-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, hhnyo+ocM26xD3VXl6PYIMloXBfkRbHZSWIqOWLDfEvIyDBwZX1A37R0v6RrbIiS Le4RavY/+X4t9Z1sIv5LLw== 0000040493-95-000009.txt : 19950613 0000040493-95-000009.hdr.sgml : 19950613 ACCESSION NUMBER: 0000040493-95-000009 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950430 FILED AS OF DATE: 19950612 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARCOURT GENERAL INC CENTRAL INDEX KEY: 0000040493 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 041619609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04925 FILM NUMBER: 95546553 BUSINESS ADDRESS: STREET 1: 27 BOYLSTON ST / BOX 1000 CITY: CHESTNUT HILL STATE: MA ZIP: 02167 BUSINESS PHONE: 6172328200 MAIL ADDRESS: STREET 1: 27 BOYLSTON ST STREET 2: BOX 1000 CITY: CHESTNUT HILL STATE: MA ZIP: 02167 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL CINEMA CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MID WEST DRIVE IN THEATRES INC DATE OF NAME CHANGE: 19660907 10-Q 1 HGI 10Q FOR QTR ENDED 04/30/95 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 April 30, 1995 Commission File Number 1-4925 HARCOURT GENERAL, INC. (Exact name of registrant as specified in its charter) Delaware 04-1619609 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 27 Boylston Street, Chestnut Hill, MA 02167 (Address of principal executive offices) (Zip Code) (617) 232-8200 (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 (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 As of June 8, 1995, the number of shares outstanding of each of the issuer's classes of common stock was: Class Shares Outstanding Common Stock, $1 Par Value 51,926,891 Class B Stock, $1 Par Value 20,803,041 HARCOURT GENERAL, INC. I N D E X Part I. Financial Information Page Number Item 1. Condensed Consolidated Balance Sheets as of April 30, 1995 and October 31, l994 1 Condensed Consolidated Statements of Earnings for the Three and Six Months Ended April 30, l995 and l994 2 Condensed Consolidated Statements of Cash Flows for the Six Months Ended April 30, l995 and l994 3 Notes to Condensed Consolidated Financial Statements 4-5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 6-10 Part II. Other Information Item 4. Submission of Matters to a Vote of Security Holders 11 Item 6. Exhibits and Reports on Form 8-K 11 Signatures 12 Exhibit 11.1 13 Exhibit 27.1 14 HARCOURT GENERAL, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands) April 30, October 31, 1995 l994 Assets Current assets: Cash and equivalents $ 318,180 $ 819,659 Short-term investments 273,221 - Accounts receivable, net 568,144 578,575 Inventories 469,448 466,177 Deferred income taxes 90,501 90,501 Other current assets 62,569 66,096 Total current assets 1,782,063 2,021,008 Property and equipment, net 534,021 521,670 Other assets: Prepublication costs, net 165,838 164,160 Intangible assets 415,672 422,566 Other 116,653 112,960 Total other assets 698,163 699,686 Total assets $3,014,247 $3,242,364 Liabilities and Shareholders' Equity Current liabilities: Notes payable and current maturities of long-term liabilities $ 162,476 $ 119,529 Accounts payable 237,561 273,098 Accrued liabilities 338,181 363,333 Taxes payable 20,758 71,209 Other current liabilities 111,728 47,835 Total current liabilities 870,704 875,004 Long-term liabilities: Notes and debentures 905,570 915,464 Other long-term liabilities 210,477 207,877 Total long-term liabilities 1,116,047 1,123,341 Deferred income taxes 196,664 196,664 Shareholders' equity: Preferred stock 1,406 1,453 Common stock 72,559 77,887 Paid-in capital 727,131 726,505 Cumulative translation adjustments (3,962) (4,710) Retained earnings 33,698 246,220 Total shareholders' equity 830,832 1,047,355 Total liabilities and shareholders' equity $3,014,247 $3,242,364
See Notes to Condensed Consolidated Financial Statements. 1 HARCOURT GENERAL, INC. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
(In thousands except for per share amounts) Six Months Three Months Ended April 30, Ended April 30, 1995 1994 1995 1994 Revenues $1,437,786 $1,365,773 $774,477 $739,760 Costs applicable to revenues 900,488 849,937 501,791 473,181 Selling, general and administrative expenses 456,937 430,650 234,004 227,789 Corporate expenses 17,420 18,751 8,402 9,468 Operating earnings 62,941 66,435 30,280 29,322 Investment income 23,757 7,640 12,634 3,578 Interest expense (46,795) (42,865) (23,994) (21,624) Earnings from continuing operations before income taxes 39,903 31,210 18,920 11,276 Income taxes (13,567) (12,279) (6,184) (4,462) Earnings from continuing operations 26,336 18,931 12,736 6,814 Earnings (loss) from discontinued operations, net (306) 12,345 1,498 4,500 Net earnings $ 26,030 $ 31,276 $ 14,234 $ 11,314 Weighted average number of common and common equivalent shares outstanding 79,141 79,829 78,479 79,804 Earnings per common share: Earnings from continuing operations $ .33 $ .24 $ .16 $ .08 Earnings from discontinued operations, net - .15 .02 .06 Net earnings $ .33 $ .39 $ .18 $ .14 Dividends per share: Common Stock $ .32 $ .30 $ .16 $ .15 Class B Stock $ .288 $ .27 $ .144 $ .135 Series A Stock $ .367 $ .345 $ .1835 $ .1725
See Notes to Condensed Consolidated Financial Statements. 2 HARCOURT GENERAL, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In thousands) Six Months Ended April 30, 1995 1994 Cash flows from operating activities Net earnings from continuing operations $ 26,336 $ 18,931 Adjustments to reconcile net earnings to net cash provided by operating activities: Deferred income taxes - (45,345) Depreciation and amortization 86,787 79,997 Other items (4,272) (6,807) Changes in assets and liabilities: Accounts receivable 9,914 (18,262) Inventories (3,661) 23,152 Other current assets 3,440 (1,367) Current liabilities (46,644) (4,982) Net cash provided by operating activities 71,900 45,317 Cash flows from investing activities Capital expenditures (90,583) (87,311) Purchase of short-term investments (273,221) - Net cash used by investing activities (363,804) (87,311) Cash flows from financing activities Proceeds from borrowing, net 43,000 43,500 Repayment of debt (10,701) (19,499) Repurchase of Common Stock (220,039) - Cash dividends paid (23,927) (23,209) Equity transactions, net 2,092 (2,335) Net cash used by financing activities (209,575) (1,543) Cash and equivalents Decrease during the period (501,479) (43,537) Beginning balance 819,659 466,925 Ending balance $318,180 $423,388
See Notes to Condensed Consolidated Financial Statements. 3 HARCOURT GENERAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. Basis of Presentation The condensed consolidated financial statements of Harcourt General, Inc. (the Company) are submitted in response to the requirements of Form 10-Q and should be read in conjunction with the consolidated financial statements in the Company's Annual Report on Form 10-K. In the opinion of management, these statements contain all adjustments, consisting only of normal recurring accruals, necessary for a fair presentation of the results for the interim periods presented. The April 30, l995 condensed consolidated financial statements include the January 28, l995 condensed consolidated financial statements of The Neiman Marcus Group, Inc. (NMG), which have been filed with the Securities and Exchange Commission on Form 10-Q. The Company owns approximately 65% of the fully-converted equity of NMG. The Company's businesses are seasonal in nature, and historically the results of operations for these periods have not been indicative of the results for the full year. 2. Discontinued Operations Pursuant to a letter of intent dated March 31, 1995, NMG agreed to sell certain assets and liabilities of its Contempo Casuals subsidiary to The Wet Seal, Inc. ("Wet Seal") for $1.0 million of Wet Seal common stock and $100,000 in cash. The sale, which is subject to the completion of a definitive purchase and sale agreement and other closing conditions, is expected to close on or about June 30, 1995. The condensed consolidated financial statements have been restated to reflect Contempo Casuals as a discontinued operation. The $11.4 million after-tax loss from discontinued operations in NMG's third quarter relating to Contempo Casuals will be reflected in the Company's third quarter ending July 31, 1995 because NMG's financial statements are consolidated with a lag of one quarter. This charge includes an after-tax loss on disposal of $9.9 million, which includes an estimated $2.0 million after-tax loss from operations through the closing date. Revenues applicable to discontinued Contempo operations were $69.1 million and $126.4 million for the thirteen and twenty-six week periods ended January 28, 1995, and $92.9 million and $170.7 million for the thirteen and twenty-six week periods ended January 29, 1994. On October 31, 1994, the Company sold its insurance businesses to an affiliate of General Electric Capital Corporation for $410.4 million in cash. The fiscal 1994 condensed consolidated financial statements have been restated to report separately the operating results of these discontinued operations. Revenues applicable to discontinued insurance operations were $133.3 million and $261.8 million for the three and six month periods ended April 30, 1994. 4 HARCOURT GENERAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 3. Securitization of Credit Card Receivables On March 15, 1995, NMG sold all of its Neiman Marcus credit card receivables through a subsidiary to a trust in exchange for certificates representing an undivided interest in such receivables. Certificates representing an undivided interest in $246.0 million of these receivables were sold to third parties in a public offering of $225.0 million 7.60% Class A certificates and $21.0 million 7.75% Class B certificates. NMG used the proceeds from this offering to pay down existing debt. NMG's subsidiary will retain the remaining undivided interest in the receivables not represented by the Class A and Class B certificates. A portion of that interest is subordinated to the Class A and Class B certificates. NMG will continue to service all receivables for the trust. The securitization will be reflected in the Company's third quarter ending July 31, 1995 because NMG's financial statements are consolidated with a lag of one quarter. In anticipation of the securitization, NMG entered into several forward interest rate lock agreements. The agreements allowed NMG to establish a weighted average effective rate of approximately 8.0% on the certificates that were issued as part of the securitization. On March 15, 1995, NMG paid $5.4 million to settle all of its interest rate lock agreements. 4. Stock Purchase Program On April 11, 1995, the Company completed a "Dutch Auction" tender offer and repurchased approximately 5.4 million shares of the Company's Common Stock at $40.50 per share for $220.0 million. 5. Debt and Credit Agreements On April 7, 1995, NMG replaced its $300 million revolving credit facility and its six $25 million revolving credit facilities with a five year, $500 million facility. NMG may terminate this agreement at any time on three business days' notice. The rate of interest payable (6.5% at April 29, 1995) varies according to one of four pricing options selected by NMG. 5 HARCOURT GENERAL, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations The following table illustrates revenues and operating results from continuing operations by business segment.
Six Months Ended April 30, Three Months Ended April 30, (In thousands) 1995 1994 1995 1994 Revenues: Publishing $ 321,986 $ 305,818 $ 153,496 $144,825 Specialty retailing 1,051,858 987,668 589,536 557,772 Professional services 63,942 72,287 31,445 37,163 Total revenues $1,437,786 $1,365,773 $ 774,477 $739,760 Operating earnings (loss): Publishing ($ 32,189) ($ 29,997) ($ 20,288) ($ 22,594) Specialty retailing 105,491 102,395 56,049 54,769 Professional services 7,059 12,788 2,921 6,615 Corporate expenses (17,420) (18,751) (8,402) (9,468) Total operating earnings $ 62,941 $ 66,435 $ 30,280 $ 29,322
Six Months Ended April 30, l995 Compared to Six Months Ended April 30, l994 Publishing Publishing revenues in the six months ended April 30, l995 increased 5.3% to $322.0 million from $305.8 million in the six months ended April 30, l994. Revenue increases at the Company's scientific, technical, medical and professional (STMP) publishing group and at the educational publishing group were partially offset by lower international publishing revenues. The increase at STMP was principally attributable to higher revenues at Academic Press, while the educational publishing group benefited from strong elementary reading sales and the Brown-ROA acquisition consummated in the third quarter of fiscal 1994. The publishing operating loss increased 7.3% compared with the same period last year. The higher loss was the result of higher selling and marketing expenses as well as plate amortization costs at the educational publishing group. The educational publishing group's larger loss compared to the prior year was partially offset by improved earnings at the Company's STMP publishing group. Specialty Retailing Specialty retailing results are reported with a lag of one quarter. Accordingly, the operating results of The Neiman Marcus Group, Inc. (NMG) for the twenty-six weeks ended January 28, 1995 are consolidated with the operating results of the Company for the six months ended April 30, 1995. In March 1995, NMG agreed to sell certain assets and liabilities of its Contempo Casuals subsidiary to The Wet Seal, Inc. The sale, which is subject to the completion of a definitive purchase and sale agreement and other closing conditions, is expected to close on or about June 30, 1995. The condensed consolidated financial statements have been restated to reflect Contempo Casuals as a discontinued operation. 6 HARCOURT GENERAL, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Specialty Retailing (Continued) Revenues in the twenty-six weeks ended January 28, 1995 increased $64.2 million or 6.5% over revenues in the twenty-six weeks ended January 29, l994. Comparable store sales increased 9.3% at Neiman Marcus stores and 4.8% at Bergdorf Goodman over the previous year. NM Direct revenues increased 2.7% in 1995 compared to the same 1994 period. Operating earnings increased 3.0% to $105.5 million as a result of higher revenues and finance charge income, partially offset by increased promotion and selling costs at the Neiman Marcus Division. In connection with the pending sale of Contempo Casuals, NMG has recorded an after-tax loss from discontinued operations of $11.4 million in its fiscal third quarter ended April 29, 1995. Harcourt General will reflect this loss from discontinued operations in its third quarter ending July 31, 1995. Professional Services Professional services revenues decreased $8.3 million compared to the same period last year. The decrease was primarily due to lower volume in group and executive outplacement programs. Professional services operating earnings decreased $5.7 million in 1995 compared to the same six month period last year, primarily due to lower revenues. Investment Income Investment income increased $16.1 million to $23.8 million compared to the same six month period in 1994. The increase was due to a larger portfolio balance as a result of the sale of the Company's insurance business and a higher rate of return on portfolio assets. Interest Expense Interest expense increased $3.9 million to $46.8 million from the same period last year due to higher rates and higher outstanding balances on NMG bank borrowings. Income Tax Expense The Company's effective tax rate is estimated to be 34.0% in fiscal l995 compared to 38.2% in fiscal 1994. The decrease is primarily due to lower state and foreign taxes, and the expected benefit from certain tax advantaged investments. 7 HARCOURT GENERAL, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Quarter Ended April 30, 1995 Compared to Quarter Ended April 30, 1994 Publishing Publishing revenues increased 6.0% to $153.5 million compared to the same period last year. This increase was primarily due to higher revenues at STMP publishing and the educational publishing group. The increase at the educational publishing group was the result of strong elementary reading sales and the additional revenues provided from Brown-ROA, an acquisition consummated in last year's third quarter. STMP revenues increased in the 1995 second quarter mainly due to the timing of journal shipments at W. B. Saunders and Academic Press and, to a lesser extent, price increases. The publishing operating loss decreased by $2.3 million compared to the same period last year. The operating loss was reduced because of higher revenues at both the STMP and educational publishing groups, partially offset by higher plate amortization costs and an increase in selling expenses. Specialty Retailing Specialty retailing results are reported with a lag of one quarter. Accordingly, the operating results of NMG for the thirteen weeks ended January 28, 1995 are consolidated with the operating results of the Company for the three months ended April 30, 1995. Revenues in the thirteen weeks ended January 28, l995 increased 5.7% over revenues in the thirteen weeks ended January 29, l994. The Neiman Marcus Division and Bergdorf Goodman both recorded higher revenues in the 1995 quarter compared to 1994. Operating earnings increased 2.3%, reflecting higher revenues and finance charge income, partially offset by increased selling and promotion costs at the Neiman Marcus Division. Professional Services Professional services revenues decreased $5.7 million to $31.4 million in the 1995 second quarter from $37.2 million in 1994. The decrease resulted primarily from lower volume in group and executive outplacement programs. Professional services operating earnings decreased $3.7 million compared to the same period in the prior year, principally due to lower revenues. Investment Income Investment income increased $9.0 million to $12.6 million in 1995 compared to the same 1994 quarter. The increase resulted from a larger portfolio balance and a higher rate of return on portfolio assets. Interest Expense Interest expense increased $2.4 million compared to the same period last year 8 primarily due to higher interest rates and higher outstanding balances on bank borrowings during the period at NMG. HARCOURT GENERAL, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources The following discussion analyzes liquidity and capital resources by operating, investing and financing activities as presented in the Company's condensed consolidated statement of cash flows. Cash provided by operating activities for the six months ended April 30, l995 was $71.9 million. The publishing and professional services business segments provided $37.8 million of cash from operations while NMG's operations provided $34.1 million. The most significant uses of working capital were decreases in accounts payable of $35.0 million, accrued liabilities of $25.2 million and taxes payable of $50.3 million. These uses of working capital were partially offset by a $63.9 million increase in other current liabilities and a $9.9 million decrease in accounts receivable. Cash flows used by investing activities were $363.8 million. The Company's investing activities included capital expenditures totaling $90.6 million. Publishing capital expenditures in the six month period ended April 30, 1995 totaled $42.3 million and were related principally to expenditures for prepublication costs. Capital expenditures in the publishing business are expected to approximate $150.0 million in fiscal 1995. Specialty retailing capital expenditures in the 1995 period totaled $41.1 million and were primarily related to existing store renovations and the construction of three new stores. Capital expenditures for NMG in fiscal 1995 are expected to approximate $100.0 million. The Company also purchased $273.2 million of short-term investments during the six months ended April 30, 1995. These investments are highly liquid and consist of high quality commercial paper, certificates of deposit, corporate debt securities and U.S. Government securities. Financing activities primarily reflect the payment of $23.9 million in dividends and the purchase of approximately 5.4 million shares of the Company's common stock for $220.0 million through a "Dutch Auction" tender offer. NMG's financing activities primarily reflect additional borrowings of $43.0 million under its revolving credit agreements. NMG also eliminated its quarterly cash dividend on common stock beginning with its third quarter of fiscal 1995. Elimination of this dividend will conserve approximately $7.6 million of NMG's cash annually. At April 30, 1995, the Company's consolidated long-term liabilities totaled $1.1 billion. That amount includes approximately $452.0 million of NMG long-term liabilities which are not guaranteed by the Company. On March 15, 1995, NMG sold all of its Neiman Marcus credit card receivables through a subsidiary to a trust in exchange for certificates representing an undivided interest in such receivables. Certificates representing an 9 undivided interest in $246.0 million of these receivables were sold to third parties in a public offering of $225.0 million 7.60% Class A certificates and $21.0 million 7.75% Class B certificates. NMG used the proceeds from this offering to pay down existing debt. NMG's subsidiary will retain the remaining undivided interest in the receivables not represented by the Class A and Class B certificates. A portion of that interest is subordinated to the Class A and Class B certificates. NMG will continue to service all receivables for the trust. 10 HARCOURT GENERAL, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources (Continued) At April 30, 1995, the Company had the entire $400 million available under its revolving credit agreement with thirteen banks. The Company's revolving credit agreement expires in December 1999. On April 7, 1995, NMG replaced its $300 million revolving credit facility and its six $25 million revolving credit facilities with a five year, $500 million facility. At April 29, 1995, NMG had $395 million available under this new credit facility. The Company believes its cash on hand, cash generated from operations and its current debt capacity will be sufficient to fund its planned capital growth as well as its operating working capital and dividend requirements. 11 HARCOURT GENERAL, INC. PART II Item 4. Submission of Matters to a Vote of Security Holders The Annual Meeting of Stockholders was held on March 10, 1995. The following matters were voted upon at the meeting: 1. Election of the following individuals as Class B Directors for a term of three years: William F. Connell Maurice Segal For 68,602,244 For 68,600,108 Withheld 123,947 Withheld 126,083 Robert A. Smith Hugo Uyterhoeven For 68,585,118 For 68,598,402 Withheld 141,073 Withheld 127,789 2. Election of the following individual as a Class C Director for a term of one year to coincide with the terms of the other Class C directors. Brian J. Knez For 68,581,173 Withheld 145,018 3. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent auditors for the 1995 fiscal year. For 68,610,652 Against 62,241 Abstain 53,298 Non-Voting 0 Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits. 11.1 Computation of weighted average number of shares outstanding used in determining primary and fully diluted earnings per share. 27.1 Financial data schedule (b) Reports on Form 8-K. The Company did not file any reports on Form 8-K during the quarter ended April 30, 1995. 12 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. HARCOURT GENERAL, INC. Date: June 12, 1995 /s/ John R. Cook John R. Cook Senior Vice President and Chief Financial Officer Date: June 12, 1995 /s/ Stephen C. Richards Stephen C. Richards Vice President and Controller Principal Accounting Officer 13 EXHIBIT 11.1 HARCOURT GENERAL, INC. Computation of the weighted average number of shares outstanding used in determining primary and fully diluted earnings per share:
(In thousands) Six Months Three Months Ended April 30, Ended April 30, 1995 1994 1995 1994 PRIMARY 1. Weighted average number of common shares outstanding 77,255 77,726 76,598 77,850 2. Assumed conversion of Series A Cumulative Convertible Stock 1,580 1,746 1,565 1,631 3. Assumed exercise of certain stock options based on average market value 306 357 316 323 4. Weighted average number of shares used in primary per share computations 79,141 79,829 78,479 79,804 FULLY DILUTED (A) 1. Weighted average number of common shares outstanding 77,255 77,726 76,598 77,850 2. Assumed conversion of Series A Cumulative Convertible Stock 1,580 1,746 1,565 1,631 3. Assumed exercise of all dilutive options based on higher of average or closing market value 322 361 350 324 4. Weighted average number of shares used in fully diluted per share computations 79,157 79,833 78,513 79,805
(A) This calculation is submitted in accordance with Securities Exchange Act of 1934 Release No. 9083 although not required by Footnote 2 to Paragraph 14 of APB Opinion No. 15 because it results in dilution of less than 3%. 14 EX-27.1 2
5 Harcourt General Article 5 of Regulation S-X This schedule contains a summary of financial information extracted from the Condensed Consolidated Balance Sheet and Condensed Consolidated Statement of Operations and is qualified in its entirety by reference to such financial statements. 1000 6-MOS OCT-31-1995 APR-30-1995 318180 273221 597968 29824 469448 1782063 854540 320519 3014247 870704 905570 72559 0 1406 756867 3014247 1437786 1437786 900488 1374845 0 16063 46795 39903 13567 26336 (306) 0 0 26030 .33 .33
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