-----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, J3qtya0xxUM797IlWuInp2HobU+AkIkNe92U/IyHRTYuZEfq7cWy5ppkG+LV/pBg k4MgtbHzwEhvtDDI+LzPAA== 0000045919-95-000002.txt : 19951119 0000045919-95-000002.hdr.sgml : 19951119 ACCESSION NUMBER: 0000045919-95-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951113 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARTE HANKS COMMUNICATIONS INC CENTRAL INDEX KEY: 0000045919 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 741677284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-07120 FILM NUMBER: 95589861 BUSINESS ADDRESS: STREET 1: 200 CONCORD PLAZA DR STE 800 CITY: SAN ANTONIO STATE: TX ZIP: 78216 BUSINESS PHONE: 2108299000 FORMER COMPANY: FORMER CONFORMED NAME: HARTE HANKS NEWSPAPERS INC DATE OF NAME CHANGE: 19771010 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 1995 _____ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to __________ Commission File Number 1-7120 HARTE-HANKS COMMUNICATIONS, INC. (Exact name of registrant as specified in its charter) Delaware 74-1677284 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 200 Concord Plaza Drive, San Antonio, Texas 78216 (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code -- 210/829-9000 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: $1 par value, 19,916,907 shares as of September 30, 1995 HARTE-HANKS COMMUNICATIONS, INC. AND SUBSIDIARIES TABLE OF CONTENTS FORM 10-Q REPORT September 30, 1995
Page Part I. Financial Information Item 1. Interim Condensed Consolidated Financial Statements (Unaudited) Condensed Consolidated Balance Sheets - 3 September 30, 1995 and December 31, 1994 Consolidated Statements of Operations - 4 Three months ended September 30, 1995 and 1994 Consolidated Statements of Operations - 5 Nine months ended September 30, 1995 and 1994 Consolidated Statements of Cash Flows - 6 Nine months ended September 30, 1995 and 1994 Notes to Interim Condensed Consolidated Financial 7 Statements Item 2. Management's Discussion and Analysis of Financial 9 Condition and Results of Operations Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 15 (a) Exhibits (b) Reports on Form 8-K Signature 15
Harte-Hanks Communications, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (in thousands, except per share and share amounts) (Unaudited)
September 30, December 31, 1995 1994 Assets Current assets Cash.............................................. $ 7,419 $ 4,391 Accounts receivable, net.......................... 68,679 70,929 Inventory......................................... 20,498 13,454 Prepaid expenses.................................. 5,461 5,904 Current deferred income tax benefit............... 7,758 6,808 Other current assets.............................. 4,477 4,143 Total current assets............................ 114,292 105,629 Property, plant and equipment, net.................. 87,903 91,278 Goodwill, net....................................... 273,810 290,335 Other assets........................................ 5,920 9,656 Total assets.................................... $ 481,925 $ 496,898 Liabilities and Stockholders' Equity Current liabilities Accounts payable.................................. $ 39,838 $ 31,229 Accrued payroll and related expenses.............. 15,176 17,996 Accrued interest.................................. 546 731 Prepaid subscriptions............................. 3,175 3,978 Current portion of film contracts................. 1,264 1,717 Income taxes payable.............................. -- 1,867 Other current liabilities......................... 15,664 13,165 Current portion of long term debt................. 50 469 Total current liabilities....................... 75,713 71,152 Long term debt...................................... 228,270 292,858 Other long term liabilities......................... 25,910 25,248 Total liabilities............................... 329,893 389,258 Stockholders' equity Common stock, $1 par value, authorized 50,000,000 shares. Issued and outstanding 1995: 19,916,907 shares; 1994: 18,342,503 shares................. 19,917 18,342 Additional paid-in capital........................ 164,861 144,350 Accumulated deficit............................... (30,801) (53,107) Minimum pension liability adjustment.............. (1,945) (1,945) Total stockholders' equity...................... 152,032 107,640 Total liabilities and stockholders' equity...... $ 481,925 $ 496,898 See Notes to Interim Condensed Consolidated Financial Statements. /TABLE Harte-Hanks Communications, Inc. and Subsidiaries Consolidated Statements of Operations (in thousands, except per share amounts) (Unaudited)
Three Months Ended September 30, 1995 1994 Operating revenues.................................... $130,178 $128,433 Operating expenses Payroll............................................. 46,169 48,072 Production and distribution......................... 46,724 45,155 Advertising, selling, general and administrative.... 12,856 12,981 Depreciation........................................ 3,364 3,030 Goodwill amortization............................... 2,299 2,352 111,412 111,590 Operating income...................................... 18,766 16,843 Other expenses (income) Interest expense.................................... 3,784 4,404 Interest income..................................... (52) (49) Gain on divestiture................................. (1,454) -- Other, net.......................................... 211 410 2,489 4,765 Income before income tax expense...................... 16,277 12,078 Income tax expense.................................... 7,354 5,829 Net income............................................ $ 8,923 $ 6,249 Primary: Earnings per common share........................... $ 0.43 $ 0.33 Weighted average common and common equivalent shares outstanding................................ 20,816 19,046 Fully diluted: Earnings per common share........................... $ 0.43 $ 0.31 Weighted average common and common equivalent shares outstanding................................ 20,869 20,482 See Notes to Interim Condensed Consolidated Financial Statements. /TABLE Harte-Hanks Communications, Inc. and Subsidiaries Consolidated Statements of Operations (in thousands, except per share amounts) (Unaudited)
Nine Months Ended September 30, 1995 1994 Operating revenues.................................... $394,164 $370,414 Operating expenses Payroll............................................. 142,998 142,703 Production and distribution......................... 140,017 129,335 Advertising, selling, general and administrative.... 41,832 38,914 Depreciation........................................ 10,111 9,366 Goodwill amortization............................... 7,021 7,054 341,979 327,372 Operating income...................................... 52,185 43,042 Other expenses (income) Interest expense.................................... 12,887 12,514 Interest income..................................... (191) (140) Other, net.......................................... 1,063 687 Gains on divestitures............................... (13,747) -- 12 13,061 Income before income tax expense...................... 52,173 29,981 Income tax expense.................................... 28,412 14,526 Net income............................................ $ 23,761 $ 15,455 Net income per share -- primary....................... $ 1.19 $ 0.81 Weighted average common and common equivalent shares outstanding................................ 19,929 19,043 Net income per share -- fully diluted................. $ 1.16 $ 0.78 Weighted average common and common equivalent shares outstanding................................ 20,742 20,483 See Notes to Interim Condensed Consolidated Financial Statements. /TABLE Harte-Hanks Communications, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) (Unaudited)
Nine Months Ended September 30, 1995 1994 Operating Activities Net income.......................................... $ 23,761 $ 15,455 Add (deduct) non-cash income and expenses: Depreciation ................................... 10,111 9,366 Goodwill amortization........................... 7,021 7,054 Amortization of option related expense.......... 1,483 1,198 Film amortization............................... 1,831 1,881 Deferred income taxes........................... (1,179) (1,882) Other, net...................................... 355 446 Gains on divestitures............................... (13,747) -- Changes in operating assets and liabilities, net of acquisitions and divestitures Increase in accounts receivable, net.............. (1,254) (2,566) Increase in inventory............................. (8,308) (4,118) Increase in prepaid expenses and other current assets.................................. (1,249) (622) Increase in accounts payable...................... 8,071 1,417 Increase (decrease) in other accrued expenses and other liabilities........................... (1,897) 5,032 Other, net........................................ 485 (26) Net cash provided by operating activities....... 25,484 32,635 Investing Activities Purchases of property, plant and equipment.......... (13,391) (10,977) Proceeds from the sale of property, plant and equipment and divested assets................. 42,466 74 Acquisitions........................................ (5,760) -- Payments on film contracts.......................... (1,441) (1,468) Net cash provided by (used in) investing activities............................ 21,874 (12,371) Financing Activities Long term debt borrowings........................... 831,064 348,302 Payments on long term debt, including current maturities ....................................... (876,071) (367,958) Issuance of common stock............................ 2,132 1,026 Dividends paid...................................... (1,455) -- Net cash used in financing activities............. (44,330) (18,630) Net increase in cash................................ 3,028 1,634 Cash at beginning of year........................... 4,391 4,392 Cash at end of period............................... $ 7,419 $ 6,026 See Notes to Interim Condensed Consolidated Financial Statements.
Harte-Hanks Communications, Inc. and Subsidiaries Notes to Interim Condensed Consolidated Financial Statements (Unaudited) Note A - Financial Statements The accompanying unaudited Interim Condensed Consolidated Financial Statements include the accounts of Harte-Hanks Communications, Inc. and subsidiaries (the "Company"). The 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 of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 1995 are not necessarily indicative of the results that may be expected for the year ending December 31. For further information, refer to the consolidated financial statements and footnotes included in the Company's annual report on Form 10-K for the year ended December 31, 1994. Certain prior period amounts have been reclassified for comparative purposes. Note B - Divestitures In March and July 1995, respectively, the Company sold its suburban Boston community newspapers and a small local hand distribution advertising business. These sales resulted in a third quarter gain on divestiture of $0.8 million, or 4 cents per share, net of $0.6 million of income taxes and year-to-date gains on divestitures of $3.1 million, or 15 cents per share, net of $10.6 million of income taxes. Note C - Income Taxes The Company's quarterly income tax calculation is based on an effective income tax rate that is derived by estimating pretax income and income tax expense for the entire year ended December 31, 1995. Included in the year-to-date income tax provision of $28.4 million is $10.6 million related to the gains on divestitures. The estimated annual effective income tax rate for the nine months ended September 30, 1995 of 46.3% resulted in tax expense on income from operations of $17.8 million. The effective income tax rate calculated is higher than the federal statutory rate of 35% due to the addition of state taxes and to certain expenses recorded for financial reporting purposes (primarily goodwill amortization), which are not deductible for federal income tax purposes. Note D - Long Term Debt On May 26, 1995, the Company issued 1,428,571 shares of common stock upon conversion of the $20 million principal amount of the Company's 6 1/4% convertible notes. Accordingly, the Company transferred $20 million less $0.1 million of unamortized issue costs, to stockholders' equity. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Operating results were as follows: Three months ended Nine months ended In thousands September 30, 1995 September 30, 1994 Change September 30, 1995 September 30, 1994 Change Revenues $130,178 $128,433 1.4% $394,164 $370,414 6.4% Operating expenses 111,412 111,590 -0.2% 341,979 327,372 4.5% Operating income $ 18,766 $ 16,843 11.4% $ 52,185 $ 43,042 21.2% Net income $ 8,923 $ 6,249 42.8% $ 23,761 $ 15,455 53.7% Fully diluted earnings per share $ 0.43 $ 0.31 38.7% $ 1.16 $ 0.78 48.7%
Third quarter net income of $8.9 million, or 43 cents per share, included a gain on divestiture, net of income taxes, of $0.8 million, or 4 cents per share. Excluding this net gain on divestiture, net income was $8.1 million, or 39 cents per share. Excluding the results of the Boston community newspapers sold on March 31, 1995, consolidated revenues grew 7.4% to $130.2 million and operating income grew 12.5% to $18.8 million in the third quarter of 1995 as compared to the third quarter of 1994. The most dramatic growth occurred in the direct marketing business where revenues increased 14.9% and operating income increased 39.9%. The Company's overall growth in both the third quarter and first nine months resulted from increased business with both new and existing customers, new products and services as well as advertising and circulation rate increases. Excluding the results of the Boston community newspapers, operating expenses in both periods also rose due to the growth in business as well as higher paper prices and postal rates. Net income of $23.8 million, or $1.16 per share, for the first nine months of 1995 included gains on divestitures of $3.1 million, or 15 cents per share. Excluding these net gains on divestitures, net income was $20.6 million, or $1.01 per share, on a fully diluted basis. Direct Marketing Direct marketing operating results were as follows: Three months ended Nine months ended In thousands September 30, 1995 September 30, 1994 Change September 30, 1995 September 30, 1994 Change Revenues $47,909 $41,700 14.9% $143,209 $115,728 23.7% Operating expenses 40,935 36,716 11.5% 123,753 104,012 19.0% Operating income $ 6,974 $ 4,984 39.9% $ 19,456 $ 11,716 66.1%
Direct marketing revenues increased $6.2 million, or 14.9%, in the third quarter of 1995 when compared to 1994. Revenue growth resulted from new customers, particularly in the financial services and high technology industries, as well as continued expansion into the international arena with both new and existing customers. Also contributing to the revenue growth was increased business with existing customers through new products and services and cross-selling of services. Although the majority of direct marketing's revenue growth came from existing operations, a portion of the increase was attributable to the acquisitions of Select Marketing, Inc., an Austin, Texas response management company, and Steinert & Associates, a New York City advertising and marketing communications firm, in October 1994 and January 1995, respectively. In addition, revenue growth was impacted by the absence of a small local hand distribution advertising business sold in July 1995. Third quarter operating expenses increased $4.2 million, or 11.5%, when compared to 1994. Payroll costs were up $2.3 million, or 14.6%, as a result of increased hiring to support revenue growth as well as higher sales commissions. Also contributing to the increase in operating expenses were additional general and administrative costs and higher depreciation expense of $1.2 million and $0.5 million, respectively, reflecting increased volumes. Expanded facilities and upgraded technology to support current and anticipated growth also contributed to increased expenses. The acquisitions noted above were another contributing factor. Slightly offsetting these cost increases were decreased costs related to the July 1995 divestiture. Direct marketing revenues increased $27.5 million, or 23.7%, in the first nine months of 1995 when compared to 1994. Increased revenues reflect growth in customer base as well as increased business with existing customers. The revenue increase during this time period was also affected by the acquisitions and the sale of the hand distribution advertising business. Year-to-date 1995 operating expenses rose $19.7 million, or 19.0%, when compared to 1994. Payroll costs increased $9.2 million, or 19.9%, due to additional hiring to support revenue growth. In addition, production costs and general and administrative costs increased $5.8 million and $3.8 million, respectively, due to increased volumes. The remaining increase in operating expenses was driven by acquisitions and, to a lesser extent, higher depreciation expense incurred as a result of overall growth and expansion. Slightly offsetting these cost increases were decreased costs related to the July 1995 divestiture. Shoppers Shopper operating results were as follows: Three months ended Nine months ended In thousands September 30, 1995 September 30, 1994 Change September 30, 1995 September 30, 1994 Change Revenues $47,550 $45,043 5.6% $139,481 $132,485 5.3% Operating expenses 41,365 39,281 5.3% 123,907 118,746 4.3% Operating income $ 6,185 $ 5,762 7.3% $ 15,574 $ 13,739 13.4%
Shopper revenues grew $2.5 million, or 5.6%, in the third quarter of 1995 as compared to 1994. Revenue increases occurred primarily in existing circulation zones, driven mainly by rate increases. Total weekly shopper household circulation was 7.0 million at September 30, 1995. Third quarter operating expenses increased $2.1 million, or 5.3%, when compared to 1994. Postage costs increased $1.0 million, primarily due to this year's 14% postage rate increase as well as to increased circulation. Paper costs increased $0.9 million, or 23.3%, due to higher prices, partially offset by reduced consumption due in part to new pagination technology used in the Company's Southern California and Miami shoppers. Pagination technology permits a more efficient publication design and reduces the number of pages in the book. In addition, color printing costs increased $0.4 million, due both to rates and volumes. Excluding revenues from the Company's small Tucson shopper that was sold in February 1994, year-to-date revenues increased $7.9 million, or 6.0%, as compared to 1994. Revenue growth for the first nine months of 1995 was primarily attributable to increased advertising rates in existing circulation zones. Excluding operating expenses from the divested Tucson shopper, year-to-date operating costs increased $6.2 million, or 5.2%, in the first nine months of 1995 as compared to 1994. Postage costs rose $4.2 million, due primarily to the 14% postage rate increase as well as to increased circulation. In addition, higher color printing costs and paper cost increases contributed to higher operating costs. Paper costs increased $1.7 million due to higher prices partially offset by reduced volumes due to the new pagination technology. The increased operating costs were partially offset by lower payroll costs of $1.3 million due to reduced headcount and changes in commission plans. Newspapers Newspaper operating results were as follows: Three months ended Nine months ended In thousands September 30, 1995 September 30, 1994 Change September 30, 1995 September 30, 1994 Change Revenues $28,803 $34,682 -17.0% $92,963 $101,694 -8.6% Operating expenses 22,361 28,564 -21.7% 74,041 83,917 -11.8% Operating income $ 6,442 $ 6,118 5.3% $18,922 $ 17,777 6.4%
Newspaper revenues decreased $5.9 million, or 17.0%, in the third quarter of 1995 when compared to 1994. This decrease is due to the March 1995 divestiture of the Company's Boston community newspapers. Excluding the results from the Boston newspapers, third quarter newspaper revenues increased $1.3 million, or 4.8%, to $28.8 million. Classified advertising revenues grew 8.3% as a result of increases both in rates and volumes. The classified growth was primarily attributable to increased revenues from help wanted and automotive advertising. Retail advertising revenues decreased 4.9% on lower volumes offset by higher rates. Insert revenues rose 4.9% on increased volumes. In addition, niche and specialty product revenues grew primarily due to a direct mail initiative into South Texas, begun in 1994, and to audiotext, a new revenue stream for the newspapers in 1995. Circulation revenues increased 10.3%, reflecting home delivery and single-copy price increases. Newspaper operating expenses decreased $6.2 million, or 21.7%, in the third quarter of 1995 when compared to 1994. Excluding the divested Boston community newspapers, operating expenses increased $0.8 million, or 3.9% in the third quarter of 1995. Newsprint costs increased $1.0 million, or 32.2%, as a result of higher average prices offset slightly by reduced volumes resulting from various operating decisions to control newsprint consumption. Costs associated with the direct mail program also rose slightly due to increased volumes as well as the January 1995 postal rate increase. Newspaper revenues decreased $8.7 million, or 8.6%, in the first nine months of 1995 when compared to 1994. Excluding the divested Boston newspapers, year-to- date revenues increased 7.0%, or $5.6 million, as compared to 1994. Classified advertising revenues grew 10.1% as a result of increases both in rates and volumes. The classified revenue growth was primarily attributable to increases in help wanted and automotive categories. Insert revenues increased 3.7% as a result of increased volumes. In addition, niche and specialty product revenues were up, primarily as a result of the South Texas direct mail initiative and, to a lesser extent, audiotext revenues. Circulation revenues increased 9.7%, reflecting home delivery price increases in the fall of 1994. Year-to-date newspaper operating expenses decreased $9.9 million, or 11.8%, when compared to 1994. Excluding the divested Boston newspapers, operating expenses increased $3.8 million, or 6.0% over 1994. Newsprint costs increased $2.4 million, or 25.5%, as a result of higher average newsprint prices offset slightly by reduced volumes. The reduction in volumes was attributable to newsprint savings from the new press installed in July 1994 at the Corpus Christi Caller-Times, as well as to various operating decisions to control newsprint consumption. Postage costs associated with the direct mail program also increased. Television Television operating results were as follows: Three months ended Nine months ended In thousands September 30, 1995 September 30, 1994 Change September 30, 1995 September 30, 1994 Change Revenues $5,916 $ 7,008 -15.6% $18,511 $20,507 - 9.7% Operating expenses 4,407 4,959 -11.1% 13,531 14,445 - 6.3% Operating income $1,509 $ 2,049 -26.4% $ 4,980 $ 6,062 -17.8%
Revenues for the television segment decreased $1.1 million, or 15.6%, in the third quarter of 1995 when compared to 1994. The majority of this decline was due to very soft national advertising revenues, the effects of weak CBS network ratings as well as to the absence of political advertising that benefitted the third quarter of 1994. Television segment revenues were also affected by the absence of a direct mail publication in 1995. These declines were slightly offset by increased network affiliation compensation resulting from a new agreement that took effect in September 1995. Third quarter operating expenses for the television segment decreased $0.6 million, or 11.1%, when compared to the same period in 1994. The decrease was attributable to the absence of costs associated with the direct mail publication, lower film costs and the effective management of payroll and sales commission costs. Revenues for the television segment decreased $2.0 million, or 9.7%, in the first nine months of 1995 when compared to 1994. Contributing to these results were lower national advertising revenues and the effects of weak CBS network performance. In addition, the first quarter of 1994 benefited from CBS coverage of the National Football League playoffs and winter Olympics, while the first and third quarters of 1994 benefited from political advertising. Year-to-date operating expenses for the television segment decreased $0.9 million, or 6.3%, when compared to the same time period in 1994. The decrease was due to lower payroll costs and direct mail publication production costs offset partially by higher metered rating service costs. Gains on Divestitures In March and July 1995, respectively, the Company sold its suburban Boston community newspapers and a small local hand distribution advertising business. As a result of these transactions, the Company recognized gains on divestitures of $3.1 million, or 15 cents per share, net of $10.6 million of income taxes. Interest Expense Interest expense decreased $0.6 million in the third quarter of 1995 when compared to 1994 due to lower debt levels and conversion of the 6 1/4% convertible notes. Interest expense for the first nine months of 1995 increased $0.4 million from the same period in 1994 due primarily to higher interest rates experienced during 1995 partially offset by the reduced debt levels. The Company is realizing lower interest costs and commitment fees after amending its revolving credit commitment in February 1995. In May 1995, the $20 million principal amount of the Company's 6 1/4% convertible notes due September 15, 2002 was converted into 1,428,571 shares of common stock. The conversion will result in annual interest expense savings of $1.3 million going forward. Income Taxes Income tax expense in the third quarter and the first nine months of 1995 included $0.6 million and $10.6 million, respectively, of income taxes relating to the gains on divestitures. Income tax expense on operations increased in both periods due to increased income levels. Liquidity and Capital Resources Cash provided from operating activities for the nine months ended September 30, 1995 was $25.5 million as compared to $32.6 million for the comparable period in 1994. Net cash inflows for investing activities were $21.9 million as compared to outflows of $12.4 million in 1994. Investing activities for the first nine months of 1995 included $42.5 million in proceeds from the sale of property, plant and equipment and divested assets. Also included in investing activities were expenditures of $5.8 million for acquisitions and $13.4 million for capital investments. Cash provided from operating activities and the sale of the Boston community newspapers was used to reduce borrowings under the Company's credit facility and to make capital investments and acquisitions. Capital resources are available from and provided through the Company's unsecured credit facility. All borrowings under the revolving credit facility are to be repaid by December 31, 2001. Management believes that its credit facility, together with cash provided from operating activities, will be sufficient to fund operations, anticipated capital and film expenditures and debt service requirements for the foreseeable future. As of September 30, 1995, the Company had $97 million of unused borrowing capacity under its credit facility, of which $3.6 million was reserved to serve as backup for the Company's other short-term borrowing facilities. PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. See index to Exhibits on Page 16. (b) No reports on Form 8-K were filed for the nine months ended September 30, 1995. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HARTE-HANKS COMMUNICATIONS, INC. November 13, 1995 /s/ Richard L. Ritchie Date Richard L. Ritchie Senior Vice President, Finance and Chief Financial and Accounting Officer /TABLE
Exhibit No. Description of Exhibit Page No. *11 Statements Regarding Computation of Per Share Earnings *27 Financial Data Schedules * Filed herewith. /TABLE EX-11 2 Exhibit 11 Harte-Hanks Communications, Inc. and Subsidiaries Earnings Per Share Computations (in thousands, except per share data) PRIMARY
Three Months Ended September 30, 1995 1994 Net income................................ $ 8,728 $ 6,249 Shares used in net earnings per share computations...................... 20,816 19,046 Earnings per share........................ $ .44 $ .33
Computation of Shares Used In Net Earnings Per Share Computations
Three Months Ended September 30, 1995 1994 Average outstanding common shares......... 19,868 18,245 Average common equivalent shares -- dilutive effect of option shares........ 948 801 Shares used in net earnings per share computations.................. 20,816 19,046
FULLY DILUTED
Three Months Ended September 30, 1995 1994 Net income................................ $ 8,728 $ 6,249 Adjusted net income for interest on convertible note..................... $ 8,853 $ 6,437 Shares used in net earnings per share computations.................. 20,869 20,482 Earnings per share........................ $ .43 $ .31
Computation of Shares Used In Net Earnings Per Share Computations
Three Months Ended September 30, 1995 1994 Average outstanding common shares......... 19,868 18,245 Average common equivalent shares -- dilutive effect of option shares........ 1,001 808 Dilutive effect of convertible note....... -- 1,429 Shares used in net earnings per share computations.................. 20,869 20,482
Exhibit 11 Harte-Hanks Communications, Inc. and Subsidiaries Earnings Per Share Computations (in thousands, except per share data) PRIMARY
Nine Months Ended September 30, 1995 1994 Net income................................ $14,838 $15,455 Shares used in net earnings per share computations...................... 19,929 19,043 Earnings per share........................ $ .76 $ .81
Computation of Shares Used In Net Earnings Per Share Computations
Nine Months Ended September 30, 1995 1994 Average outstanding common shares......... 19,057 18,190 Average common equivalent shares -- dilutive effect of option shares........ 872 853 Shares used in net earnings per share computations.................. 19,929 19,043
FULLY DILUTED
Nine Months Ended September 30, 1995 1994 Net income................................ $14,838 $15,455 Adjusted net income for interest on convertible note..................... $15,151 $16,019 Shares used in net earnings per share computations.................. 20,742 20,483 Earnings per share........................ $ .73 $ .78
Computation of Shares Used In Net Earnings Per Share Computations
Nine Months Ended September 30, 1995 1994 Average outstanding common shares......... 19,057 18,190 Average common equivalent shares -- dilutive effect of option shares........ 916 864 Dilutive effect of convertible note....... 769 1,429 Shares used in net earnings per share computations.................. 20,742 20,483
EX-27 3
5 1000 9-MOS DEC-31-1995 SEP-30-1995 7419 0 71589 2910 20498 114292 186664 98761 481925 75713 228270 19917 0 0 132115 152032 394164 394164 283015 341979 (12875) 0 12887 52173 28412 23761 0 0 0 23761 1.19 1.16
-----END PRIVACY-ENHANCED MESSAGE-----