SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the period ended February 28, 1997
Commission File Number 0-27944
PRIDE AUTOMOTIVE GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 98-0157860
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Pride House, Watford Metro Centre, Tolpits Lane, Watford, England WD1 8SB
(Address of principal executive offices) (Zip Code)
(800) 698-6590
(Issuer's telephone number, including area code)
Indicate by (X) whether 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 and (2) has been subject to such filing requirements for the
past 90 days. YES X NO
Common Stock, $.001 par value. 2,812,500 shares outstanding as of February
28, 1997.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Page(s)
PART I. Financial Information:
ITEM 1. Financial Statements
<S> <C>
Consolidated Condensed Balance Sheets - February 28, 1997 (Unaudited) and
November 30, 1996 3.
Consolidated Condensed Statements of Operations (Unaudited) Three Months
Ended February 28, 1997 and February 29, 1996 4
Consolidated Condensed Statements of Cash Flows (Unaudited) Three Months
Ended February 28, 1997 and February 29, 1996 5
Notes to Interim Consolidated Condensed Financial Statements (Unaudited) 6
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations ...................... 9.
PART II. Other Information 12
SIGNATURES 13
EXHIBITS: Exhibit 11 - Earnings (Loss) Per Share 14
Exhibit 27 - Financial Data Schedule 15
</TABLE>
<PAGE>
PART 1. Financial Information
ITEM 1. Financial Statements
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
- ASSETS -
<TABLE>
<CAPTION>
February 28, November 30,
1997 1996
(unaudited)
ASSETS:
<S> <C> <C>
Cash and cash equivalents .......................................................................... $ 26,244 $ 250,699
Accounts receivable ................................................................................ 1,911,064 2,022,011
Inventories ........................................................................................ 1,298,916 1,022,655
Property, revenue producing vehicles and equipment - net (Note 2) .................................. 21,747,074 20,671,854
Intangible assets - net (Note 3) ................................................................... 9,503,972 9,722,363
------------ ------------
TOTAL ASSETS $34,487,270 ............................................................................ $ 33,689,582
============ ============
- LIABILITIES AND SHAREHOLDERS' EQUITY -
LIABILITIES (Note 4):
Bank overdraft line of credit ...................................................................... $ 4,466,083 $ 2,964,465
Accounts payable ................................................................................... 1,152,057 624,953
Accrued liabilities and expenses ................................................................... 314,213 490,915
Bank debt .......................................................................................... 995,892 1,002,571
Obligations under hire purchase contracts .......................................................... 11,645,767 11,034,951
Other loans - acquisition .......................................................................... 4,156,000 5,098,470
Other liabilities .................................................................................. 35,939 33,560
------------ ------------
TOTAL LIABILITIES ................................................................................... 22,765,951 21,249,885
------------ ------------
MINORITY INTERESTS .................................................................................. 309,413 482,486
------------ ------------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY (Note 5): Preferred stock, $.01 par value, 2,000,000
shares authorized, none issued or outstanding Common stock, $.001 par value,
10,000,000 shares authorized; 2,812,500 and 2,652,500 shares issued and
outstanding at February 28, 1997 and November 30, 1996, respectively 2,813 2,653
Additional paid-in capital 13,565,190 13,487,388
Retained earnings (deficit) (1,971,932) (1,402,587)
Foreign currency translation
(184,165) (130,243)
------------ ------------
TOTAL SHAREHOLDERS' EQUITY .......................................................................... 11,411,906 11,957,211
------------ ------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $34,487,270 $ 33,689,582
============ ============
</TABLE>
See notes to interim consolidated condensed financial statements
Page 3.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
February 28, February 29,
1997 1996
--------------- ---------
REVENUE:
<S> <C> <C>
Contract hire income ...................................................... $1,652,484 $1,060,979
Sale of contract hire vehicles .................................................1,731,816 1,140,384
Sale of vehicles - AC Cars (Note 1) ............................................. 202,563 -
Fleet management and other income - contract hire .............................. 106,420 186,051
Other income - AC Cars ...................................................... 42,000 --
----------- -----------
3,735,283 2,387,414
EXPENSES:
Cost of sales - contract hire ..................................................2,026,157 1,119,618
Cost of sales - AC Cars ...................................................... 172,178 -
Depreciation - contract hire ...................................................817,054 581,974
Depreciation - AC Cars ...................................................... 109,269 -
General and administrative expenses - contract hire ............................376,027 402,734
General and administrative expenses - AC Cars ................................. 379,115 --
Amortization of intangible assets - contract hire ..............................157,680 157,680
Amortization of intangible assets - AC Cars ....................................616 --
Interest expenses and other - contract hire ....................................279,311 207,336
Interest expenses and other - AC Cars ..........................................78,382 --
Research and development costs - AC Cars .......................................81,912 --
----------- -----------
4,477,701 2,469,342
LOSS BEFORE MINORITY INTERESTS .................................................(742,418) (81,928)
Minority interests in net loss of consolidated subsidiaries ....................173,073 --
----------- -----------
LOSS BEFORE PROVISION FOR INCOME TAXES .........................................(569,345) (81,928)
Provision (credit) for income taxes .................................... -- --
----------- -----------
NET LOSS .......................................................................$ (569,345) $ (81,928)
=========== ===========
LOSS PER COMMON SHARE (Note 6):
Net loss before minority interest ..............................................$ (.27) $ (.04)
Minority interest in net loss of subsidiary .................................... .06 --
----------- -----------
$ (.21 ) $ (.04)
=========== ===========
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING (Note 6) ....................................................2,759,167 2,060,000
=========== ===========
</TABLE>
See notes to interim consolidated condensed financial statements
Page 4.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
February 28, February 29,
1997 1996
---------------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss ............................................................. $ (569,345) $ (81,928)
Adjustments to reconcile net loss to net cash provided by operating activities:
Minority interest in net loss of subsidiary .................. (173,073) -
Depreciation and amortization ................................ 946,597 581,974
Amortization of goodwill ..................................... 148,683 156,655
(Gain) loss on disposal of fixed assets ......... (28,470) 13,792
Provision for maintenance costs .............................. -- (14,651)
Changes in assets and liabilities:
Decrease in accounts receivable ................................................ 125,654 258,693
(Increase) in inventories (276,261) (195,756)
Increase in accounts payable, accrued expenses and other liabilities ........... 352,781 248,062
----------- -----------
Net cash provided from operating activities 526,566 966,841
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of revenue producing assets ........................................... (2,918,307) (1,133,500)
Proceeds from sale of fixed assets ............................................. 517,139 221,135
----------- -----------
Net cash (utilized) by investing activities .................. (2,401,168) (912,365)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from bank lines of credit ......................................... 1,501,618 1,567
Proceeds from sale of common stock and warrants ................................ 80,900 120,000
Costs associated with initial public offering .................................. (2,038) --
Loans repaid to directors ...................................................... -- (6,634)
Principal payments of long-term debt ........................................... (6,679) (18,294)
Payment of acquisition debt .................................................... (810,800) --
Proceeds from hire purchase contract funding ................................... 3,701,474 1,323,788
Principal repayments of hire purchase contract funding ......................... (3,090,658) (1,464,676)
----------- -----------
Net cash provided (utilized) by financing activities ........................... 1,373,817 (44,249)
----------- -----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH ........................................ 276,330 1,025
----------- -----------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (224,455) 11,252
Cash and cash equivalents, beginning of year ................................... 250,699 3,377
----------- -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $26,244 $ 14,629
=========== ===========
</TABLE>
See notes to interim consolidated condensed financial statements
Page 5.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - DESCRIPTION OF COMPANY:
Pride Automotive Group, Inc. (the "Company") was incorporated in
the State of Delaware in March 1995. Pursuant to the terms and
conditions of a reorganization in March 1995, the Company issued
1,500,000 shares of its common stock to Pride, Inc. (an entity
incorporated in the State of Delaware), thereby making the
Company a majority owned subsidiary of Pride, Inc., in exchange
for all of the issued and outstanding shares held by Pride, Inc.
of Pride Management Services, Plc., (PMS) a consolidated group
of operating companies located in the United Kingdom. The PMS
companies are engaged in the leasing of motor vehicles primarily
on contract hire to local authorities and select corporate
customers throughout the United Kingdom. This exchange of stock
resulted in PMS becoming a wholly owned subsidiary of the
Company. The Company, its subsidiary PMS, and PMS's subsidiaries
are referred to as the "Company" unless the context otherwise
requires. The accompanying consolidated financial statements are
based on the assumption that the Company and PMS were combined
for all periods presented, in a manner similar to the pooling of
interests method of accounting.
On November 29, 1996, the Company, through its newly formed
majority owned subsidiary, AC Automotive Group Inc., and its
wholly-owned subsidiary AC Car Group Limited (registered in the
United Kingdom), completed the acquisition of certain assets of
AC Cars Limited and Autocraft Limited. These two companies were
engaged in the manufacture and sale of speciality automobiles.
The purchase price of approximately $6,067,000 was financed with
the proceeds of a private offering of the Company's common stock
and by loans. Fixed assets recorded as a result of this
acquisition aggregated $3,038,182. In April 1997, the Company,
through the services of an independent third-party expert,
determined that the value of such fixed assets acquired was
actually $6,643,365 at the date of acquisition. A portion of
this increase ($1,990,215) was previously reflected as an
intangible asset, which has now been reclassified. The balance
of the increase of $1,614,968, recorded as negative goodwill,
has been offset against non-current assets acquired. The balance
sheet as of November 30, 1996 (year end) included herein has
therefore been restated to reflect this corrected valuation as
follows: Fixed Assets has been increased by $1,990,215 and
Intangible Assets has been reduced by $1,990,215. In addition
financial statements for the year ended November 30, 1996 have
been restated to correct an error in the method by which the
Company was reflecting the minority shareholders' interest in AC
Automotive Group, Inc. The effect of this restatement was to
increase the minority interest liability and decrease additional
paid-in capital as of November 30, 1996 in the amount of
$482,486. The Company has filed an amended Form 10-KSB and this
Form 10-QSB/A with the Securities and Exchange Commission to
reflect such restatements.
The accounting policies followed by the Company are set forth in
Note 2 to the Company's consolidated financial statements
included in its Annual report on Form 10-KSB for the year ended
November 30, 1996 which is incorporated herein by reference.
Specific reference is made to this report for a description of
the Company's securities and the notes to consolidated financial
statements included therein.
Page 6.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - DESCRIPTION OF COMPANY (Continued):
In the opinion of management, the accompanying unaudited interim
consolidated condensed financial statements of Pride Automotive
Group, Inc. and its wholly owned subsidiaries, contain all
adjustments necessary to present fairly the Company's financial
position as of February 28, 1997 and the results of its
operations and cash flows for the three month periods ended
February 28, 1997 and February 29, 1996.
The results of operations for the three month period ended
February 28, 1997 are not necessarily indicative of the results
to be expected for the full year.
NOTE 2 - FIXED ASSETS:
Fixed assets consists of the following:
<TABLE>
<CAPTION>
February 28, November 30,
1997 1996
<S> <C> <C>
Building and improvements $ 1,719,415 $ 1,719,415
Revenue producing vehicles 18,835,804 17,282,095
Furniture, fixtures and machinery 4,695,800 4,641,388
Aircraft 927,751 927,751
-------------- --------------
26,178,770 24,570,649
Less: accumulated depreciation 4,431,696 3,898,795
------------- -------------
$21,747,074 $20,671,854
=========== ===========
</TABLE>
NOTE 3 - INTANGIBLE ASSETS:
Intangible assets consist of goodwill which arose in connection
with the acquisition of certain subsidiaries of PMS and brand
names arising from the acquisition of AC Car Group. Goodwill is
being amortized over a period of 10 - 20 years on a
straight-line basis. Brand names are being a-
mortized over 40 years on a straight line basis. Accumulated
amortization as of February 28, 1997 and November 30, 1996
aggregated $3,148,306 and $2,990,626, respectively.
The Company periodically reviews the valuation and amortization
of goodwill to determine possible impairment by evaluating
events and circumstances that might indicate an inability to
recover the carrying amount. Such evaluation is based on various
analyses, including profitability projections and cash flows
that incorporate the impact on existing Company business.
Page 7.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
NOTE 4 - LIABILITIES:
Included in liabilities as of February 28, 1997, are amounts in
the aggregate of $12,589,097 which are not due and payable until
after February 28, 1998. This amount consists of amounts due to
trade creditors, loans payable and equipment notes payable.
NOTE 5 - COMMON STOCK/INITIAL PUBLIC OFFERING:
In December 1995, the Company completed a private placement
offering selling 20 units, each unit consisting of 25,000 shares
of common stock, at $6,000 per unit for aggregate gross proceeds
of $120,000.
In April 1996, the Company successfully completed an initial
public offering of its common stock. The Company sold 592,500
shares of common stock (including the underwriter's over
allotment) at a price of $5.00 per share and 2,000,000
redeemable common stock purchase warrants at a price of $.10 per
warrant for aggregate net proceeds of $2,280,294. Each common
stock purchase warrant entitles the holder to purchase one share
of common stock at an exercise price of $5.75.
In 1997, the Company completed a private placement of 18.5
units, each unit consisting of a 10% promissory note in the
amount of $95,000 and 10,000 shares of the Company's common
stock for an aggregate price of $100,000 per unit.
NOTE 6 - EARNINGS (LOSS) PER SHARE:
Earnings (loss) per share are computed based upon the weighted
average shares and common equivalent shares outstanding. The
shares issued in connection with the reorganization (see Note
1), and shares issued at values below the price at which shares
were sold in the Company's initial public offering (see Note 5)
have been treated as outstanding for all periods presented, in
accordance with the guidelines of the Securities and Exchange
Commission.
Page 8.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Pride Automotive Group, Inc., (the "Company") was incorporated
in the State of Delaware in March 1995. Pursuant to the terms
and conditions of a reorganization agreement entered into in
March 1995, the Company issued 1,500,000 shares of its common
stock to Pride, Inc. (an entity incorporated in the State of
Delaware), in exchange for all the issued and outstanding shares
of PMS, thereby making the Company a majority owned subsidiary
of Pride and PMS a wholly-owned subsidiary of the Company. PMS
is the holding company for nine wholly-owned subsidiaries,
operating as one unit, located in the United Kingdom. PMS and
its wholly-owned subsidiaries are located in the United Kingdom
and follow generally accepted accounting principles in the
United Kingdom. For purposes of the consolidated financial
statements of the Company, the statements have been converted to
the generally accepted accounting principles in the United
States.
Pride, the Company's parent, is an entity reporting under
the Exchange Act, and its reports may be obtained and reviewed by
either contacting the Company or the Securities and Exchange
Commission. Pride, Inc. on its own has virtually no operations.
As such, its financial viability is represented by the financial
statements of the Company. Pride was incorporated as L.H.M. Corp.
in the State of Delaware on May 10, 1988 as a "blank check"
company, for the purpose of seeking potential business ventures
through acquisitions or merger. In April 1990, L.H.M. Corp.
entered into an Agreement and Plan of Reorganization with
International Sportsfest, Inc. ("ISI"), a company formed to
engage in and establish sports expositions in sports merchandise
such as clothing and equipment. ISI never engaged in any business
operations. In January 1994, ISI entered into an Agreement and
Plan of Reorganization with PMS, whereby PMS became a
wholly-owned subsidiary of ISI and ISI changed its name to Pride,
Inc.
In December 1995, Pride Automotive Group, Inc. consummated a
private placement offering of common stock of 500,000 shares,
which reduced the Company's ownership interest to 72.8%. In
April 1996, Pride Automotive Group, Inc. completed an initial
public offering of 592,500 shares of common stock at $5.00 per
share and 2,000,000 redeemable common stock warrants at a price
of $.10 each. The effect of the offering was to reduce the
Company's ownership interest to 56.55%.
On November 29, 1996, the Company, through its newly formed
majority owned subsidiary, AC Automotive Group Inc., and its
wholly-owned subsidiary AC Car Group Limited (registered in the
United Kingdom), completed the acquisition of certain assets of
AC Cars Limited and Autocraft Limited. These two companies were
engaged in the manufacture and sale of speciality automobiles.
The purchase price of approximately $6,067,000 was financed with
the proceeds of a private offering of the Company's common stock
and by loans. Fixed assets recorded as a result of this
acquisition aggregated $3,038,182. In April 1997, the Company,
through the services of an independent third-party expert,
determined that the value of such fixed assets acquired was
actually $6,643,365 at the date of acquisition. A portion of
this increase ($1,990,215) was previously reflected as an
intangible asset, which has now been reclassified. The balance
of the increase of $1,614,968, recorded as negative goodwill,
has been offset against non-current assets acquired. The balance
sheet as of November 30, 1996 (year end) included herein has
therefore been restated to reflect this corrected valuation as
follows: Fixed Assets has been increased by $1,990,215 and
Intangible Assets has been reduced by $1,990,215. In addition
financial statements for the year ended November 30, 1996 have
been restated to correct an error in the method by which the
Company was reflecting the minority shareholders' interest in AC
Automotive Group, Inc. The effect of this restatement was to
increase the minority interest liability and decrease additional
paid-in capital as of November 30, 1996 in the amount of
$482,486. The Company has filed an amended Form 10-KSB and this
Form 10-QSB/A with the Securities and Exchange Commission to
reflect such restatements.
The financial information presented herein include: (i)
Consolidated Condensed Balance Sheets as of February 28, 1997
and November 30, 1996; (ii) Consolidated Condensed Statements of
Operations
Page 9.
<PAGE>
for the Three Month Periods Ended February 28, 1997 and February
29, 1996 and (iii) Consolidated Condensed Statements of Cash
Flows for the Three Month Periods Ended February 28, 1997 and
February 29, 1996.
Results of Operations
Contract Hire/Fleet Management:
Revenues increased by $1,103,306 or 46%, when comparing the
three months ended February 29, 1996 to the three months ended
February 28, 1997. The primary reason for this increase was due
to an increase in revenues from contract hire income, sales of
vehicles at lease maturity, and an increase in fleet management
income.
Cost of sales, including depreciation, increased both in dollars
and as a percent of sales, when comparing the three months ended
February 29, 1996 to the three months ended February 28, 1997.
These costs increased by $1,141,619 or 67%. As a percent of
sales, cost of sales were 81% versus 71% for the respective
periods for 1997 and 1996. Management believes that the increase
was primarily due to the continuation of the more prudent
approach to estimating the residual values of vehicles, thereby
increasing the depreciation expense and cost of sales and
reducing the residual value risk.
General and administration expenses decreased by $26,707 when
comparing the three months ended February 29, 1996 to the three
months ended February 28, 1997. As a percent of sales, these
expenses represent 10% of revenues for the period ended February
28, 1997 compared with 17% for the period ended February 29,
1996.
Interest expense increased by $71,975 or 35%, when comparing the
three month period ended February 28, 1997 to the three months
ended February 29, 1996. Management attributes this increase to
the higher volume of borrowing on hire purchases as result of
increased business.
AC Cars - New Vehicles:
The Company, on November 29, 1996, through its newly formed
majority owned subsidiary, AC Automotive Group, Inc. and its
wholly-owned subsidiary AC Car Group Limited, completed the
acquisition of certain assets of AC Cars Limited and Autokraft
Limited. These two companies are engaged in the manufacture and
sale of sports cars among which the famous AC Cobra sells for
approximately $100,000.
The Company acquired the business out of administrative
receivership and for the first quarter has devoted most of its
resources to resurrecting operations. This has involved the
upgrading of production facilities and equipment, appointing new
dealerships, installing systems and controls and appointing new
management where necessary. New dealerships have been set up in
the United Kingdom and a distributor has been appointed in
Australia.
The Company has also embarked on a program to bring the new AC
Ace Sports car into production in the last quarter of 1997. For
the three month period ended February 28, 1997, the operations
reported a loss of $576,909, after amortization of intangibles.
Revenues, for the three month period, amounted to $244,563, with
costs of sales amounting to $172,178. General and administration
expenses and interest amounted to $379,115 and $78,382,
respectively.
Page 10.
<PAGE>
Research and development costs incurred relate to the
manufacture and distribution of the AC Cobra and AC Ace Cars.
These costs amounted to $81,912 for the three months ended
February 28, 1997.
Consolidated:
For the three months ended February 28, 1997 and February 29,
1996, the Company reported, prior to amortization of goodwill,
write-off of acquisition costs and minority interests, a loss
from operations of $584,122 and a profit of $75,752
respectively. Of the overall loss of $584,122 in 1997, $576,292
is attributable to AC Cars (prior to amortization of
intangibles) and a loss of $7,830 is attributable to Pride.
Liquidity and Capital Resources
In 1997, the Company completed a private placement of 18.5
units, each unit consisting of a 10% promissory note in the
amount of $95,000 and 10,000 shares of the Company's common
stock for an aggregate price of $100,000 per unit. The proceeds
have been used to satisfy a portion of the debt owed for the
acquisition of AC Car Group Limited.
The Company acquires new vehicles as required. There are no
material planned capital expenditures at the present time.
Page 11.
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
None
ITEM 2. Changes in Securities
None
ITEM 3. Defaults Upon Senior Securities
None
ITEM 4. Submission of Matters to a Vote
None
ITEM 5. Other Information
None
ITEM 6. Exhibit and Reports on Form 8-K
(a) Exhibit 27 Financial Data Schedule
(b) None
Page 12.
<PAGE>
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
Dated: April 17, 1997 PRIDE AUTOMOTIVE GROUP, INC.
By: /s/ Alan Lubinsky
Alan Lubinsky
Page 13.
<PAGE>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
EXHIBIT 11
COMPUTATION OF EARNINGS PER COMMON SHARE
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
February 28, February 29,
1997 1996
------------- --------
<S> <C> <C>
LOSS BEFORE MINORITY INTERESTS ............................ $ (742,418) $ (81,928)
Minority interests in net loss of consolidated subsidiaries 173,073 --
-----------
LOSS BEFORE PROVISION FOR INCOME TAXES .................... (569,345) (81,928)
Provision (credit) for income taxes ....................... -- --
-----------
NET LOSS .................................................. $ (569,345) $ (81,928)
=========== ===========
LOSS PER COMMON SHARE:
Net loss before minority interest ......................... $ (.27) $ (.04)
Minority interest in net loss of subsidiary ............... .06 --
----------- -----------
$ (.21) $ (.04)
=========== ===========
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING ........................................ 2,759,167 2,060,000
=========== ===========
</TABLE>
Page 14.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
PRIDE AUTOMOTIVE GROUP, INC. AND SUBSIDIARIES
EXHIBIT 27
FINANCIAL DATA SCHEDULE
ARTICLE 5 OF REGULATION S-X
The schedule contains summary financial information extracted from the
consolidated financial statements for the three months ended February 28, 1997
and is qualified in its entirety by reference to such statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> nov-30-1997
<PERIOD-END> feb-28-1997
<CASH> 26,244
<SECURITIES> 0
<RECEIVABLES> 1,911,064
<ALLOWANCES> 0
<INVENTORY> 1,298,916
<CURRENT-ASSETS> 0
<PP&E> 26,178,770
<DEPRECIATION> 4,431,696
<TOTAL-ASSETS> 34,487,270
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 2,813
<OTHER-SE> 11,409,093
<TOTAL-LIABILITY-AND-EQUITY> 34,487,270
<SALES> 3,735,283
<TOTAL-REVENUES> 3,735,283
<CGS> 2,198,335
<TOTAL-COSTS> 2,198,335
<OTHER-EXPENSES> 158,296
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 357,693
<INCOME-PRETAX> (569,345)
<INCOME-TAX> 0
<INCOME-CONTINUING> (569,345)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (569,345)
<EPS-PRIMARY> (.21)
<EPS-DILUTED> (.21)
</TABLE>
