994. From 1988 until employment with the Company, she was Vice President of Human Resources & Support Services for CTI, Inc., a manufacturer of medical imaging equipment. - --------------------------------------------------------------------
ITEM 2.
ITEM 2. PROPERTIES
The Company owns its corporate headquarters and manufacturing space in Knoxville, Tennessee which are housed in two buildings on 45 acres of land. One building contains approximately 23,000 square feet of office space. The other building contains approximately 325,000 square feet of manufacturing space. The facilities and equipment in Knoxville were financed in part with the proceeds of industrial revenue bonds issued on behalf of the Company and are collateralized by mortgages or liens. American Sign owns an office facility and manufacturing space in Florence, Kentucky which is approximately 230,000 square feet. The Company owns a manufacturing and office facility in
Centerville, Tennessee, which is approximately 170,000 square feet, at which operations ceased during 1992. The Company also rents a manufacturing and office facility in Ontario, California which is approximately 56,000 square feet, and a manufacturing and office facility in Columbia, South Carolina which is approximately 130,000 square feet. The Company's equipment consists primarily of molds, vacuum forming equipment, computers and general office equipment.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
No matters were submitted to a vote of stockholders, through a solicitation of proxies or otherwise, during the fourth quarter of the 1996 fiscal year.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
This information is incorporated herein by reference to page 30 of the Company's 1996 Annual Report to Stockholders, which is attached hereto as Exhibit 13.0.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
This information is incorporated herein by reference to page 3 of the Company's 1996 Annual Report to Stockholders, which is attached hereto as Exhibit 13.0.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This information is incorporated herein by reference to pages 27-28 of the Company's 1996 Annual Report to Stockholders, which is attached hereto as Exhibit 13.0.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
This information is incorporated herein by reference to pages 13-25 of the Company's 1996 Annual Report to Stockholders, which is attached hereto as Exhibit 13.0.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT
Information required under this Item with respect to Directors is incorporated herein by reference to pages 2-14 of the Company's Proxy Statement dated March 18, 1997. Information about Executive Officers of the Company is included in Item 1 of Part I of this Annual Report on Form 10-K.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Information with respect to this item may be found in the sections captioned "Executive Compensation" appearing on pages 6-7 of the Company's Proxy Statement dated March 18, 1997. Such information is incorporated herein by reference.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
This information is incorporated herein by reference to pages 13-14 of the Company's Proxy Statement dated March 18, 1997.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
This information is incorporated herein by reference to page 12 of the Company's Proxy Statement dated March 18, 1997.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
14 (a) (1). Financial Statements: See index to Financial Statements and Financial Statement Schedules, page 8.
14 (a) (2). Financial Statement Schedules: See Index to Financial Statements and Financial Statement Schedules, page 8.
14 (a) (3). Exhibits: See Index to Exhibits, page 10.
14 (b) Reports on Form 8-K:
None
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
PLASTI-LINE, INC.
By: /s/James R. Martin ------------------ James R. Martin (Chief Executive Officer)
Dated: 3/31/97 -------
Each person whose signature appears below hereby authorizes James R. Martin and Mark J. Deuschle, and each of them, as attorneys-in-fact and agents, with full powers of substitution, to sign on his or her behalf, amendments to this Annual Report on Form 10-K with the Securities and Exchange Commission, granting to said attorney-in-fact and agents full power and authority to perform any other act on behalf of the undersigned required to be done on the premises.
Pursuant to the requirements of the Securities Exchange Act of 1934 this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
Signatures Title Date
/s/James R. Martin 3/31/97 James R. Martin Chief Executive Officer Chairman of the Board
/s/ Mark J. Deuschle 3/31/97 Mark J. Deuschle Vice President of Finance Treasurer, Secretary (Principal Financial and Accounting Officer)
Howard L. Clark, Jr. Director
James G. Hanes, III Director
James A. Haslam, III Director
/s/Donald F. Johnstone 3/24/97 Donald F. Johnstone Director
/s/J. Hoyle Rymer 3/24/97 J. Hoyle Rymer Director
/s/James F. Smith, Jr. 3/24/97 James F. Smith, Jr. Director
/s/H. Mitchell Watson, Jr. 3/25/97 H. Mitchell Watson, Jr. Director
PLAST-LINE, INC. INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
1. Financial Statements Page Reference
Annual Report to Stockholders
Consolidated statements of operations 13 for the years ended December 29, 1996 (1996), December 31, 1995 (1995), and January 1, 1995 (1994),
Consolidated balance sheets at December 29, 1996 (1996) 14 and December 31, 1995 (1995)
Consolidated statements of stockholders' equity for the 15 years ended December 29, 1996 (1996), December 31, 1995 (1995), and January 1, 1995 (1994),
Consolidated statements of cash flow for the years ended 16 December 29, 1996 (1996), December 31, 1995 (1995), and January 1, 1995 (1994),
Notes to consolidated financial statements 17-25
Report of independent accountants 26
2. Financial Statement Schedules: Form 10-K
Schedules include:
Schedules omitted - Schedules I, II, III, IV, and V are omitted as not applicable because the required conditions are not present.
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statement of Plasti-Line, Inc. on Form S-8 of our report dated February 18, 1997, on our audits of the consolidated financial statements and financial statement schedule of Plasti-Line, Inc. as of December 29, 1996 and December 31, 1995, and for each of the three years in the period ended December 29, 1996, which report is incorporated by reference in this Form 10-K.
/S/ COOPERS & LYBRAND L.L.P. COOPERS & LYBRAND L.L.P.
Knoxville, Tennessee March 26, 1997
PLASTI-LINE, INC. AND SUBSIDIARIES EXHIBIT INDEX
Exhibits marked with an asterisk are filed herewith. The remainder of the exhibits have heretofore been filed with the Commission and are incorporated herein by reference.
- ---------------------------------------------------------------------- Exhibit Description - ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 3.1 Amended and Restated Articles of Incorporation. Incorporated by reference to the Company's Registration Statement 33-4316 on Form S-1 dated March 20, 1986.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 3.1.1 Articles of Amendment to Company's Amended and Restated Articles of Incorporation. Incorporated by reference to the Company's Registration Statement 33-4316 on Form S-1 dated March 20, 1986.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 3.1.2 Articles of Amendment to the Articles of Incorporation of Plasti-Line, Inc. filed April 21, 1988. Incorporated by reference to the Company's 10-K for the fiscal year ended January 1, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 3.2 Company's Bylaws (as Amended and Restated). Incorporated by reference to the Company's Form 10-K for the fiscal year ended January 3, 1993, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 4.2 Loan Agreement, dated November 1, 1989, between Industrial Development Board of the County of Knox and Plasti-Line, Inc. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 31, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 4.3 Indenture of Trust, dated November 1, 1989 between Industrial Development Board of the County of Knox and First American National Bank, Knoxville, Tennessee. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 31, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 4.4 Deed of Trust, Security Agreement and Assignment of Leases, dated as of November 1, 1989, from Plasti-Line, Inc. (the "Borrower") to Joseph P. Congleton (the "trustee"), for the benefit of First American National Bank, Knoxville, Tennessee. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 31, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 4.5 Pledge and Security Agreement, dated November 1, 1989 between Plasti-Line, Inc. and First American National Bank, Knoxville, Tennessee. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 31, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 4.6 Reimbursement Agreement, dated November 1, 1989 between Plasti-Line, Inc. and First American National Bank, Knoxville, Tennessee. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 31, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.5 (1) Plasti-Line, Inc. Employee's Health Plan dated July 1, 1991. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 29, 1991, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- Exhibit Description - ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.8 (1) Form of Deferred Compensation Agreement. Incorporated by reference to the Company's Registration Statement 33-4316 on Form S-1 dated March 20, 1986.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.9 (1) Health Care Plan Trust Agreement dated December 15, 1982. Incorporated by reference to the Company's Registration Statement 33-4316 on Form S-1 dated March 20, 1986.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.10 (1)Supplemental Medical Plan. Incorporated by reference to the Company's Registration Statement 33-4316 on Form S-1 dated March 20, 1986.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.14 Agreement between Company and Local Union No 555, Sheet Metal Workers International Association dated February 4, 1995. Incorporated by reference to the Company's Form 10-K for the fiscal year ended January 1, 1995, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.26 Amended and Restated Retirement and Disability Program for Plasti-Line, Inc. effective January 1, 1989. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 31, 1989, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.27 Amendment Number 1, effective February 3, 1990, to the Retirement and Disability Program dated January 1, 1989. Incorporated by reference to the Company's Form 10-K for the fiscal year ended December 30, 1990, File No. 0-15214.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.33 Labor Agreement between American Sign & Marketing Services, Inc. and the American Sign & Marketing Services, Inc., Independent Union dated December 31, 1995.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.38 Plasti-Line, Inc./Sheet Metal Workers Local Union 555 Retirement Savings Plan & Trust dated January 1, 1996.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.39* Amended and Restated Credit Agreement between Plasti-Line, Inc. and Suntrust Bank, East Tennessee, N.A. dated April 30, 1996
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.40* First Modification Agreement between Plasti-Line, Inc. and Suntrust Bank, East Tennessee, N.A. dated July 22, 1996
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.41* Amended and Restated Revolving Credit Note between Plasti-Line, Inc. and Suntrust Bank, East Tennessee, N.A. dated April 30, 1996
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.42* Amended and Restated Security Agreement between Plasti-Line, Inc. and Suntrust Bank, East Tennessee, N.A. dated April 30, 1996
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 10.43* Supply Agreement between GM-DI Leasing Corporation and Plasti-Line, Inc. dated February 24, 1997
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 13.0* 1996 Annual Report to Stockholders.
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 21.0 Plasti-Line, Inc. Subsidiaries. Incorporated by reference to the Company's Registration Statement 33-4316 on Form S-1 dated March 20, 1986.
- ---------------------------------------------------------------------- - ----------------------------------------------------------------------
23.0* Consent of Experts Consent of Coopers & Lybrand filed herewith
- ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 24.0* Power of Attorney (contained on the signature page of this annual report).
- ---------------------------------------------------------------------- - ----------------------------------------------------------------------
Exhibit Description - ---------------------------------------------------------------------- - ---------------------------------------------------------------------- 27.0* Financial date schedule (for SEC use only) - ----------------------------------------------------------------------
(1) Plans and arrangements where executives receive compensation.