-----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, DBqFooj//BqvMOP4XuOQPbAVgtw3d3DWsM0l8hKEH/VFMAf1/pFpyl0vTc3NVr6Q YW1iT9CEN1ZY0eZiGfXyrQ== 0000898430-99-002057.txt : 19990517 0000898430-99-002057.hdr.sgml : 19990517 ACCESSION NUMBER: 0000898430-99-002057 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 FILED AS OF DATE: 19990514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAILY JOURNAL CORP CENTRAL INDEX KEY: 0000783412 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 954133299 STATE OF INCORPORATION: SC FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-14665 FILM NUMBER: 99621086 BUSINESS ADDRESS: STREET 1: 355 SOUTH GRAND AVENUE 34TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071-1560 BUSINESS PHONE: 2136247715 MAIL ADDRESS: STREET 1: 355 SOUTH GRAND AVENUE 34TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071-1560 FORMER COMPANY: FORMER CONFORMED NAME: DAILY JOURNAL CO DATE OF NAME CHANGE: 19870427 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 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 0-14665 DAILY JOURNAL CORPORATION ------------------------------------------ (Exact name of registrant as specified in its charter) South Carolina 95-4133299 - ------------------------------------ ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 355 South Grand Ave., 34th floor Los Angeles, California 90071-1560 - ----------------------- ---------- (Address of principal executive office) (Zip code) Registrant's telephone number, including area code: (213) 624-7715 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 as of the latest practicable date. Class Outstanding at April 30, 1999 - --------------------------------------- ----------------------------- Common Stock, par value $ .01 per share 1,618,561 shares DAILY JOURNAL CORPORATION INDEX
Page Nos. PART I Financial Information Item 1. Financial statements Consolidated Balance Sheet - March 31, 1999 and September 30, 1998 3 Consolidated Statement of Income - Three months ended March 31, 1999 and 1998 4 Consolidated Statement of Income - Six months ended March 31, 1999 and 1998 5 Consolidated Statement of Cash Flows - Six months ended March 31, 1999 and 1998 6 Notes to Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II Other Information Item 1. Legal Proceedings 10 Item 4. Submission of Matters to a Vote of Security Holders 12 Item 6. Exhibits and Reports on Form 8-K 13
PART I Item 1. Financial Statements DAILY JOURNAL CORPORATION - CONSOLIDATED BALANCE SHEET (Unaudited)
March 31 September 30 1999 1998 ------------ ------------ ASSETS Current assets: Cash and cash equivalents $ 379,000 $ 462,000 U.S. Treasury Bills, at cost plus discount earned 9,670,000 12,668,000 Accounts receivable, less allowance for doubtful accounts of $700,000 7,554,000 6,594,000 Inventories 53,000 51,000 Prepaid expenses and other assets 168,000 113,000 Deferred income taxes 693,000 800,000 ------------ ------------ Total current assets 18,517,000 20,688,000 ------------ ------------ Property, plant and equipment, at cost: Land, buildings and improvements 8,093,000 8,068,000 Furniture, office equipment and computer software 9,520,000 4,812,000 Machinery and equipment 1,365,000 1,355,000 ------------ ------------ 18,978,000 14,235,000 Less accumulated depreciation (7,183,000) (6,396,000) ------------ ------------ 11,795,000 7,839,000 Deferred income taxes 374,000 438,000 Intangible assets, at cost, less accumulated amortization of $19,000 537,000 - ------------ ------------ $ 31,223,000 $ 28,965,000 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Accounts payable $ 2,732,000 $ 2,741,000 Accrued liabilities 2,287,000 2,755,000 Income taxes 179,000 282,000 Deferred subscription and other revenues 7,365,000 6,902,000 ------------ ------------ Total current liabilities 12,563,000 12,680,000 ------------ ------------ Minority interest 1,058,000 - ------------ ------------ Shareholders' equity: Preferred stock, $.01 par value, 5,000,000 shares authorized and no shares issued - - Common stock, $.01 par value, 5,000,000 shares authorized; 1,618,561 shares, outstanding 16,000 16,000 Other paid-in capital 2,058,000 2,058,000 Retained earnings 16,145,000 14,708,000 Less 37,544 and 34,387 treasury shares, respectively, at cost (617,000) (497,000) ------------ ------------ Total shareholders' equity 17,602,000 16,285,000 ------------ ------------ $ 31,223,000 $ 28,965,000 ============ ============
See accompanying notes to consolidated financial statements. 3 DAILY JOURNAL CORPORATION CONSOLIDATED STATEMENT OF INCOME (Unaudited)
Three months ended March 31 -------------- 1999 1998 ---------- ---------- Revenues: Advertising $5,446,000 $5,405,000 Circulation 2,806,000 2,754,000 Information systems and services 295,000 - Advertising service fees and other 766,000 870,000 ---------- ---------- 9,313,000 9,029,000 ---------- ---------- Costs and expenses: Salaries and employee benefits 4,115,000 3,904,000 Newsprint and printing expenses 775,000 848,000 Commissions and other outside services 1,145,000 1,008,000 Postage and delivery expenses 542,000 522,000 Depreciation and amortization 417,000 328,000 Other 1,229,000 1,170,000 ---------- ---------- 8,223,000 7,780,000 ---------- ---------- Income before taxes 1,090,000 1,249,000 Provision for income taxes 440,000 525,000 ---------- ---------- Net income, including minority interest 650,000 724,000 Minority interest in net loss of subsidiary (20%) 36,000 - ---------- ---------- Net income $ 686,000 $ 724,000 ========== ========== Weighted average number of common shares outstanding 1,584,147 1,591,441 Net income per share $ .44 $ .45
See accompanying notes to consolidated financial statements. 4 DAILY JOURNAL CORPORATION CONSOLIDATED STATEMENT OF INCOME (Unaudited)
Six months ended March 31 -------------- 1999 1998 ----------- ----------- Revenues: Advertising $10,283,000 $10,373,000 Circulation 5,839,000 5,660,000 Information systems and services 295,000 - Advertising service fees and other 1,676,000 1,683,000 ----------- ----------- 18,093,000 17,716,000 ----------- ----------- Costs and expenses: Salaries and employee benefits 7,940,000 7,686,000 Newsprint and printing expenses 1,649,000 1,697,000 Commissions and other outside services 2,163,000 2,041,000 Postage and delivery expenses 1,130,000 1,122,000 Depreciation and amortization 651,000 745,000 Other 2,218,000 1,959,000 ----------- ----------- 15,751,000 15,250,000 ----------- ----------- Income before taxes 2,342,000 2,466,000 Provision for income taxes 940,000 1,010,000 ----------- ----------- Net income, including minority interest 1,402,000 1,456,000 Minority interest in net loss of subsidiary (20%) 36,000 - ----------- ----------- Net income $ 1,438,000 $ 1,456,000 =========== =========== Weighted average number of common shares outstanding 1,584,165 1,591,441 Net income per share $ .91 $ .91
See accompanying notes to consolidated financial statements. 5 DAILY JOURNAL CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
Six months ended March 31 -------------- 1999 1998 ------------- ------------ Cash flows from operating activities: Net income $ 1,438,000 $ 1,456,000 Adjustments to reconcile net income to net cash provided by operations: Depreciation and amortization 651,000 745,000 Minority interest in consolidated subsidiary (36,000) - Deferred income taxes 171,000 82,000 Discount earned on U.S. Treasury Bills (76,000) (80,000) Changes in assets and liabilities: (Increase) decrease in current assets Accounts receivable, net (960,000) 86,000 Inventories (2,000) 1,000 Prepaid expenses and other assets (55,000) (46,000) Increase (decrease) in current liabilities Accounts payable (9,000) (12,000) Accrued liabilities (468,000) (388,000) Income taxes (103,000) 127,000 Deferred subscription revenue 463,000 (6,000) ------------- ------------ Cash provided by operating activities 1,014,000 1,965,000 ------------- ------------ Cash flows from investing activities: Net sales (investments) in U.S. Treasury Bills 3,074,000 (1,203,000) Capital expenditures, including acquisition, net of cash acquired (4,051,000) ( 679,000) ------------- ------------ Net cash used for investing activities (977,000) (1,882,000) ------------- ------------ Cash flows from financing activities: Purchase of treasury and common stock (120,000) - ------------- ------------ Cash used for financing activities (120,000) - ------------- ------------ (Decrease) increase in cash and cash equivalents (83,000) 83,000 Cash and cash equivalents: Beginning of period 462,000 273,000 ------------- ------------ End of period $ 379,000 $ 356,000 ============= ============ Income taxes paid during period $ 899,000 $ 801,000
See accompanying notes to consolidated financial statements. 6 DAILY JOURNAL CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1 - The Corporation and Operations: The Company publishes newspapers in California, Washington, Arizona, Colorado and Nevada and the California Lawyer magazine and produces several specialized information services. It also publishes The Code of Colorado Regulations and serves as a newspaper representative specializing in public notice advertising. CHOICE Information Systems, Inc., an 80% owned subsidiary and consolidated since it was acquired in January 1999, provides the SUSTAIN(R) family of products which consist of technologies and applications to enable justice agencies to automate their operations. Essentially all of the Company's operations are based in California, Arizona, Colorado, Nevada, Washington and Virginia. Note 2 - Basis of Presentation: In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly its financial position as of March 31, 1999 and September 30, 1998, the results of operations for the three- and six-month periods ended March 31, 1999 and 1998 and its cash flows for the six months ended March 31, 1999 and 1998. The results of operations for the six months ended March 31, 1999 and 1998 are not necessarily indicative of the results to be expected for the full year. The consolidated financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 1998. 7 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Revenues were $18,093,000 and $17,716,000 for the six months ended March 31, 1999 and 1998, respectively. This increase of 2% is primarily attributable to the recent acquisition of 80% of CHOICE Information Systems, Inc. which accounted for additional revenues of $295,000 and to advertising and subscription rate increases, partially offset by the decline in revenues from publishing foreclosure notices. During the six months ended March 31, 1999, display advertising revenues were up by $90,000 while classified advertising revenues decreased by $90,000. Public notice advertising revenues decreased by $90,000 primarily resulting from decreased foreclosure notices, and the Company anticipates this decline to continue because of a combination of lower prices and lower volume. The Company's smaller newspapers, those other than the Los Angeles and San Francisco Daily Journals ("The Daily Journals"), accounted for about 93% of the total public notice advertising revenues. Public notice advertising revenues and related advertising and other service fees constituted about 29% of the Company's total revenues. Circulation revenues increased an aggregate of $179,000. The Daily Journals accounted for about 67% of the Company's total circulation revenues, and their circulation levels decreased slightly. The Rule Book and Judicial Profile services generated about 21% of the total circulation revenues, with the other newspapers and services accounting for the balance. Costs and expenses increased by $501,000 (3%) from $15,250,000 to $15,751,000. CHOICE accounted for additional expenses of $596,000, including $141,000 for the amortization of Daily Journal's purchased computer software and goodwill. Personnel costs increased an aggregate of $254,000 (3%) of which $352,000 were from CHOICE. Newsprint and printing expenses decreased by $48,000 primarily because of the decrease in newsprint prices. Commissions and other outside services increased by $122,000 primarily because of increased outside services for court rule updates and binders, partially offset by less agency commissionable foreclosure notice sales. Depreciation and amortization expenses went down by $94,000 as a result of more fully depreciated assets, partially offset by the amortization of CHOICE assets. The increase in other expenses of $259,000 primarily resulted from increased legal expenses. Pretax income in the six months ended March 31, 1999 decreased by $124,000 (5%) to $2,342,000 from $2,466,000 in fiscal 1998. The Company's smaller newspapers and its newspaper representative, which specializes in public notice advertising, accounted for about 42% of the Company's pretax income. Net income was $1,438,000 compared to $1,456,000 in the comparable prior year period. Net income per share remained the same at $.91. Liquidity and Capital Resources During the six months ended March 31, 1999, the Company's cash and cash equivalent position decreased by $83,000, and the investments in U.S. Treasury Bills decreased by $2,998,000. Cash and cash equivalents were used for the net purchase of capital assets, including acquisitions, of $4,051,000 and to purchase common and treasury stock for an aggregate amount of $120,000. The cash provided by operating activities of $1,014,000 included a net increase in prepayments for subscriptions and others of $463,000. Proceeds from the sale of subscriptions from newspapers, court rule books and other publications are booked as deferred subscription revenue and are included in earned revenue only over the duration of the subscription. The cash flows from operating activities decreased by $951,000 during 8 the six months ended March 31, 1999 primarily because of the inclusion of the CHOICE financial statements. As of March 31, 1999, the Company had working capital of $13,319,000 before deducting the liability for deferred subscription and other revenues of $7,365,000 which will be earned within one year. The cash and short-term investments in U.S. Treasury Bills, aggregating about $10 million at March 31, 1999, and the current level of cash provided by operating activities appear adequate to meet the obligations of the Company. In January 1999, the Company invested a total of $6.67 million (a) to purchase 80% of the capital stock of CHOICE Information Systems, Inc. from CHOICE and certain of its shareholders, (b) to enable CHOICE to purchase substantially all of the assets of QUINDECA Corporation, the consulting and implementation arm of CHOICE, and (c) to leave approximately $4 million in working capital at CHOICE immediately following these transactions. In addition, CHOICE has entered into employment agreements with the principal owners of CHOICE and QUINDECA, and these officers will continue to own 20% of CHOICE. CHOICE provides the SUSTAIN(R) family of products which consist of technologies and applications to enable justice agencies to automate their operations. The latest product released from CHOICE is the SUSTAIN(R) eCourt(TM) system which is an electronic commerce platform for the justice community and allows users to file cases electronically and publish information online. CHOICE has installations in nine states and three countries, and many of its clients have more than a decade of experience with the SUSTAIN(R) product line. The Company recognizes the need to ensure that its operations are not adversely affected by Year 2000 problems. The Company believes that its major internal systems and equipment are Year 2000 compliant. The cost of achieving compliance in the Company's software is estimated to be a minor increase over the cost of normal software upgrades and replacements. The Company has sent Year 2000 inquiries to its significant suppliers and vendors. Based on the responses to these inquiries, the Company expects that Year 2000 issues will pose no significant operational or financial problems for the Company. However, due to the general uncertainty inherent in the Year 2000 problem, the Company cannot ensure its ability to timely and cost-effectively resolve unforeseen Year 2000 problems that may affect its operations and business or expose it to third- party liability. Disclosure regarding Forward-Looking Statements This Report includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Certain statements contained in this document, including without limitation those contained under the captions "MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS," are forward-looking statements. Forward-looking statements include statements which are predictive in nature, which depend upon or refer to future events or conditions, which include words such as "expects", "anticipates", "intends", "plans", "believes", "estimates", or similar expressions. In addition, any statements concerning future financial performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible future Company actions, which may be provided by management, are also forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from those in the forward-looking statements are disclosed in this Report, including without limitation in conjunction with the forward-looking statements themselves. The Company has no specific intention to update these forward-looking statements. 9 DAILY JOURNAL CORPORATION PART II - OTHER INFORMATION Item 1. Legal Proceedings: On August 25, 1995, Jeffrey Barge, an individual, filed a lawsuit captioned Barge v. Daily Journal Corporation, et al., in the Supreme Court of the State of New York. The action subsequently was removed to federal court and transferred to the United States District Court for the Central District of California. The complaint alleges, among other things, that Mr. Salzman, the Company's President, had conversations with Mr. Barge about buying a newspaper Mr. Barge owned in Seattle, Washington prior to the date on which the Company started a competing newspaper in the Seattle area, and that in doing so, Mr. Salzman caused the Company to misuse certain confidential information allegedly provided to Mr. Salzman by Mr. Barge and to engage in unfair competition. Mr. Barge alleges that various present and former employees of the Company caused defamatory statements to be made about Mr. Barge. The complaint seeks, among other things, damages in the amount of approximately $4.6 million. The Company believes that the action is without merit and intends to continue to defend it vigorously. On November 22, 1996, Metropolitan News Company, ("Metropolitan News") a Los Angeles company that publishes various small newspapers that rely for revenues mostly on public notice advertising, filed a lawsuit (later amended) against the Company and Charles T. Munger in Los Angeles County Superior Court alleging that the Company violated certain provisions of the California Business and Professions Code. The substance of all claims by Metropolitan News is that the Company's prices for publishing foreclosure notices are too low and that Metropolitan News could make more money if the Company's prices were higher. One Metropolitan News complaint was that the Company had made an agreement with Federal National Mortgage Association ("Fannie Mae") and arrangements with a few other lenders relating to the publication of trustee sales notices. Metropolitan News alleged that the agreements resulted in impermissible sales below cost by the Company. The agreements in question were entered in response to needs and programs of lenders, some of them chartered by the Federal Government to help increase home ownership. So motivated, the lenders were pushing a wide program of foreclosure-cost reductions, particularly reductions that would prevent some home foreclosures. Under the few arrangements involved, the Company agreed to provide advertising placement services for the publication of notices both in its own and in other newspapers at one standard statewide price. Metropolitan News sued over the Company's business conduct in these arrangements even though such conduct was pro-social in a cost-of-foreclosure- reducing way that improved the general image of service providers in foreclosures. Moreover, Metropolitan News sued even though the Company's action was sure to provide business gains to Metropolitan News. These business gains occurred because the wide foreclosure-practice reforms sought by the lenders were hated by many foreclosure-notice processing providers that had much profited in California's recent recession-caused foreclosure expansion. Therefore the Company's cooperation with cost-reduction efforts of lenders had the consequence, which was predictable, that Metropolitan News enjoyed for a long time an increase in its share of the market in foreclosure notice publications, directed by angry former foreclosure-notice processing customers of the Company. Consequently, the Metropolitan News has suffered no injury from the alleged below cost sales. In addition, the average total cost of the placement of a notice under every agreement was less than the standard statewide price charged, making each agreement comply, in the opinion of the Company and its counsel, with laws forbidding sales below cost. Another Metropolitan News complaint challenged as forbidden price discrimination by locality the Company's ordinary practice of charging different prices for publishing trustee sales notices in different newspapers depending upon the geographic locality in which the notices are published. This locality- 10 discrimination challenge was made even though (i) in charging for foreclosure advertising at different prices in its different newspapers, Metropolitan News followed exactly the same practice as the Company (ii) every other owner of multiple newspapers, not only in California but throughout the nation, also imitates both Metropolitan News and the Company by using different prices in selling advertising service in different newspapers, and (iii) all rational economic definitions of "same product" (used in finding locality discrimination which must involve sale of a "same product" at different prices in different localities) require that "same products" must be products that are substitutable in use, one for the other, whereas foreclosure notice publications can not be substituted, one for the other, across locality-of-publication lines. Metropolitan News sued for injunctive relief and damages. A jury trial ended in mistrial in January 1999. Another jury trial is scheduled for June 1999. The Company believes that the action is without merit and intends to continue to defend it vigorously. 11 DAILY JOURNAL CORPORATION PART II - OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders: The Company's annual meeting was held on February 10, 1999. The matters submitted to a vote of security holders were the election of directors and the ratification of the appointment of Price WaterhouseCoopers LLP as independent accountants for the Company for the current fiscal year. Each of the nominees to the Board of directors was elected. The following votes were received as to the election of the board of directors:
Votes ----------------------------------------------------------------- Withheld Broker Nominee's Name For Authority Non-Votes - -------------- --- --------- --------- Charles T. Munger 1,345,799 2,020 0 J. P. Guerin 1,345,829 2,020 0 Gerald L. Salzman 1,345,844 2,020 0 Donald W. Killian, Jr. 1,345,829 2,020 0 George C. Good 1,345,829 2,020 0
Price WaterhouseCoopers LLP was ratified as the Company's independent accountants with 1,341,428 votes in favor, 4,632 votes against, 1,804 abstentions and no broker non-votes. 12 Item 6. Exhibits and Reports on Form 8-K: (A) Exhibits - The following exhibit is filed herewith: 27 Financial Data Schedule (B) Reports on Form 8-K - Acquisition of Choice Information Systems, Inc. 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 thereunto duly authorized. DAILY JOURNAL CORPORATION (Registrant) /s/ Gerald L. Salzman Gerald L. Salzman Chief Financial Officer DATE: May 14, 1999 13 EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENT OF INCOME AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS SEP-30-1999 OCT-01-1998 MAR-31-1999 379,000 9,670,000 8,254,000 700,000 53,000 18,517,000 18,978,000 7,183,000 31,223,000 12,563,000 0 0 0 16,000 17,586,000 31,223,000 17,810,000 18,093,000 0 15,751,000 0 35,000 0 2,342,000 940,000 1,438,000 0 0 0 1,438,000 .91 .91
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