-----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, VrMRFZaUEEvLfDSYORGhtrv+a/RWO+0TLr4TIKGNRL6InTjnVwYTE+AQsXccEvCj X9/w9jkAIKXSir32luDAuQ== 0001005477-97-001976.txt : 19970811 0001005477-97-001976.hdr.sgml : 19970811 ACCESSION NUMBER: 0001005477-97-001976 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19970628 FILED AS OF DATE: 19970808 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIDEX CORP CENTRAL INDEX KEY: 0000047254 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 060682273 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-05513 FILM NUMBER: 97654198 BUSINESS ADDRESS: STREET 1: 61 WILTON RD CITY: WESTPORT STATE: CT ZIP: 06880-3121 BUSINESS PHONE: 2032261144 MAIL ADDRESS: STREET 1: 61 WILTON ROAD CITY: WESTPORT STATE: CT ZIP: 06880-3121 FORMER COMPANY: FORMER CONFORMED NAME: HI G INC DATE OF NAME CHANGE: 19840829 10-Q 1 FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) |X| QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 28, 1997 OR |_| 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:________________________________ TRIDEX CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Connecticut 06-0682273 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 61 Wilton Road, Westport CT 06880 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (203) 226-1144 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Former address: - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report.) 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 |_| APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDING DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES |_| NO |_| APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding July 26, 1997 - --------------------- ------------------------- Common stock, no par value 5,351,410 TRIDEX CORPORATION AND SUBSIDIARIES INDEX Page No. PART I. Financial Information: Item 1. Financial Statements Consolidated Condensed Balance Sheets June 28, 1997 and December 31, 1996 3 Consolidated Statements of Income for the Quarters and Six Months Ended June 28, 1997 and June 29, 1996 4 Consolidated Statements of Cash Flows for the Quarters and Six Months Ended June 28, 1997 and June 29, 1996 5 Notes to Consolidated Condensed Financial Statements 6 Item 2. Management's Discussion and Analysis of the Results of Operations and Financial Condition 7 PART II. Other Information: Item 4. Submission of Matters to a Vote of Security Holders 10 Item 6. Exhibits and Reports on Form 8-K 10 Signatures 11 EXHIBIT INDEX Exhibit 11 Computation of Per Share Earnings 12 TRIDEX CORPORATION AND SUBSIDIARIES Consolidated Condensed Balance Sheets (Dollars in Thousands) (Unaudited) June 28, 1997 December 31, 1996 ------------- ----------------- ASSETS Current assets: Cash and cash equivalents $ 14,100 $ 2,787 Receivables 3,758 2,783 Inventories (Note 4) 3,779 4,258 Deferred tax assets 140 140 Other current assets 119 146 -------- -------- Total current assets 21,896 10,114 -------- -------- Plant and equipment, net 1,101 1,044 Excess of cost over fair value of net assets acquired 2,765 3,014 Other assets 1,095 1,923 Investment in net assets of discontinued operations: Cash Bases GB Ltd. (Note 2) 605 6,153 TransAct Technologies Inc. (Note 2) 11,573 -------- -------- $ 27,462 $ 33,821 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Current portion of long term debt $ 3,628 Accounts payable $ 2,301 2,189 Accrued liabilities 1,357 2,234 -------- -------- Total current liabilities 3,658 8,051 -------- -------- Shareholders' equity: Common stock, at stated value 1,377 1,043 Additional paid-in capital 25,069 23,361 Retained earnings (deficit) (206) 2,239 Unearned compensation (627) Receivables from sale of stock (867) Common shares held in treasury, at cost (942) (873) -------- -------- 23,804 25,770 -------- -------- $ 27,462 $ 33,821 ======== ======== See notes to consolidated condensed financial statements. TRIDEX CORPORATION AND SUBSIDIARIES Consolidated Statements of Income (Dollars in Thousands Except Per Share Amounts) (Unaudited)
Quarters Ended Six Months Ended ------------------------- ------------------------- June 28, June 29, June 28, June 29, 1997 1996 1997 1996 ------------------------- ------------------------- Net sales $ 6,174 $ 4,908 $ 11,720 $ 9,061 ------------------------- ------------------------- Operating costs and expenses: Cost of sales 4,671 3,644 9,011 6,543 Engineering, design and product development costs 156 130 316 278 Selling, administrative and general expenses 1,484 1,079 3,089 2,153 ------------------------- ------------------------- 6,311 4,853 12,416 8,974 ------------------------- ------------------------- Operating income (loss) (137) 55 (696) 87 Other charges (income): Interest expense, net (156) 282 (165) 575 Other, net 6 16 8 24 ------------------------- ------------------------- (150) 298 (157) 599 ------------------------- ------------------------- Income (loss) from continuing operations before income taxes 13 (243) (539) (512) Provision (benefit) for income taxes 13 (75) (364) (135) ------------------------- ------------------------- Loss from continuing operations 0 (168) (175) (377) Discontinued operations (Note 2): Equity in subsidiaries' income from and loss on the sale of discontinued operations (206) 975 607 1,980 ------------------------- ------------------------- Net income (loss) $ (206) $ 807 $ 432 $ 1,603 ========================= ========================= Earnings (loss) per common and common equivalent share: Primary: Income (loss) from continuing operations $ 0.00 $ (0.04) (0.03) $ (0.09) Income (loss) from discontinued operations (0.04) 0.24 0.11 0.49 ------------------------- ------------------------- $ (0.04) $ 0.20 $ 0.08 $ 0.40 ========================= ========================= Weighted average common and common equivalent shares outstanding Primary 5,385,000 4,082,000 5,111,000 4,010,000 ========================= =========================
See notes to consolidated condensed financial statements. TRIDEX CORPORATION AND SUBSIDIARIES Consolidated Statements of Cash Flows (Dollars in Thousands) (Unaudited)
Six Months Ended ------------------------------ June 28, 1997 June 29, 1996 ------------- ------------- Cash flows from operating activities: Net income $ 432 $ 1,603 Adjustments to reconcile net income to net cash used in operating activities: Equity in subsidiaries' income from discontinued operations (806) (2,080) Loss on sale of discontinued operations 199 Stock incentive compensation expense 599 Depreciation and amortization 415 618 Gain on disposal of assets (3) Changes in operating assets and liabilities: Receivables (975) (925) Inventory 479 (153) Other current assets 27 338 Other assets 17 (114) Accounts payable, accrued liabilities and income taxes payable (431) (496) -------- -------- Net cash used in operating activities (44) (1,212) -------- -------- Cash flows from investing activities: Purchases of plant and equipment (207) (75) Proceeds from sale of discontinued operations 5,200 Receipt of principal of note receivable from TransAct 1,000 -------- -------- Net cash provided by (used in) investing activities 5,993 (75) -------- -------- Cash flows from financing activities: Principal payments on long term borrowings (332) Proceeds from exercise of stock options and warrants 5,529 178 Net transactions with discontinued operations (96) 662 Purchase of treasury shares (69) -------- -------- Net cash provided by financing activities 5,364 508 -------- -------- Increase (decrease) in cash and cash equivalents 11,313 (779) Cash and cash equivalents at beginning of period 2,787 822 -------- -------- Cash and cash equivalents at end of period 14,100 $ 43 ======== ======== Supplemental cash flow information: Interest paid $ 72 $ 464 Income taxes paid 88 202 Supplemental non-cash investing and financing activities: Conversion of convertible notes and debentures to common stock $ 3,710 $ 860
See notes to consolidated condensed financial statements. TRIDEX CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of the Company, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly its financial position as of June 28, 1997, the results of its operations for the quarters and six months ended June 28, 1997 and June 29, 1996 and changes in its cash flows for the quarters and six months ended June 28, 1997 and June 29, 1996. The December 31, 1996 consolidated condensed balance sheet has been derived from the Company's audited financial statements at that date. These interim financial statements should be read in conjunction with the financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. The results of operations for the quarters and six months ended June 28, 1997 and June 29, 1996 are not necessarily indicative of the results to be expected for the full year. 2. Discontinued operations: On March 31, 1997 the Company effected the previously announced distribution of 5,400,000 shares of common stock of its former subsidiary, TransAct Technologies Incorporated ("TransAct") to Tridex stockholders on the basis of 1.005 shares of TransAct common stock for each share of Tridex common stock owned. Since the distribution, Tridex and TransAct have been separate publicly traded companies. On April 17, 1997 Tridex announced that it had entered into a letter of intent to sell its wholly-owned subsidiary Cash Bases GB Limited ("Cash Bases") to a group comprised of the executive directors of Cash Bases and Lloyds Development Capital Limited for up to $6,200,000, consisting of $5,200,000 in cash, a $250,000 unsecured promissory note bearing interest at the rate of 10% per annum payable in full on April 30, 2000, contingent payments of up to $750,000 depending upon Cash Bases' earnings before interest and taxes for the fiscal years ending December 31, 1998 and December 31, 1999, and a 10% equity stake in the newly organized buyer. The sale of Cash Bases was completed on May 29, 1997. The Consolidated Financial Statements have been restated to present the results of operations of TransAct and Cash Bases as discontinued operations. 3. Primary earnings per common share is based on the weighted average number of shares outstanding during the period after consideration of the dilutive effect of stock options and warrants. In February of 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 128, "Earnings Per Share." The Company will adopt this standard, as required, at the end of this year. Had this standard been adopted at the beginning of 1997, for the quarter ended June 28, 1997 the Company would have reported basic earnings per share from continuing operations of zero and basic loss per share from discontinued operations of $0.04. 4. Inventories: Components of inventory are: June 28, 1997 December 31, 1996 ------------- ----------------- (Dollars in Thousands) Raw materials and component parts $ 1,512 $ 1,144 Work-in-process 53 46 Finished goods 2,214 3,068 --------- -------- $ 3,779 $ 4,258 ========= ======== 5. Other income, net: Other non-operating expense for the current quarter consists of $6,000 equity loss from Tridex's remaining 10% equity interest in Cash Bases Group Limited. Other non-operating expenses in the prior year's quarter include a $30,000 provision for the estimated loss on disposal of unused real estate and $14,000 of equity income from Tridex's remaining 10% equity interest in Cash Bases. 6. Commitments and contingencies: The Company is involved in an environmental matter discussed in Note 9 to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. As of June 28, 1997 and to the date of this report, there has been no material development in the resolution of this matter. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION Certain statements included in this report, including, but not limited to, statements in this Management's Discussion and Analysis of the Results of Operations and Financial Condition, which are not historical facts may be deemed to contain forward looking statements with respect to events the occurrence of which involves risks and uncertainties, including, but not limited to, the Company's expectations regarding net sales, gross profit, operating income and financial condition. Results of Operations As described in Note 2 of the Notes to Consolidated Financial Statements, on March 31, 1997 the Company distributed all of its 5,400,000 shares of common stock of TransAct pro rata to the holders of record of the Company's common stock on March 14, 1997. On May 29, 1997 the Company completed the sale of Cash Bases. The Company's Consolidated Condensed Financial Statements have been restated to present the results of operations of TransAct and Cash Bases as discontinued operations. The Consolidated Financial Statements may not necessarily reflect what the results of operations or the financial position of the Company would have been if TransAct had been a separate entity during the periods presented and Cash Bases had been sold as at the beginning of the periods presented. The discussion and analysis set forth below is based upon continuing operations only, consisting of the Company's wholly-owned subsidiary, Ultimate Technology Corporation ("Ultimate") and the Tridex Ribbon Division. Quarter Ended June 28, 1997 Compared to Quarter Ended June 29, 1996 Consolidated net sales for the quarter ended June 28, 1997 increased $1,266,000 (25.8%) to $6,174,000 from $4,908,000 in the comparable quarter of the prior year. The increase reflects greater volume of shipments of certain of Ultimate's point-of-sale ("POS") component products, particularly custom manufactured keyboards and pole displays, as well as distributed products, while sales of complete POS terminal systems decreased compared to the prior year's quarter. Sales of ribbons increased from the prior year's quarter. Consolidated gross profit increased $239,000 (18.9%) to $1,503,000 from $1,264,000 in the prior year's quarter, primarily as a result of the greater volume of shipments of POS products. Consolidated gross profit margin decreased to 24.3% of sales from 25.8% of sales in the prior year's quarter as a result of a change in sales mix to a higher proportion of distributed products. The gross profit margin improved from the 21.7% margin attained in the first quarter. Consolidated engineering, design and product development costs increased $26,000 (20.0%) to $156,000 from $130,000 in the prior year's quarter. The increase is primarily the result of the cost of developing new POS terminal products and, to a lesser degree, enhancing existing products. Consolidated selling, administrative and general expenses increased $405,000 (37.5%) to $1,484,000 from $1,079,000 in the prior year's quarter. The increase in selling expenses is primarily the result of more intensive efforts in the selling of POS terminal systems, including increased advertising and sales support personnel. Administrative and general expenses include a current period non-cash expense of $195,000 related to a stock incentive compensation agreement with the principal executive officers of Ultimate. Administrative and general expenses in the prior year's quarter reflects the allocation from Tridex to TransAct of $340,000 of corporate administrative expenses. Consolidated operating income (loss) for the current quarter was a loss of $137,000 compared to income of $55,000 in the prior year's quarter. The loss in the current period was primarily the result of the increase in selling, administrative and general expenses, particularly the expense of the stock incentive compensation agreement discussed above. Consolidated operating income (loss) as a percentage of sales was a 2.2% loss compared to 1.1% gain in the prior year's quarter. Net interest income for the quarter was $156,000 compared to net interest expense of $282,000 in the prior year's quarter. Interest income for the quarter primarily consists of interest earned on temporary cash investments and interest earned on receivables from the sale of stock. The Company had no debt outstanding during the quarter. Other non-operating expense of $6,000 represents the Company's 10% share of the losses of Cash Bases. Other non-operating expenses in the prior year's quarter includes a $30,000 provision for the estimated loss on disposal of unused real estate and $14,000 of equity income in the results of Cash Bases. Provision for income taxes in the current quarter reflects an estimated effective tax rate of 100% for the quarter. The Company expects the estimated effective tax rate to remain at approximately 100% for the remainder of 1997 as a result of nondeductible goodwill amortization. Income (loss) from continuing operations for the quarter was zero, compared to a loss of $168,000 (or $0.04 per share) in the prior year's quarter. Discontinued operations reflect a loss of $199,000 on the sale of Cash Bases and $7,000 loss from the operations of Cash Bases prior to the May 29, 1997 sale. Discontinued operations in the prior year's quarter reflect $868,000 earnings from TransAct and $107,000 earnings from Cash Bases. Net loss for the current quarter was $206,000 (or $0.04 per share), all of which is attributable to discontinued operations, as compared to net income $807,000 (or $0.20 per share) in the prior year's quarter, which was comprised of $0.24 per share from discontinued operations and a loss of $0.04 per share from continuing operations. The average number of common and common equivalent shares outstanding increased to 5,385,000 shares from 4,082,000 shares in the prior year's quarter. Six Months Ended June 28, 1997 Compared to Six Months Ended June 29, 1996 Consolidated net sales for the six months ended June 28, 1997 increased $2,659,000 (29.3%) to $11,720,000 from $9,061,000 in the comparable period of the prior year. The increase reflects greater volume of shipments of certain of POS component products, particularly custom manufactured keyboards and pole displays, as well as distributed products, while sales of complete POS terminal systems decreased compared to the prior year's period. Sales of ribbons increased from the prior year's period. Consolidated gross profit increased $191,000 (7.6%) to $2,709,000 from $2,518,000 in the prior year's period, primarily as a result of the greater volume of shipments of POS products. Consolidated gross profit margin decreased to 23.1% of sales from 27.8% of sales in the prior year's period as a result of a change in sales mix to a higher proportion of distributed products. The current year sales contain a lower proportion of manufactured products, particularly custom keyboards and pole displays, versus distributed products as compared to the prior year's period. Consolidated engineering, design and product development costs increased $38,000 (13.7%) to $316,000 from $278,000 in the prior year's period. The increase is primarily the result of the cost of developing new POS terminal products and, to a lesser degree, enhancing existing products. Consolidated selling, administrative and general expenses increased $936,000 (43.5%) to $3,089,000 from $2,153,000 in the prior year's period. The increase in selling expenses is primarily the result of more intensive efforts in the selling of POS terminal systems, including increased advertising and sales support personnel. Administrative and general expenses include a current period non-cash expense of $599,000 related to a stock incentive compensation agreement with the principal executive officers of Ultimate. Consolidated operating income (loss) for the current quarter was a loss of $696,000 compared to income of $87,000 in the prior year's period. The loss in the current period was primarily the result of the increase in selling, administrative and general expenses, particularly the expense of the stock incentive compensation agreement discussed above. Consolidated operating income (loss) as a percentage of sales was a 5.9% loss compared to 1.0% gain in the prior year's period. Net interest income for the six month period was $165,000 compared to net interest expense of $575,000 in the prior year's period. Interest income for the six month period primarily consists of interest earned on temporary cash investments and interest earned on receivables from the sale of stock. The Company had no debt outstanding at the end of the period. Other non-operating expense of $8,000 for the six month period represents the Company's 10% share of the losses of Cash Bases. Other non-operating expenses in the prior year's period include a $30,000 provision for the estimated loss on disposal of unused real estate and $31,000 of equity income in the results of Cash Bases. Provision for income taxes in the first six months reflects an estimated effective tax rate. The Company expects the estimated effective tax rate to be approximately 100% for the remainder of 1997 as a result of nondeductible goodwill amortization. Loss from continuing operations was $175,000 (or $0.03 per share) compared to a loss of $377,000 (or $0.09 per share) in the prior year's period. Discontinued operations reflect a loss of $199,000 on the sale of Cash Bases, a $67,000 loss from the operations of Cash Bases prior to the May 29, 1997 sale and $873,000 earnings from TransAct. Discontinued operations in the prior year's period reflect $1,733,000 earnings from TransAct and $247,000 earnings from Cash Bases. Net income for the current period was $432,000 (or $0.08 per share), which includes income from discontinued operations of $607,000 (or $0.11 per share) as compared to $1,603,000 (or $0.40 per share) in the prior year's period, which includes income from discontinued operations of $1,980,000 (or $0.49 per share). The average number of common and common equivalent shares outstanding increased to 5,111,000 shares from 4,010,000 shares in the prior year's period. Liquidity and Capital Resources The Company's working capital at June 28, 1997 was $18,238,000 compared with $2,063,000 at December 31, 1996. The current ratio was 6.0 : 1.0 at June 28, 1997 and 1.3 : 1.0 at December 31, 1996. The increase in working capital reflects (a) the receipt of cash upon the exercise of options and warrants for the purchase of common stock, (b) the receipt of $1,000,000 principal payment from TransAct, (c) the receipt of $5,200,000 cash portion of the sales price of Cash Bases and (d) the decrease in the current portion of long term debt resulting from the conversion of notes and debentures into common stock. The Company has a $2,000,000 Working Capital Facility (the "Working Capital Facility") with Fleet National Bank ("Fleet"). Under this facility, the Company is required to comply with certain financial covenants, including a minimum tangible net worth, a maximum leverage ratio, a minimum interest coverage ratio and a minimum current ratio, otherwise Fleet may withdraw its commitment. The Company was in compliance with these covenants at June 28, 1997 and expects to be in compliance with these covenants for the remainder of 1997. During the first half of 1997, the Company's operating cash needs were satisfied by cash received upon the exercise of stock options and warrants, cash received from TransAct in payment of a $1,000,000 note and cash received upon the sale of Cash Bases of $5,200,000. At June 28, 1997, the Company had availability of $2,000,000 under the Working Capital Facility and no material commitment for capital expenditures. During the remainder of 1997, the Company expects that funds generated from operations, supplemented by existing cash balances, if necessary, will be sufficient to satisfy its needs for working capital and capital expenditures, primarily tooling for new products. Over the long term, the Company believes that funds generated from operations and the use of existing cash balances, if necessary, will continue to satisfy its working capital needs and support a certain level of growth. PART II. OTHER INFORMATION Item 4. Submission of Matter to a Vote of Security Holders The Company held its Annual Meeting of Shareholders on May 14, 1997. Matters voted upon at the meeting and the number of votes cast for, against or withheld, are as follows: (1) To consider and act upon a proposal to elect the following nominees to be Directors: Nominee Votes For Votes Against or Withheld ------- --------- ------------------------- Seth M. Lukash 4,565,283 155,220 Paul J. Dunphy 4,565,882 154,621 Graham Y. Tanaka 4,566,082 154,421 Thomas R. Schwarz 4,566,082 154,421 Dennis J. Lewis 4,566,082 154,421 (2) To approve the establishment of the 1997 Long Term Incentive Plan for employees, officers and directors of the Corporation. Votes cast were: 2,636,166 for, 173,189 against and 16,125 withheld. (3) To approve the establishment of the Non-employee Stock Plan. Votes cast were: 2,538,120 for, 227,772 against and 15,542 withheld. (4) To appoint Price Waterhouse LLP as the Company's independent certified public accountants for the year ended December 31, 1997. Votes cast were: 4,700,552 for, 16,340 against and 3,610 withheld. Item 6. Exhibits and Reports on Form 8-K a. Exhibits Exhibit 11. Computation of Per Share Earnings b. Reports on Form 8-K The Company filed a Current Report on Form 8-K on June 13, 1997 to report that on May 29, 1997 it completed the sale of Cash Bases. 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 thereunto duly authorized. TRIDEX CORPORATION ------------------ (Registrant) August 8, 1997 /s/ Seth M. Lukash ----------------------------------------- Seth M. Lukash Chairman of the Board, President, Chief Executive Officer, and Chief Operating Officer August 8, 1997 /s/ George T. Crandall ----------------------------------------- George T. Crandall Vice President and Treasurer EX-11 2 COMPUTATION OF PER SHARE EARNINGS TRIDEX CORPORATION AND SUBSIDIARIES Exhibit 11 Computation of Per Share Earnings (Dollars in Thousands) (Unaudited)
Quarters Ended Six Months Ended ------------------------- ------------------------- June 28, June 29, June 28, June 29, 1997 1996 1997 1996 ------------------------- ------------------------- PRIMARY: EARNINGS: Loss from continuing operations $ (168) $ (175) $ (377) Income (loss) from discontinued operations $ (206) 975 607 1,980 ------------------------- ------------------------- Net income (loss) $ (206) $ 807 $ 432 $ 1,603 ========================= ========================= SHARES: Average common shares outstanding 5,369,000 3,842,000 4,956,000 3,823,000 Dilutive effect of outstanding options and warrants as determined by the treasury stock method 16,000 240,000 155,000 187,000 ------------------------- ------------------------- 5,385,000 4,082,000 5,111,000 4,010,000 ========================= ========================= EARNINGS PER COMMON AND COMMON EQUIVALENT SHARE: Loss from continuing operations $ (0.04) $ (0.03) $ (0.09) Income (loss) from discontinued operations $ (0.04) 0.24 0.11 0.49 ------------------------- ------------------------- Net income (loss) $ (0.04) $ 0.20 $ 0.08 $ 0.40 ========================= =========================
EX-27 3 FINANCIAL DATA SCHEDULE
5 1000 3-MOS DEC-31-1997 MAR-30-1997 JUN-28-1997 14,100 0 3,758 0 3,779 21,896 2,109 1,008 27,462 3,658 0 0 0 1,377 22,427 27,462 11,720 11,720 9,011 12,380 (227) 36 70 (539) (364) (175) 607 0 0 432 .08 .08
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