-----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, G6pjj6d4XJbjhePO78rgBsvoDkeRBwig07kd0uQl7xTtVv+z5vRQTDtCeOY0C7xz ZtkFm/SDXVai81izuZEhfw== 0000088948-98-000016.txt : 19981111 0000088948-98-000016.hdr.sgml : 19981111 ACCESSION NUMBER: 0000088948-98-000016 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980926 FILED AS OF DATE: 19981110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SENECA FOODS CORP /NY/ CENTRAL INDEX KEY: 0000088948 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FRUITS, VEG & PRESERVES, JAMS & JELLIES [2033] IRS NUMBER: 160733425 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-01989 FILM NUMBER: 98743298 BUSINESS ADDRESS: STREET 1: 1162 PITTSFORD VICTOR RD CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: 7163859500 FORMER COMPANY: FORMER CONFORMED NAME: PIERCE S S COMPANY INC DATE OF NAME CHANGE: 19861210 FORMER COMPANY: FORMER CONFORMED NAME: SENECA FOODS CORP DATE OF NAME CHANGE: 19780425 FORMER COMPANY: FORMER CONFORMED NAME: SENECA GRAPE JUICE CORP DATE OF NAME CHANGE: 19710419 10-Q 1 Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended September 26, 1998 Commission File Number 0-1989 Seneca Foods Corporation (Exact name of Company as specified in its charter) New York 16-0733425 (State or other jurisdiction of (I. R. S. Employer incorporation or organization) Identification No.) 1162 Pittsford-Victor Road, Pittsford, New York 14534 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 716/385-9500 Not Applicable Former name, former address and former fiscal year, if changed since last report Check mark indicates whether Company (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Act of 1934 during the preceding 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- The number of shares outstanding of each of the issuer's classes of common stock at the latest practical date are: Class Shares Outstanding at October 31, 1998 Common Stock Class A, $.25 Par 3,187,883 Common Stock Class B, $.25 Par 2,796,628 PART I FINANCIAL INFORMATION SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS (In Thousands of Dollars)
9/26/98 3/31/98 ------- ------- ASSETS Current Assets: Cash and Short-term Investments $ 8,989 $ 4,077 Accounts Receivable, Net 52,632 48,647 Inventories: Finished Goods 350,039 118,067 Work in Process 22,454 25,440 Raw Materials 35,020 50,537 ------- ------- 407,513 194,044 Off-Season Reserve (Note 3) (54,719) - Deferred Tax Asset, Net 3,870 3,870 Refundable Income Taxes 740 1,576 Other Current Assets 725 1,680 -------------- --------------- Total Current Assets 419,750 253,894 Property, Plant and Equipment, Net 207,869 218,408 Other Assets 2,121 2,624 -------------- --------------- $629,740 $474,926 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Notes Payable $ 23,000 $ 62,270 Accounts Payable 195,380 46,540 Accrued Expenses 19,931 21,210 Current Portion of Long-Term Debt and Capital Lease Obligations 11,568 11,575 --------------- --------------- Total Current Liabilities 249,879 141,595 Long-Term Debt 218,922 219,023 Capital Lease Obligations 8,791 8,835 Deferred Income Taxes 6,079 7,598 Other Long-Term Liabilities 9,217 8,750 10% Preferred Stock, Series A, Voting, Cumulative, Convertible, $.025 Par Value Per Share 10 10 10% Preferred Stock, Series B, Voting, Cumulative, Convertible, $.025 Par Value Per Share 10 10 6% Preferred Stock, Voting, Cumulative, $.25 Par Value 50 50 Convertible, Participating Preferred Stock, $12 Stated Value 49,715 - Common Stock 2,677 2,666 Paid in Capital 6,585 5,913 Net Unrealized Gain on Available-For-Sale Securities 767 1,026 Retained Earnings 77,038 79,450 --------------- --------------- Stockholders' Equity 136,852 89,125 --------------- --------------- $629,740 $474,926 =============== =============== The accompanying notes are an integral part of these financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited) (In Thousands, except Share Data)
Three Months Ended ------------------ 9/26/98 9/27/97 ------- ------- Net Sales $ 220,320 $ 208,859 Costs and Expenses: Cost of Product Sold 206,401 193,740 Selling, General, and Administrative 7,206 7,936 Interest Expense 6,297 6,890 ------------------ ----------------- Total Costs and Expenses 219,904 208,566 ------------------ ----------------- Earnings Before Income Taxes 416 293 Income Taxes 133 106 ------------------ ----------------- Net Earnings $ 283 $ 187 ================== ================= Basic Earnings Per Common Share $ .05 $ .03 ================== ================= Diluted Earnings Per Common Share $ .04 $ .03 ================== ================= The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited) (In Thousands, except Share Data)
Six Months Ended ---------------- 9/26/98 9/27/97 ------- ------- Net Sales $ 323,814 $ 314,068 Costs and Expenses: Cost of Product Sold 300,231 284,252 Selling, General, and Administrative 14,017 15,865 Interest Expense 13,095 13,359 ------------------ ----------------- Total Costs and Expenses 327,343 313,476 ------------------ ----------------- (Loss) Earnings Before Income Taxes (3,529) 592 Income Taxes (1,129) 213 ------------------ ----------------- Net (Loss) Earnings $ (2,400) $ 379 ================== ================= Basic (Loss) Earnings Per Common Share $ (.40) $ .06 ================== ================= Diluted (Loss) Earnings Per Common Share $ (.40) $ .06 ================== ================= The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) (In Thousands)
Six Months Ended ---------------- 9/26/98 9/27/97 ------- ------- Cash Flows from Operating Activities: Net (Loss) Earnings $ (2,400) $ 379 Adjustments to Reconcile Net (Loss) Earnings to Net Cash (Used) Provided by Operating Activities: Depreciation and Amortization 14,301 14,330 Deferred Income Taxes (1,303) 156 Contribution of Stock to Benefit Plan 683 - Changes in Operating Assets and Liabilities: Accounts Receivable (3,985) (22,081) Inventories (213,469) (200,255) Off-Season Reserve 54,719 48,180 Other Current Assets 955 2,134 Income Taxes 836 (1,836) Accounts Payable and Accrued Expenses 148,028 173,583 ------------------ ----------------- Net Cash (Used) Provided by Operations (1,635) 14,590 ------------------ ----------------- Cash Flows From Investing Activities: Additions to Property, Plant, and Equipment (4,104) (9,729) Disposals 342 - Acquisitions - (53,672) ------------------ ----------------- Net Cash Used in Investing Activities (3,762) (63,401) ------------------ ----------------- Cash Flows From Financing Activities: Rights Offering 49,715 - Notes Payable (39,270) 35,545 Other 28 (72) Payments and Current Portion of Long-Term Debt and Capital Lease Obligations (152) (104) Long-Term Borrowing - 15,106 Dividends (12) - ------------------ ----------------- Net Cash Provided by Financing Activities 10,309 50,475 ------------------ ----------------- Net Increase in Cash and Short- Term Investments 4,912 1,664 Cash and Short-Term Investments, Beginning of Period 4,077 1,584 ------------------ ----------------- Cash and Short-Term Investments, End of Period $ 8,989 $ 3,248 ================== ================== The accompanying notes are an integral part of these condensed financial statements.
SENECA FOODS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS September 26, 1998 1. Consolidated Condensed Financial Statements In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the Registrant as of September 26, 1998 and results of operations for the three and six month periods ended September 26, 1998 and September 27, 1997. All significant intercompany transactions and accounts have been eliminated in consolidation. The March 31, 1998 balance sheet was derived from audited financial statements. The results of operations for the three and six month periods ended September 26, 1998 and September 27, 1997 are not necessarily indicative of the results to be expected for the full year. The Registrant does not believe comparative 12-month interim date information is meaningful. The interim information presented reflects separate pack years while the 12-month interim date information could reflect two different pack years in the same period. The accounting policies followed by the Registrant are set forth in Note 1 to the Registrant's financial statements in the 1998 Seneca Foods Corporation Annual Report and 10-K. Other footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these consolidated condensed financial statements be read in conjunction with the financial statements and notes included in the Registrant's 1998 Annual Report and 10-K. 2. Basic earnings per share are calculated on the basis of Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share" which the Registrant adopted in the fourth quarter of 1998.The additional shares and dividends were not considered in the year-to-date diluted calculation since diluting a loss is not allowed under SFAS No. 128. 3. Off-Season Reserve is the excess of absorbed expenses over incurred expenses to date. The seasonal nature of the Registrant's Food Processing business results in a timing difference between expenses (primarily overhead expenses) incurred and absorbed into product cost. All Off-Season Reserve balances are zero at fiscal year end. 4. In the second quarter of 1999, the Registrant consummated a $50 million equity sale previously described in the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "Commission") on July 2, 1998. The equity sale resulted from a Rights Offering to Registrant's common shareholders as described in the following paragraph (the "Rights Offering") and a Stock Purchase Agreement (the "Stock Purchase Agreement") with certain investors as described in the second following paragraph. The Rights Offering consisted of a distribution payable to the holders of the Registrant's Class A common stock, $0.25 par value per share (the "Class A Common Stock") and Class B common stock, $0.25 par value per share (the "Class B Common Stock" and together with the Class A Common Stock, the "Common Stock"), whereby, each holder of Common Stock received a right (the "Right") to purchase at a subscription price of $12.00 per share (the SENECA FOODS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS September 26, 1998 "Subscription Price"), shares of Convertible Participating Preferred Stock, $12.00 stated value per share (the "New Preferred Stock"). The shares of New Preferred Stock are convertible immediately on a share-for-share basis into shares of Class A Common Stock. The Registrant distributed one-half of a Right for each share of Common Stock held of record as of July 13, 1998. Each whole Right entitled the holder thereof (a "Rights Holder") to receive upon payment of the Subscription Price, one share of New Preferred Stock. The Rights were evidenced by Subscription Certificates transferable by the holders thereof. Holders of the Registrant's Common Stock acquired 1,146,639 shares of New Preferred Stock under the Rights Offering for a total investment of $13,759,668. Pursuant to the Stock Purchase Agreement with Carl Marks Strategic Investments, L.P., a Delaware limited partnership, Carl Marks Strategic Investments II, L.P., a Delaware limited partnership and Uranus Fund, Ltd., a Cayman Islands corporation (collectively, the "New Investors"), the New Investors agreed to (i) purchase from the Registrant 1,166,667 shares of New Preferred Stock for a total investment of $14,000,004 (or $12.00 per share) and (ii) act as standby purchasers with respect to up to 2,500,000 shares of New Preferred Stock not purchased by the Registrant's shareholders in the Rights Offering. The Registrant was not required to sell under the Stock Purchase Agreement and the Rights Offering more than 4,166,667 shares of New Preferred Stock at a total price of $50,000,004. The New Investors acquired a total of 3,019,895 shares of New Preferred Stock for an aggregate purchase price of $36,238,740. The total investment received by the Registrant as a result of the Rights Offering and investment by the New Investors was $49,998,408 (4,166,534 shares of New Preferred Stock). Concurrently with the Stock Purchase Agreement, the New Investors, the Registrant, and certain of its substantial shareholders, entered into a Shareholders Agreement dated June 22, 1998 (the "Shareholders Agreement"). The members of the Kayser and Wolcott families agreed to certain restrictions on sales by them of shares of (i) Class A Common Stock, (ii) Class B Common Stock, (iii) New Preferred Stock and (iv) other securities of the Registrant that are entitled to vote in the election of directors (the "Shares") including a general restriction against sales of Shares to third persons before September 2, 2000. The consummation of the foregoing agreements permit the New Investors to participate significantly in the governance of the Registrant. As a result of the equity investment transaction (and assuming conversion of all of the shares of New Preferred Stock into Class A Common Stock) the New Investors and certain of the Registrant's existing shareholders that are related to the New Investors through family relationships and common ownership of certain business entities collectively exercise approximately 16% of the total voting power of the Registrant (in an election of directors). The terms of the Stock Purchase Agreement and Shareholders Agreement provide other opportunities for the New Investors to exercise influence over the Registrant. One such provision required that the Registrant's Board of Directors be increased from seven to nine members. The two new positions have been filled by designees of the New Investors, Andrew M. Boas and Arthur H. Baer SENECA FOODS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS September 26, 1998 (the "Investor Designees"). The Investor Designees will continue to be nominated for election to the Board and shareholders who executed the Shareholders Agreement will continue to vote for the Investor Designees until the Stock Purchase Agreement is terminated or such time as the New Investors no longer own, in the aggregate, at least 10% of the Registrant's Class A Common Stock (assuming conversion of all shares of the New Preferred Stock into Class A Common Stock). As required by the Shareholders Agreement, the Investor Designees have been nominated to the committees of the Registrant's Board of Directors so that the Investor Designees comprise at least 22% of any such committees. Moreover, the Registrant has amended its Certificate of Incorporation to require unanimous approval of the Registrant's Board of Directors (excluding directors who abstain from voting) for certain defined "Major Corporate Actions", including (i) any amendment or modification to the Registrant's Certificate of Incorporation or Bylaws; (ii) any business combination; (iii) any sale or transfer of all or substantially all of the assets of the Registrant; (iv) certain issuances of securities; (v) any acquisition or disposition or series of related acquisitions or dispositions of assets involving gross consideration in excess of $15 million; (vi) certain changes in the Registrant's line of business; (vii) any change in the Registrant's certified public accountants; (viii) the settlement of certain litigation; or (ix) the commencement by the Registrant of proceedings relating to bankruptcy, insolvency, reorganization or relief of debtors (the "Major Corporate Actions"). The requirement of unanimous Board approval for the Major Corporate Actions (excluding directors who abstain from voting) terminates when the New Investors no longer own, in the aggregate, at least 15% of the Registrant's Class A Common Stock (assuming conversion of all shares of New Preferred Stock into shares of Class A Common Stock). Pursuant to a Registration Rights Agreement dated June 22, 1998, the Registrant granted to the New Investors certain registration rights under the Securities Act of 1933 (the "Registration Rights") with respect to the shares purchased by the New Investors pursuant to the Stock Purchase Agreement and the Rights Offering. The Registration Rights Agreement gives the New Investors, subject to certain limitations, (i) demand Registration Rights and (ii) Registration Rights to participate in other public securities offerings initiated on behalf of the Registrant or other holders. To effect the foregoing matters in this Item 5, Registrant filed a Certificate of Amendment with the New York Secretary of State, (pursuant to shareholder approval) to amend its Certificate of Incorporation to: (i) increase the number of authorized shares of Class A Common Stock from 10,000,000 shares to 20,000,000 shares; (ii) increase the number of authorized shares of Preferred Stock with $.025 par value per share, Class A from 4,000,000 shares to 8,200,000 shares; (iii) set forth the rights, preferences and limitations of the New Preferred Stock; (iv) require unanimous board approval (excluding directors who choose to abstain), in accordance with Section 709 of the New York Business Corporation Law, of the Major Corporate Actions; and (v) remove the acquisition by the New Investors of Class A Common Stock issuable upon conversion of the New Preferred Stock from the operation of certain provisions of the Certificate of Incorporation with respect to the purchase of Class A Common Stock. SENECA FOODS CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS September 26, 1998 Registrant used the proceeds from the equity investment to reduce its indebtedness to its revolving credit bank lenders. 5. As stated in our 1998 Annual Report, effective April 1, 1998, the Registrant adopted SFAS No. 130, "Reporting Comprehensive Income." This statement requires reporting and disclosure of comprehensive income and its components in financial statement format. Comprehensive income is defined as the change in equity of a business enterprise during a period from transaction and other events and circumstances from nonowner sources. The Registrant has determined that at March 31, 1999 it will display comprehensive income in a separate statement of comprehensive income. The Registrant's comprehensive earnings were as follows (In Thousands): Six Months Ended September 26, 1998 1997 ---- ---- Net Earnings (Loss) $(2,400) $379 Other Comprehensive Earnings, Net of Tax: Net Unrealized Gain Change on Moog, Inc. Stock (259) 529 -------------------- Comprehensive (Loss) Earnings $(2,659) $908 ==================== MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION RESULTS OF OPERATIONS September 26, 1998 Results of Operations: Sales: Sales reflect an increase of 3.1% for the first six months versus 1997. The higher sales, in large part, are due to higher canned vegetables sales under the Registrant's Alliance business ($4,111,000 higher sales in 1998). Non-Alliance vegetable sales quantities were down 7.4% while juice and fruit sales quantities were up 15.1% due to stronger industrial sales. Costs and Expenses: The following table shows costs and expenses as a percentage of sales: Three Months Ended Six Months Ended ------------------ ---------------- 9/26/98 9/27/97 9/26/98 9/27/97 ------- ------- ------- ------- Cost of Product Sold 93.7% 92.8% 92.8% 90.4% Selling 2.6 2.9 3.4 4.0 Administrative 0.6 0.9 0.9 1.1 Interest Expense 2.9 3.3 4.0 4.3 --------------------------------------------------------- 99.8% 99.9% 101.1% 99.8% ========================================================= Higher Cost of Product Sold percentages (i.e. lower Gross Margins) reflects, in part, substantially lower selling prices in the juice and fruit business. Income Taxes: The effective tax rate used in fiscal 1998 is 32% and 1997 is 36%. Pending Sale of Juice Business: On August 17, 1998 the Registrant announced the Letter of Intent agreement to sell a significant portion of its Juice Division to Northland Cranberries, Inc. A definitive agreement is currently being negotiated. The Juice Business in its entirety has shown losses in the last three years. The assets being sold are less than 10% of the total assets of the Registrant. A major issue has been sourcing raw produce at a price that when converted to finished goods can be sold at a profit. In addition, competition for retail shelf and freezer space has been intensifying. This sale is expected to close no later than December 1998 subject to a definitive agreement being signed. Year 2000: The Registrant has initiated a Year 2000 Compliance Project to ensure that business processes, equipment and systems will operate up to, over and following the change of the century. Software failures due to processing errors potentially arising from calculations using the Year 2000 are a known risk. The total cost of the Project, above and beyond normal software upgrades, is not expected to exceed $750,000. The Project includes the following phases: assessment of the problem, correction/replacement of systems, testing, vendor assessment and development of a contingency plan. The identification of all equipment with date sensitive operating controls (including embedded systems) is targeted for completion on December 1, 1998. An inventory of our systems assets has been completed. All critical systems will have been replaced or modified to be compliant by April 1, 1999, with testing complete by July 1, 1999. The Registrant has begun evaluating the potential impact of Year 2000 problems in the event that our external vendors are not adequately prepared. If necessary, the Registrant will secure an MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS September 26, 1998 alternate supply for the required products and/or services. The Registrant has not yet developed a contingency plan but anticipates completion of this phase by December 1, 1998. Financial Condition: The financial condition of the Registrant is summarized in the following table and explanatory review (In Thousands): For the Quarter For the Year Ended September Ended March 1998 1997 1998 1997 ---- ---- ---- ---- Working Capital Balance $169,871 $128,586 $112,299 $128,732 Quarter Change 56,612 19,363 - - Notes Payable 23,000 53,545 62,270 18,000 Long-Term Debt 227,713 239,111 227,858 224,128 Current Ratio 1.68:1 1.45:1 1.79:1 2.65:1 Inventory (Average) Turnover 1.4 2.1 3.7 3.5 The change in the Working Capital for the September 1998 quarter from the September 1997 quarter is largely due to the Rights Offering and Stock Purchase (see Note 4 for details) which provided $49,715,000 in the current quarter and lower capital expenditures in the current year quarter than the prior year quarter ($730,000 as compared to $3,522,000 last year). See Consolidated Condensed Statements of Cash Flows for further details. PART II - OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities See Note 4 to the Consolidated Condensed Financial Statements for explanation of a Rights Offering and Stock Purchase Agreement. Item 3. Defaults on Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K A. Exhibits 11 (11) Computation of earnings per share (filed herewith) 27 (27) Financial Data Schedules (filed herewith) Reports on Form 8-K - September 2, 1998 concerning of a Rights Offering and Stock Purchase Agreement. 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. Seneca Foods Corporation (Registrant) /s/Kraig H. Kayser ------------------ November 9, 1998 Kraig H. Kayser President and Chief Executive Officer /s/Jeffrey L. Van Riper ----------------------- November 9, 1998 Jeffrey L. Van Riper Controller and Chief Accounting Officer EX-11 2 EXHIBIT 11 SENECA FOODS CORPORATION AND SUBSIDIARIES COMPUTATION OF EARNINGS PER SHARE (In thousands except share data)
Three Months Ended Six Months Ended ------------------ ---------------- 9/26/98 9/27/97 9/26/98 9/27/97 ------- ------- ------- ------- Net Earnings Applicable to Common Stock: Net Earnings $ 283 $ 187 $ (2,400) $ 379 Deduct Preferred Cash Dividends 6 - - - ------------------------------------------------------------------- Net Earnings Applicable to Common Stock Basic $ 277 $ 187 $ (2,400) $ 379 ==================================================================== Net Earnings Applicable to Common Stock Basic $ 277 $ 187 $ (2,400) $ 379 Add Preferred Cash Dividends 1 - - - ------------------------------------------------------------------- Net Earnings Applicable to Common Stock Diluted $ 278 $ 187 $ (2,400) $ 379 ==================================================================== Weighted Average Common Shares Outstanding Basic 5,969,469 5,939,680 5,981,881 5,939,680 Effect of Common Stock Equivalents 1,479,442 67,390 763,487 67,390 -------------------------------------------------------------------- Weighted Average Common Shares Out- standing Diluted 7,448,911 6,007,070 6,745,368 6,007,070 =================================================================== Basic Earnings Per Share $ .05 $ .03 $ (.40) $ .06 ================================================================== Diluted Earnings Per Share $ .04 $ .03 $ (.40) $ .06 ================================================================== Note: The current year-to-date diluted earnings per share excludes the effect of convertible shares which would be anti-dilutive.
EX-27 3
5 Commercial and Industrial Companies Article 5 of Regulation S-X 1000 6-MOS MAR-31-1999 SEP-26-1998 8989 0 52785 153 407513 419750 395707 187838 629740 249879 227713 0 49785 2677 84390 523039 220320 220320 206401 206401 7206 0 6297 (3529) (1129) (2400) 0 0 0 (2400) (0.40) (0.40) Other Expenses is Selling, General and Administrative Expenses
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