-----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, D9N6RNrrSiCuXifY6Y2ukBWz/hJ0ph0LRHsCYbAjROX568Mbeqt7ZWwkIAJzoAye 9kgV+z/IhCZp4u1njWh+ZA== 0000899243-97-000189.txt : 19970222 0000899243-97-000189.hdr.sgml : 19970222 ACCESSION NUMBER: 0000899243-97-000189 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970212 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMPERIAL HOLLY CORP CENTRAL INDEX KEY: 0000831327 STANDARD INDUSTRIAL CLASSIFICATION: SUGAR & CONFECTIONERY PRODUCTS [2060] IRS NUMBER: 740704500 STATE OF INCORPORATION: TX FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-10307 FILM NUMBER: 97526992 BUSINESS ADDRESS: STREET 1: ONE IMPERIAL SQ STE 200 STREET 2: P O BOX 9 CITY: SUGAR LAND STATE: TX ZIP: 77487 BUSINESS PHONE: 7134919181 FORMER COMPANY: FORMER CONFORMED NAME: IMPERIAL SUGAR CO /TX/ DATE OF NAME CHANGE: 19880606 10-Q 1 FORM 10-1Q ================================================================================ UNITED STATES 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 December 31, 1996 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 1-10307 ______________________ IMPERIAL HOLLY CORPORATION (Exact name of registrant as specified in its charter) Texas 74-0704500 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) One Imperial Square, Suite 200, P.O. Box 9, Sugar Land, Texas 77487 (Address of principal executive offices, including Zip Code) (281) 491-9181 (Registrant's telephone number, including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. X Yes _____ No _____ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of February 11, 1997. 14,156,718 shares. ================================================================================ IMPERIAL HOLLY CORPORATION Index Page PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Income 4 Consolidated Statements of Cash Flows 5 Consolidated Statement of Changes in Shareholders' Equity 6 Notes to Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 PART II - OTHER INFORMATION Item 1. Legal Proceedings 12 Item 6. Exhibits and Reports on Form 8-K 12 ______________________ The statements regarding future market prices and operating results and other statements that are not historical facts contained in this Quarterly Report on Form 10-Q are forward-looking statements. The words "expect", "project", "estimate", "believe", "predict" and similar expressions are also intended to identify forward-looking statements. Such statements involve risks, uncertainties and assumptions, including, without limitation, market factors, the effect of weather and economic conditions, farm and trade policy, the available supply of sugar, available quantity and quality of sugarbeets and other factors detailed elsewhere in this and other Company filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those indicated. - 2 - PART I - FINANCIAL INFORMATION IMPERIAL HOLLY CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, 1996 March 31, 1996 (unaudited) ----------------- -------------- (In Thousands of Dollars) ASSETS CURRENT ASSETS: Cash and temporary investments $ 2,806 $ 1,930 Marketable securities 45,370 37,373 Accounts receivable 49,075 38,736 Inventories: Finished products 147,604 61,702 Raw and in-process materials 34,116 15,929 Supplies 17,138 12,124 Manufacturing costs prior to production 5,339 12,476 Prepaid expenses 5,221 3,260 --------- --------- Total current assets 306,669 183,530 NOTES RECEIVABLE 1,171 1,195 OTHER INVESTMENTS 9,638 6,702 PROPERTY, PLANT AND EQUIPMENT - net 153,902 124,103 OTHER ASSETS 10,727 9,789 --------- --------- TOTAL $ 482,107 $ 325,319 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable - trade $ 49,008 $ 37,937 Short-term borrowings 77,276 31,839 Current maturities of long-term debt 1,498 8 Other current liabilities 43,838 32,020 --------- --------- Total current liabilities 171,620 101,804 LONG-TERM DEBT 90,595 89,800 DEFERRED TAXES AND OTHER CREDITS 46,592 22,672 SHAREHOLDERS' EQUITY Preferred stock - - Common stock 82,584 32,276 Retained earnings 78,402 69,829 Unrealized securities gains - net 12,314 8,938 --------- --------- Total shareholders' equity 173,300 111,043 --------- --------- TOTAL $ 482,107 $ 325,319 ========= ========= See notes to consolidated financial statements. - 3 - IMPERIAL HOLLY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended Nine Months Ended December 31, December 31, --------------------------- ----------------------- 1996 1995 1996 1995 ---------- ---------- --------- ---------- (In Thousands of Dollars, Except per Share Amounts) NET SALES $ 189,935 $ 171,569 $ 583,890 $ 486,179 ---------- ---------- ---------- ---------- COSTS AND EXPENSES: Cost of sales 170,601 157,809 518,167 443,944 Selling, general and administrative 14,883 14,608 44,824 43,213 Cost of workforce reduction - 475 - 475 ---------- ---------- ---------- ---------- Total 185,484 172,892 562,991 487,632 ---------- ---------- ---------- ---------- OPERATING INCOME (LOSS) 4,451 (1,323) 20,899 (1,453) INTEREST EXPENSE (2,865) (2,723) (9,202) (8,445) REALIZED SECURITIES GAINS 41 2,226 435 5,388 OTHER INCOME - Net 555 967 1,207 2,821 ---------- ---------- ---------- ---------- INCOME (LOSS) BEFORE INCOME TAXES 2,182 (853) 13,339 (1,689) PROVISION (CREDIT) FOR INCOME TAXES 686 (434) 4,766 (506) ---------- ---------- ---------- ---------- INCOME (LOSS) BEFORE EXTRAORDINARY ITEM 1,496 (419) 8,573 (1,183) EXTRAORDINARY ITEM - NET OF TAX - 224 - 604 ---------- ---------- ---------- ---------- NET INCOME (LOSS) $ 1,496 $ (195) $ 8,573 $ (579) ========== ========== ========== ========== EARNINGS PER SHARE OF COMMON STOCK: INCOME (LOSS) BEFORE EXTRAORDINARY ITEM $ 0.11 $ (0.04) $ 0.71 $ (0.12) EXTRAORDINARY ITEM - NET OF TAX - 0.02 - 0.06 ---------- ---------- ---------- ---------- NET INCOME (LOSS) $ 0.11 $ (0.02) $ 0.71 $ (0.06) ========== ========== ========== ========== WEIGHTED AVERAGE SHARES OUTSTANDING 14,147,504 10,305,527 12,059,289 10,297,010 ========== ========== ========== ==========
See notes to consolidated financial statements. - 4 - IMPERIAL HOLLY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended December 31, ----------------------------- 1996 1995 ---------- ---------- (In Thousands of Dollars) OPERATING ACTIVITIES: Net income (loss) $ 8,573 $ (579) Adjustments for non-cash and non-operating items: Extraordinary item - net - (604) Depreciation 10,928 9,434 Other 435 (5,623) Working capital changes (excluding working capital acquired in the Spreckels acquisition): Receivables (3,690) (7,849) Inventory (70,408) (7,776) Deferred and prepaid costs 13,689 8,633 Accounts payable (1,159) 8,711 Other liabilities 3,353 (5,985) ---------- ---------- Operating cash flow (38,279) (1,638) ---------- ---------- INVESTMENT ACTIVITIES: Acquisition of Spreckels (36,410) - Capital expenditures (7,209) (6,887) Investment in marketable securities (5,113) (6,396) Proceeds from sale of marketable securities 2,789 14,717 Proceeds from sale of fixed assets 69 847 Other 3,080 3,688 ---------- ---------- Investing cash flow (42,794) 5,969 ---------- ---------- FINANCING ACTIVITIES: Private placement of common stock 49,781 - Short-term debt: Bank borrowings - net 72,756 23,060 CCC borrowings - advances 35,079 119,833 CCC borrowings - repayments (74,960) (132,815) Repayment of long-term debt (1,218) (9,319) Dividends paid - (411) Other 511 178 ---------- ---------- Financing cash flow 81,949 526 ---------- ---------- INCREASE IN CASH AND TEMPORARY INVESTMENTS 876 4,857 CASH AND TEMPORARY INVESTMENTS, BEGINNING OF PERIOD 1,930 1,686 ---------- ---------- CASH AND TEMPORARY INVESTMENTS, END OF PERIOD $ 2,806 $ 6,543 ========== ========== See notes to consolidated financial statements. - 5 - IMPERIAL HOLLY CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY For the Nine Months Ended December 31, 1996 (UNAUDITED)
Common Stock -------------------------------- Unrealized Retained Securities Shares Amount Earnings Gains Total ----------- ------------ --------------- ---------------- ----------- (In Thousands of Dollars) BALANCE, MARCH 31, 1996 10,312,507 $ 32,276 $ 69,829 $ 8,938 $ 111,043 Net income 8,573 8,573 Private placement of common stock - net of issuance costs 3,800,000 49,781 49,781 Employee stock purchase plan and stock option exercises 21,033 226 226 Director compensation plan 21,760 301 301 Change in unrealized securities gains - net 3,376 3,376 ----------- ------------ --------------- ---------------- ----------- BALANCE, DECEMBER 31, 1996 14,155,300 $ 82,584 $ 78,402 $ 12,314 $ 173,300 =========== ============ ================ ================ ===========
See notes to consolidated financial statements. - 6 - IMPERIAL HOLLY CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NINE MONTHS ENDED DECEMBER 31, 1996 AND 1995 Basis of Presentation -- The unaudited condensed consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission and reflect in the opinion of management, all adjustments, consisting only of normal recurring accruals, that are necessary for a fair presentation of financial position and results of operations for the interim periods presented. These financial statements include the accounts of Imperial Holly Corporation and its majority owned subsidiaries (the "Company"). All significant intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosures required by generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The financial statements included herein should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended March 31, 1996. Cost of Sales -- Payments to growers for sugarbeets are based in part upon the Company's average net return for sugar sold (as defined in the participating contracts with growers) during the grower contract years, some of which extend beyond December 31. The contracts provide for the sharing of the net selling price (gross sales price less certain marketing costs, including packaging costs, brokerage, freight expense and amortization of costs for certain facilities used in connection with marketing) with growers. Cost of sales includes an accrual for estimated additional amounts to be paid to growers based on the average net return realized for sugar sold in each of the contract years through December 31. The final cost of sugarbeets cannot be determined until the end of the contract year for each growing area. Manufacturing costs prior to production are deferred and allocated to production costs based on estimated total units of production for each sugar manufacturing campaign. Additionally, the Company's sugar inventories, which are accounted for on a LIFO basis, are periodically reduced at interim dates to levels below that of the beginning of the fiscal year. When such interim LIFO liquidations are expected to be restored prior to fiscal year-end, the estimated replacement cost of the liquidated layers is utilized as the basis of the cost of sugar sold from beginning of the year inventory. Accordingly, the cost of sugar utilized in the determination of cost of sales for interim periods includes estimates which may require adjustment in future fiscal periods. Acquisition of Spreckels -- On April 19, 1996, the Company acquired all of the outstanding capital stock of Spreckels Sugar Company, Inc. and Limestone Products Company, Inc. (collectively "Spreckels"), a California based beet sugar processor. The purchase price was the sum of i) Spreckels' net working capital as of December 31, 1995, ii) $3 million and iii) net cash advanced to Spreckels by the seller between December 31, 1995 and the closing date. The Company funded from current borrowings under the Company's revolving credit line $35.3 million of the purchase price at closing. The Company notified the seller that it calculated the total purchase price as $29.3 million. The seller filed a lawsuit claiming that the final purchase price was $39.1 million, with $3.8 million remaining unpaid. The Company and the seller have reached an agreement in principal to settle their dispute and dismiss the pending litigation (subject to executions of definative documents). Under such settlement, the purchase price is agreed to equal the $35.3 million originally paid and the Company would pay an additional $200,000 to acquire certain former Spreckels' assets not included in the original purchase. These assets have an estimated value of approximately $2.5 million based on an independent appraisal. - 7 - The acquisition was accounted for as a purchase and Spreckels' results of operations are included in the Company's consolidated financial statements commencing April 19, 1996. Summarized proforma operating results for the three months ended December 31, 1995 and the nine months ended December 31, 1996 and 1995, as if the acquisition had occurred on the first day of each of the respective periods is as follows (in thousands of dollars, except per share amounts): Three Months Ended Nine Months Ended December 31, December 31, ------------------- -------------------------- 1995 1996 1995 --------- --------- ---------- Net Sales $ 216,691 $ 591,727 $ 636,308 Income (loss) before extraordinary item (3,277) 8,906 (8,509) Net income (loss) (3,053) 8,906 (7,905) Earnings per share: Income (loss) before extraordinary item (0.32) 0.74 (0.83) Net income (loss) (0.30) 0.74 (0.77) Stock Sale -- On August 29, 1996, the Company completed the private placement of 3,800,000 shares of the Company's common stock to Greencore Group plc ("Greencore"), an Irish sugar and agricultural products company, for net proceeds of $49.8 million. In July, the Board of Directors took action under the Company's 1989 Shareholder Rights Plan to increase the ownership percentage that would trigger the Plan with respect to Greencore to 30% during the term of the Investor Agreement between Greencore and the Company (not more than 5 years). Thereafter, the trigger level would be increased to 35%, until such time as Greencore's investment falls below 15%, at which time the trigger level becomes 15%. During the term of the Investor Agreement, Greencore will have the right to designate two nominees for election as Directors of the Company, and will be required to vote for the director nominees recommended by the Board of Directors. During the term of the Investor Agreement Greencore is also subject to restrictions relative to certain actions regarding the Company. Earnings per share -- Effective April 1, 1996, the Company adopted Statement of Financial Accounting Standards No. 123 "Accounting for Stock-Based Compensation" ("SFAS No. 123"), and elected to continue to follow Accounting Principles Board Opinion No. 25 to measure employee stock compensation cost. The impact of SFAS No. 123 on proforma earnings per share for the three and nine months ended December 31, 1996 and 1995 was not significant. Extraordinary Item -- During the fiscal year ended March 31, 1996, the Company purchased and retired $10.2 million principal amount of its 8-3/8% senior notes due in 1999, resulting in gains which are reported, net of related income tax expense of $121,000 for the three months and $325,000 for the nine months, as extraordinary items. - 8 - ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION The Company finances its working capital and capital expenditure requirements from a combination of funds generated by operations and short-term borrowing arrangements, including short-term, secured borrowings from the Commodity Credit Corporation ("CCC"). CCC loans mature each September 30; no CCC loans were outstanding at December 31, 1996. CCC loans are made on a non- recourse basis if the tariff rate quota exceeds 1.5 million short-tons raw value; otherwise, they will be made on a recourse basis (see "Business - Sugar Legislation and Other Market Factors" in the Company's Annual Report on Form 10-K). Increases in working capital components are largely due to the inclusion of Spreckels in the December 31, 1996 consolidated balance sheet, offset by the reduction in short-term borrowings from the proceeds of the private placement of common stock. Additionally, increases in inventories result from seasonal beet sugar production and increases in accounts receivable at December 31, 1996 results from higher sales compared to the period ended March 31, 1996. The purchase of Spreckels, as well as the increase in working capital described above, were funded by advances under short-term borrowing arrangements. Net proceeds from the private placement of 3,800,000 shares of the Company's common stock to Greencore Group plc in late August 1996 totaled $49.8 million. The Company initially utilized the net proceeds to reduce short-term borrowings and, longer term, expects to expand capital expenditures and/or reduce long-term indebtedness. Fiscal 1997 capital expenditures are estimated at $10.0 million. The Company's marketable securities portfolio is reported at its market value of $45.4 million at December 31, 1996, $18.9 million in excess of its cost basis. Management believes that existing internal and external sources of liquidity are adequate to meet its financing requirements. RESULTS OF OPERATIONS Net sales increased $18.4 million or 10.7% for the three months ended December 31, 1996, compared to the same period of the prior year; for the nine month year-to-date periods, net sales increased $97.7 million or 20.1%. Such increases were primarily the result of sugar sales of Spreckels and increases in sugar and pulp prices. Lower sales volumes by the Company's Holly Sugar subsidiary for the quarter resulting from reduced acreage at two beet sugar factories and lower beginning inventory levels, were partially offset by higher cane sugar sales volumes. Sugar sales prices increased significantly from the year earlier periods as a smaller domestic sugarbeet crop the last two fall harvests put upward pressure on refined sugar prices. Spot sugar sales prices are currently at levels slightly below the peaks reached in the third quarter. A significant portion of the Company's industrial sales are - 9 - made under forward sales contracts, most of which commence October 1 and extend for up to a year, resulting in a lagging effect of market price changes on the Company's sugar sales. Some industrial sales customers have not contracted for their full year requirements for the upcoming contract year; however, the majority of the Company's expected industrial sales volume is contracted through September 1997. The Company purchases and prices raw cane sugar under forward purchase contracts to manage its exposure to future price changes. Pulp sales prices increased significantly as a result of higher feed grain prices. Recent drops in feed grain prices are expected to cause pulp prices to decline from their present high levels. Cost of sales as a percent of sales declined from 92.0% to 89.8% for the three months and from 91.3% to 88.7% for the nine months ended December 31, 1996 as sales price increases and decreases in raw cane sugar costs more than offset the impact of higher energy costs and higher beet sugar manufacturing costs due to lower throughput at the factories affected by reduced acreage. The Company purchases sugarbeets under participatory contracts which provide for a percentage sharing of the net selling price realized on refined beet sugar sales between the Company and the grower. Use of this type of contract reduces the Company's exposure to inventory price risk on sugarbeet purchases so long as the contract net selling price does not fall below the regional minimum support prices established by the USDA. Consequently, the increase in the unit selling price of refined beet sugar resulted in increases in the unit cost of sugarbeets purchased, mitigating the improvement in beet sugar sales margins. The recent heavy rains and flooding in California disrupted rail service to the Company's Woodland, California factory. In January, the Company diverted harvested sugarbeets stockpiled in Oregon and Washington to the Company's Sidney, Montana factory. Assuming normal weather patterns in Sidney, the Company does not expect this diversion to have a significant impact on fourth quarter operating costs. The flooding has also delayed planting for the fall crop in Northern California and some of the spring crop acreage already planted will be lost. While full assessment of the impact cannot be made at this time, the Company does not expect sugarbeet tonnage to be reduced significantly or operating costs to be affected significantly as a result of the flooding. Selling, general and administrative expenses increased by $1.6 million or 3.7% for the nine months and were virtually unchanged for the three months ended December 31, 1996 compared to the same period of the prior year. For the nine month period, higher volume related selling and distribution costs, increases in incentive compensation, as well as the addition of Spreckels general and administrative costs were offset by reductions in advertising and general and administrative costs. The Company completed the consolidation of Spreckels sales and administrative functions into its Sugar Land, Texas offices during the second fiscal quarter. Interest expense for the three and nine months ended December 31, 1996 was higher than the comparable periods of the prior year as a result of higher short-term average borrowings (including borrowings to finance the acquisition of Spreckels as well as Spreckels working capital borrowings offset by the - 10 - reduction from the private placement in late August), mitigated by somewhat lower short-term interest rates and lower long-term debt outstanding. The decrease in other income - net is primarily due to gains on the sale of assets of $.6 million in the prior year. The extraordinary gains resulted from the purchase and retirement of $10.2 million principal amount of 8-3/8% senior notes in fiscal 1996. - 11 - PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS As discussed in the Notes to Consolidated Financial Statements, the Company is involved in a dispute concerning the final purchase price in the Company's acquisition of Spreckels. The seller has filed a lawsuit alleging the Company owes an additional $3.8 million; the Company and the seller have reached an agreement in principal to settle the dispute and dismiss the litigation. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) The exhibits required to be filed with this report are listed below: Exhibit 11 Computation of Income Per Common Share Exhibit 27 Financial Data Schedules Registrant is a party to several long-term debt instruments under which in each case the total amount of securities authorized does not exceed 10% of the total assets of Registrant and its subsidiaries on a consolidated basis. Pursuant to paragraph 4(iii) (A) of Item 601(b) of Regulation S-K, Registrant agrees to furnish a copy of such instruments to the Securities and Exchange Commission upon request. (b) No reports on Form 8-K were filed during the quarter ended December 31, 1996. - 12 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. IMPERIAL HOLLY CORPORATION (Registrant) Dated: February 12, 1997 By: /s/ James C. Kempner -------------------- James C. Kempner President, Chief Executive Officer and Chief Financial Officer (Principal Financial Officer) - 13 - EX-11 2 COMPUTATION EXHIBIT 11 IMPERIAL HOLLY CORPORATION AND SUBSIDIARIES COMPUTATION OF INCOME PER COMMON SHARE (UNAUDITED)
Three Months Nine Months Ended Ended December 31, 1996 December 31, 1996 ----------------- ----------------- (In Thousands of Dollars) INCOME FOR PRIMARY AND FULLY DILUTED COMPUTATION: Net Income: As reported $ 1,496 $ 8,573 Adjustments - none - - ----------- ----------- As adjusted $ 1,496 $ 8,573 =========== =========== PRIMARY EARNINGS PER SHARE: Weighted average shares of common stock outstanding 14,147,504 12,059,289 Incremental shares issuable from assumed exercise of stock options under the treasury stock method 209,529 151,432 ----------- ----------- Weighted average shares of common stock outstanding, as adjusted 14,357,033 12,210,721 =========== =========== Primary earnings per share: Net income $ 0.10 $ 0.70 =========== =========== FULLY DILUTED EARNINGS PER SHARE: Weighted average shares of common stock outstanding 14,147,504 12,059,289 Incremental shares issuable from assumed exercise of stock options under the treasury stock method 209,529 191,370 ----------- ----------- Weighted average shares of common stock outstanding, as adjusted 14,357,033 12,250,659 =========== =========== Fully diluted earnings per share: Net income $ 0.10 $ 0.70 =========== ===========
_______________________________________ This calculation is submitted in accordance with Item 601(b)(11) of Regulation S-K; the amount of dilution illustrated in this calculation is not required to be disclosed pursuant to paragraph 14 of Accounting Principles Board Opinion No. 15. - 14 - EX-27 3 FINANCIAL DATA SCHEDULE
5 This schedule contains summary financial information extracted from the Company's unaudited condensed consolidated financial statements for the nine months ended December 31, 1996 and is qualified in its entirety by reference to such financial statements. 1,000 9-MOS MAR-31-1997 APR-01-1996 DEC-31-1996 2,806 45,370 49,075 0 198,858 306,669 306,761 152,859 482,107 171,620 90,595 0 0 82,584 90,716 482,107 583,890 583,890 518,167 518,167 0 0 9,202 13,339 4,766 8,573 0 0 0 8,573 .71 .71
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