-----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, Si9ASch6LFlOhNAA8npJkbKh+x7huvJYK2ZyKZqW7qgg+Nx7emJrfEy0ZpJVkgh2 /uPrWyZGhC05MHRmCQWBGg== 0000950005-98-000812.txt : 19981026 0000950005-98-000812.hdr.sgml : 19981026 ACCESSION NUMBER: 0000950005-98-000812 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981022 ITEM INFORMATION: FILED AS OF DATE: 19981023 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOOLE & BABBAGE INC CENTRAL INDEX KEY: 0000734394 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 941651571 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-13258 FILM NUMBER: 98729831 BUSINESS ADDRESS: STREET 1: 3131 ZANKER ROAD CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4085263000 MAIL ADDRESS: STREET 1: 3131 ZANKER ROAD CITY: SAN JOSE STATE: CA ZIP: 95134 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 22, 1998 BOOLE & BABBAGE, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its charter) DELAWARE 0-132-58 94-1651571 - ------------------------------- --------------------- ------------------- (State or other jurisdiction of (Commission File No). (I.R.S. Employer incorporation or organization) Identification No.) 3131 Zanker Road, San Jose, California 95134-1933 --------------------------------------- ---------- (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (408) 526-3000 ---------------------- Not applicable ---------------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS Registrant is filing this Form 8-K solely for the purpose of disclosing the effect of the adoption of FAS 128, "Earnings per Share", on its Annual Report on Form 10-K for the fiscal year ended September 30, 1997 (the 1997 Form 10-K) and the related restatement of earnings per share thereon, so that such information may be incorporated by reference into future filings. Restatement of selected financial data is for the fiscal quarters in each of the years ended September 30, 1997 and September 30, 1996 and the five fiscal years ended September 30, 1997, and related disclosures as prescribed by FAS 128 for the three years ended September 30, 1997. Restatement of selected data as relates to the adoption of FAS 128 "Earnings per Share" is attached hereto as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Restatement of selected data as relates to the adoption of FAS 128, "Earnings per Share". SIGNATURE 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. BOOLE & BABBAGE, INC. /s/ Arthur F. Knapp ------------------------------- Arthur F. Knapp Senior Vice President Chief Financial Officer Date: October 22, 1998 -1- EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - --------- ----------- 99.1 Restatement of selected data as relates to the adoption of FAS 128, "Earnings per share" -2- EX-99.1 2 EXHIBIT 99.1 EXHIBIT 99.1 In 1997, the Financial Accounting Standards Board issued Statement No.128, "Earnings Per Share" (FAS 128). FAS 128 replaced the calculation of primary and fully diluted earnings per share with basic and diluted earnings per share. Unlike primary earnings per share, basic earnings per share excludes any dilutive effects of options, warrants and convertible securities. Diluted earnings per share is very similar to the previously reported fully diluted earnings per share. Earnings per share amounts for all periods have been restated to conform to FAS 128 requirements. QUARTERLY FINANCIAL INFORMATION The following information restates income (loss) per share amounts
Dec. 31, Mar. 31, June 30, Sept. 30, 1996 1997 1997 1997 -------- -------- -------- --------- Net income (loss) per share $0.10 ($0.11) $0.33 $0.36 as previously reported Net income (loss) per share restated: Basic income (loss) per share $0.11 ($0.11) $0.36 $0.39 Diluted income (loss) per share $0.10 ($0.11) $0.33 $0.36 Dec. 31, Mar. 31, June 30, Sept. 30, 1995 1996 1996 1996 -------- -------- -------- --------- Net income per share $0.12 $0.17 $0.16 $0.15 as previously reported Net income per share restated: Basic income per share $0.12 $0.18 $0.18 $0.17 Diluted income per share $0.12 $0.17 $0.16 $0.15
FISCAL YEAR INFORMATION The following information restates net income per share amounts under Item 6 of the Company's 1997 Form 10-K.
1997 1996 1995 1994 1993 ---- ---- ---- ---- ---- Net income per share $1.09 $0.60 $0.63 $0.25 $0.11 as previously reported (see Note A) Net income per share restated: Basic income per share $1.19 $0.65 $0.68 $0.27 $0.12 Diluted income per share $1.09 $0.60 $0.63 $0.25 $0.11 Note A - Excludes $11.3 million ($0.42 per share) of acquisition expense in FY97 and $4.1 million ($0.18 per share) of purchased R&D expense in FY94. Also excludes $1.5 million ($0.08 per share) of extraordinary gain on forgiveness of debt in FY95 and $.2 million ($0.01 per share) of gain on disposal of division in FY93.
-3- FAS 128 DISCLOSURE The calculation of Basic and Diluted income per share for each of the three years ended September 30, 1997 are as follows:
1997 1996 1995 ---- ---- ---- Denominator for basic income per share: Weighted average number of common Shares outstanding during the year 18,474 17,711 17,023 Incremental common shares attributable to exercise of outstanding options (assuming proceeds would be used to purchase treasury stock) 1,621 1,499 1,442 ------ ------ ------ Denominator for diluted income per share: 20,095 19,210 18,465 ====== ====== ====== Net income $13,469 $11,457 $13,123 ======= ======= ======= Basic income per share $0.73 $0.65 $0.77 ===== ===== ===== Diluted income per share $0.67 $0.60 $0.71 ===== ===== =====
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