UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For quarterly period ended December 31, 1995 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 1-9860
BARR LABORATORIES, INC.
(Exact name of Registrant as specified in its charter)
New York 22-1927534
(State or Other Jurisdiction of (I.R.S. -Employer
Incorporation or Organization) Identification No.)
Two Quaker Road, P. O. Box 2900, Pomona, New York 10970-0519
(Address of principal executive offices)
914-362-1100
(Registrant's telephone number)
(Former name, former address and former fiscal year, if changed
since last report)
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
Number of shares of Common Stock, Par Value $.01, outstanding as
of December 31, 1995: 9,313,088.
<PAGE>
BARR LABORATORIES, INC.
INDEX PAGE
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets as of
December 31, 1995 and June 30, 1995 3
Consolidated Statements of Earnings
for the three and six-months ended
December 31, 1995 and 1994 4
Consolidated Statements of Cash Flows
for the six-months ended
December 31, 1995 and 1994 5
Notes to Consolidated Financial
Statements 6-7
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations 8-10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 4. Submission of Matters to a Vote of 11
Security Holders
Item 5. Other 12
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
<PAGE>
<TABLE>
BARR LABORATORIES, INC.
CONSOLIDATED BALANCE SHEETS
(thousands of dollars, except share amounts)
(unaudited)
<CAPTION>
December 31, June 30,
1995 1995
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 51,146 $ 52,987
Accounts receivable, less allowances
of $1,760 and $2,100, respectively 32,247 27,307
Inventories 39,315 35,890
Deferred income taxes 3,701 3,601
Prepaid expenses 968 678
Total current assets 127,377 120,463
Property, plant and equipment, net 36,998 34,799
Other assets 1,162 691
Total assets $ 165,537 $ 155,953
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 60,293 $ 55,355
Accrued liabilities 5,094 5,495
Income taxes payable 1,781 1,249
Total current liabilities 67,168 62,099
Long-term debt 20,350 20,371
Other liabilities 233 253
Deferred income taxes 1,179 1,377
Commitments & Contingencies
Contingencies (note 6)
Shareholders' Equity:
Common Stock $.01 par value per share
Authorized 30,000,000; issued
9,365,513 and 9,334,852, respectively 94 93
Additional paid-in capital 42,793 42,230
Retained earnings 33,733 29,543
76,620 71,866
Treasury stock at cost: 52,425 shares (13) (13)
Total shareholders' equity 76,607 71,853
Total liabilities and shareholders'
equity $ 165,537 $ 155,953
<FN>
See accompanying notes to the consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
BARR LABORATORIES, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(thousands of dollars, except per share amounts)
(unaudited)
<CAPTION>
Three Months Six Months
Ended Ended
December 31, December 31,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Net sales $57,465 $50,878 $111,641 $94,925
Cost of sales 46,541 39,857 90,000 73,960
Gross Profit 10,924 11,021 21,641 20,965
Costs and expenses:
Selling, general and
administrative 5,433 4,287 10,493 8,479
Research and development 2,529 2,863 4,773 5,162
Earnings from operations 2,962 3,871 6,375 7,324
Interest income 601 375 1,285 691
Interest expense (432) (647) (904) (1,394)
Other (expense) income, net 5 87 (12) 89
Earnings before income taxes 3,136 3,686 6,744 6,710
Income tax expense 1,147 1,438 2,554 2,617
Net earnings 1,989 2,248 4,190 4,093
PER COMMON SHARE:
Earnings per common and common
equivalent share $ 0.21 $ 0.25 $ 0.45 $ 0.46
Earnings per common share assuming
full dilution $ 0.21 $ 0.25 $ 0.43 $ 0.46
Weighted average number
of common and common
equivalent shares 9,305,360 9,008,836 9,299,479 8,972,823
Weighted average number of shares
assuming full dilution 9,676,784 9,525,033 9,670,903 9,009,898
<FN>
See accompanying notes to the consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
BARR LABORATORIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six Months Ended December 31, 1995 and 1994
(thousands of dollars; unaudited)
<CAPTION>
1995 1994
<S> <C> <C>
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:
Net earnings $ 4,190 $ 4,093
Adjustments to reconcile net earnings
to net cash provided by (used in)
operating activities:
Depreciation and amortization 2,470 2,045
Deferred income tax benefit (298) (438)
Loss (gain) on disposal of equipment 19 (87)
Changes in assets and liabilities:
(Increase) decrease in:
Accounts receivable (4,940) (6,870)
Inventories (3,425) (1,817)
Prepaid expenses (290) (203)
Other assets (471) (42)
Increase (decrease) in:
Accounts payable and accrued liabilities 4,517 6,883
Income taxes payable 532 1,275
Net cash provided by operating activities 2,304 4,839
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
Purchases of property, plant and equipment (4,867) (3,166)
Proceeds from sale of property, plant and
equipment 179 300
Net cash used in investing activities (4,688) (2,866)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Principal payments on long-term debt (21) (26)
Proceeds from exercise of stock options
and employee stock purchases 564 336
Net cash provided by financing activities 543 310
Increase (decrease) in cash (1,841) 2,283
Cash and cash equivalents at beginning of period 52,987 36,499
Cash and cash equivalents at end of period $ 51,146 $ 38,782
Supplemental cash flow data-Cash
paid during the period:
Interest, net of portion capitalized $ 903 $ 1,398
Income taxes $ 2,320 $ 1,791
<FN>
See accompanying notes to the consolidated financial statements.
</TABLE>
<PAGE>
BARR LABORATORIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. Basis of Presentation
The consolidated financial statements include the accounts
of Barr Laboratories, Inc. and its wholly-owned subsidiaries
(the "Company" or "Barr").
In the opinion of the Management of the Company, the interim
consolidated financial statements include all adjustments,
consisting only of normal recurring adjustments, necessary
for a fair presentation of the financial position, results of
operations and cash flows for the interim periods. Interim
results are not necessarily indicative of the results that
may be expected for a full year. These financial statements
should be read in conjunction with the Company's Annual
Report on Form 10-K for the year ended June 30, 1995, and
quarterly report on Form 10-Q for the period ended September
30, 1995.
2. Inventories
Inventories consisted of the following (in thousands of
dollars):
December 31, June 30,
1995 1995
Raw materials and supplies $17,612 $17,470
Work-in-process 6,098 4,520
Finished goods 15,605 13,900
$39,315 $35,890
Tamoxifen Citrate, purchased as a finished product, accounted
for approximately $11,173 and $9,966 of finished goods as of
December 31, 1995 and June 30, 1995, respectively.
3. Earnings Per Common Share and Common Share Equivalents
For the three and six-month periods ended December 31, 1995,
earnings per primary common and common equivalent shares were
computed by dividing the earnings applicable to common stock
by the weighted average number of common shares outstanding
during the period. Fully diluted earnings per share was
calculated including dilutive stock options. For the three
and six-month periods ended December 31, 1994, earnings per
common share were computed by dividing the earnings
applicable to common stock by the weighted average number of
common and dilutive common equivalent shares outstanding
during the period. For the six months ended December 31,
1994, the inclusion of the convertible debentures and their
related interest expense and deferred charge adjustments in
the calculation of fully diluted earnings per share resulted
in less than 3% dilution.
4. Cash and Cash Equivalents
Cash equivalents consist of short-term, highly liquid
investments (primarily municipal bonds with interest rates
that are re-set in intervals of 7 to 30 days) which are
readily convertible into cash at par value (cost). As of
December 31, 1995 and June 30, 1995, approximately $33,757
and $41,143, respectively, of the Company's cash was held in a
<PAGE>
BARR LABORATORIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
cash collateral account to secure extension of credit to it
by the manufacturer of Tamoxifen Citrate. (See Note 6 and
Management's Discussion and Analysis of Financial Condition
and Results of Operations -- Liquidity and Capital
Resources.)
5. Commitments and Contingencies
Litigation
The Company, at December 31, 1995, was involved in lawsuits
incidental to its business, including patent infringement
actions. Management, based on the advice of legal counsel,
believes that the ultimate disposition of these lawsuits will
not have any significant adverse effect on the Company's
consolidated financial statements. (See also Legal
Proceedings.)
6. Collateral Agreement
In December 1995, the Company and the Innovator of Tamoxifen
entered into an Alternative Collateral Agreement ("Collateral
Agreement") which suspends certain sections of the Supply and
Distribution Agreement ("Distribution Agreement") entered
into March, 1993. Under the Collateral Agreement,
extensions of excess credit to the Company will no longer
need to be secured by a letter of credit or cash collateral.
As of December 8, 1995, the effective date of the Collateral
Agreement, the balance of the funds held in the cash
collateral account totaled approximately $45 million.
Beginning with the Company's first purchase after the
effective date of the Collateral Agreement, the Company is
not required to fund the cash collateral account at the time
of purchase. All remaining terms of the Distribution
Agreement remain in place.
In return for the elimination of the cash collateral
requirement and in lieu of issuing letters of credit, the
Company has agreed to pay the Innovator a monthly fee based
on the average monthly Tamoxifen payable balance, as defined
in the agreement, and maintain compliance with certain
financial covenants.
7. Subsequent Event
In January 1996, the Company purchased a 65,000 square foot
manufacturing facility in Forest, Virginia, for approximately
$2.3 million in cash.
<PAGE>
BARR LABORATORIES, INC.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations: Comparison of the Quarter Ended December 31, 1995
to the Quarter Ended December 31, 1994 - (thousands of dollars)
Net sales increased 13% to $57,465 from $50,878. The increase is
attributable to an increase in Barr-manufactured products as well
as continued increase in demand for Tamoxifen Citrate
("Tamoxifen"), the breast cancer treatment distributed by the
Company.
Tamoxifen sales increased 12% to $41,434 from $36,868, but
remained at approximately 72% of total net sales. The growth
resulted from increases in the Company's market share and price.
While the Company's Tamoxifen revenues continued to increase in
fiscal 1996, the rate of growth between fiscal 1995 and 1996
declined compared to prior years. This decline in the rate of
growth was expected given the dramatic growth achieved
immediately after the Company began distributing Tamoxifen and
given the Company's share of the current market. Tamoxifen is a
patented product manufactured for the Company by the Innovator,
and is distributed by the Company under a non-exclusive license
agreement with the Innovator. Sales of Barr-manufactured products
increased 14% as a result of additional volume and favorable
changes in product mix.
Gross profit remained consistent with the prior year, although
gross margin percentages declined to 19.0% from 21.7%. Volume
increases were offset by lower margins on certain products. In
late November 1995, the Company began selling Megestrol Acetate,
a cancer treatment. While the introduction of this product did
not significantly effect results for the second quarter, the
Company believes that this product will provide a positive impact
during the remainder of the year and will contribute to
offsetting lower margins on certain Barr-manufactured products.
Selling, general and administrative expenses increased to $5,433
from $4,287 and as a percentage of net sales from 8.4% to 9.5%.
The increase of $1,146 reflects the Company's spending in
preparation for the introduction of new products. This spending
includes increased legal fees associated with ongoing patent
challenges; increased salaries associated with additions in
headcount; and, additional depreciation from the December 1994
implementation of a new core computer system.
Research and development expenses decreased to $2,529 from $2,863
despite an increase in salaries and related costs associated with
the addition of scientists and higher raw material costs
associated with an increase in the number of products under
development when compared to the prior year. These increases
were offset by a decrease in fees paid to outside laboratories to
conduct biostudies. Such a decrease was expected since the prior
year's amounts included biostudy costs for conjugated estrogens.
The number, complexity and associated costs of biostudies for
conjugated estrogens are greater than those for other products
currently under development.
Interest income increased to $601 from $375, due to a 37%
increase in the average cash and cash equivalent balance as well
as an increase in the rate of return earned on those investments.
<PAGE>
Interest expense declined by $215 due primarily to the reduction
in long-term debt from the February 1995 conversion of $10
million in Convertible Subordinated Notes into Barr common stock.
Results of Operations: Comparison of the Six Months Ended December 31,
1995 to the Six Months Ended December 31, 1994 (thousands of dollars)
Net sales increased to $111,641 from $94,925. The 18% increase
is primarily attributable to a continued increase in demand for
Tamoxifen, the breast cancer treatment distributed by the
Company, as well as increased sales for the balance of the
Company's product lines.
Sales of Tamoxifen accounted for $81,324 or 73% of net sales,
compared to $66,496 or 70% of net sales. The 22% growth was due
to increases in the Company's market share and price. While the
Company's Tamoxifen revenues continued to increase in fiscal
1996, the rate of growth between fiscal 1995 and 1996 declined
compared to prior years. This decline in the rate of growth was
expected given the dramatic growth achieved immediately after the
Company began distributing Tamoxifen and given the Company's
share of the current market. Tamoxifen is a patented product
manufactured for the Company by the Innovator, and is distributed
by the Company under a non-exclusive license agreement with the
Innovator. Sales of Barr-manufactured products increased 7% as a
result of favorable changes in product mix and increases in
volume.
Gross profit increased to $21,641 from $20,965 primarily due to
increased sales volume. However, the gross margin decreased as a
percentage of net sales from 22.1% to 19.4%. This decrease is
primarily attributed to lower gross margins earned on the
distribution of Tamoxifen compared to margins earned on Barr-
manufactured products, and by lower margins on certain of the
Company's manufactured products. In late November 1995, the
Company began selling Megestrol Acetate, a cancer treatment.
While the introduction of this product did not significantly
effect results for the second quarter, the Company believes that
this product will provide a positive impact during the remainder
of the year and will contribute to offsetting lower margins on
certain Barr-manufactured products.
Selling, general and administrative expenses increased to $10,493
from $8,479 and increased as a percentage of net sales to 9.4%
from 8.9%. The increase of $2,014 reflects spending in
preparation for the introduction of new products. This spending
includes increased legal fees associated with ongoing patent
challenges; increased salaries associated with additions in
headcount; and, additional depreciation from the December 1994
implementation of a new core computer system.
Research and development expenses decreased to $4,773 from $5,162
despite an increase in salaries and related costs associated with
the addition of scientists and higher raw material costs
associated with an increase in the number of products under
development when compared to the prior year. These increases
were offset by a decrease in fees paid to outside laboratories to
conduct biostudies. Such a decrease was expected since the prior
year's amounts included biostudy costs for conjugated estrogens.
The number, complexity and associated costs of biostudies for
conjugated estrogens are greater than those for other products
currently under development.
Interest income increased 86% to $1,285 from $691, due to a 39%
increase in the average cash and cash equivalent balance as well
as an increase in the rate of return earned on those investments.
<PAGE>
Interest expense declined $490 primarily from the elimination of
interest expense associated with the $10 million Convertible
Subordinated Notes which were converted into shares of Barr
common stock in February 1995.
Liquidity and Capital Resources
The Company had cash and cash equivalents of $51,146 at December
31, 1995, a decrease from $52,987 at June 30, 1995. However, the
Company's unrestricted cash increased $5,545 to $17,389 from June
30, 1995, as the cash held in a cash collateral account to secure
credit extended to the Company by the Innovator of Tamoxifen
decreased to $33,757 from $41,143 at June 30, 1995. The decrease
in the cash collateral account is a result of an Alternative
Collateral Agreement ("Collateral Agreement") entered in December
1995 between the Company and the Innovator of Tamoxifen. As
discussed in Note 6 to the financial statements, beginning with
the Company's first purchase under the Collateral Agreement,
extensions of excess credit to the Company will no longer need to
be secured by a letter of credit or cash collateral. As a
result, a significant portion of the Company's cash balances will
no longer be subject to the restrictions imposed by the cash
collateral account, and can be used at the Company's discretion.
The balance in the cash collateral account at December 31, 1995
relates to purchases prior to the effective date of the
Collateral Agreement.
Cash provided from operating activities was $2,304 for the six
months ended December 31, 1995. Favorable increases in accounts
payable were offset by increases in inventories and accounts
receivable. The increases in accounts payable and inventory were
primarily due to increased purchases of Tamoxifen. The increase
in accounts receivable is attributable to an increase in days
sales outstanding as well as an increase in overall sales volume.
The Company purchased $4,867 in capital assets during the six
months ended December 31, 1995, the majority of which related to
the expansion of the Company's manufacturing facilities and the
purchase of new machinery and equipment. In December 1995, the
Company announced plans to expand its existing manufacturing
facilities in Pomona, New York and Northvale, New Jersey. The
expansions will add additional manufacturing capacity including
special manufacturing areas necessary for the production of such
products as cancer treatments and hormonal agents. This
investment will consist of approximately $4 million in
construction and $4 million in the purchase and installation of
new equipment. In January 1996, the Company purchased a 65,000
square foot manufacturing facility in Forest, Virginia, for
approximately $2.3 million in cash. Over the next year, the
Company estimates that it will invest an additional $11.4 million
to retrofit the facility, purchase and install equipment to
manufacture pharmaceutical products, and outfit laboratory and
support facilities. Management believes that its purchase of the
Virginia facility will result in significant cost savings since
the existing facility can be easily converted to meet the
Company's needs, and ongoing operating expenses are more
favorable in Virginia when compared to New York and New Jersey.
The Company is currently evaluating alternatives for financing
the acquisition of certain of its machinery and equipment
additions, and the renovation of the Virginia facility.
Management believes that existing capital resources, along with
the Company's ability to obtain additional capital, if required,
will be adequate to meet its needs for the foreseeable future.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
AZT Patent Challenge
As previously disclosed in the Company's Annual Report
on Form 10-K for the year ended June 30, 1995, in March
1995, the Company filed a petition asking the U.S.
Supreme Court to overturn the November 1994 ruling by
the Court of Appeals for the Federal Circuit in
Washington, D.C., which upheld five of Burroughs
Welcome Co.'s ("BW&Co.") patents for zidovudine, the
generic versions of the AIDS treatment AZT.
On January 16, 1996, the U.S. Supreme Court decided
that it would not hear an appeal seeking to overturn
the Court of Appeals ruling on BW&Co.'s patents on
zidovudine. This decision effectively ends the
Company's challenge of the patents. BW&Co.'s claim for
recovery of its attorney's fees from the Company on the
grounds that the Company's conduct renders the case
"exceptional" under patent law remains outstanding.
The Company believes that this action is not well-
founded, and accordingly, no liability has been
recorded at this time.
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Shareholders of Barr
Laboratories, Inc. was held on December 6, 1995, at the
Woodcliff Lake Hilton, Woodcliff Lake, New Jersey. Of
the 9,303,088 shares entitled to vote, 8,754,808 shares
were represented at the meeting by proxy or present in
person. The meeting was held for the following
purposes:
1. To elect a Board of Directors.
All eight nominees were elected based on the following
votes cast:
For Shares
Robert J. Bolger 8,746,878
Edwin A. Cohen 8,746,678
Bruce L. Downey 8,747,078
Michael F. Florence 8,747,078
Wilson L. Harrell 8,746,878
Jacob M. Kay 8,747,078
Bernard C. Sherman 8,746,678
George P. Stephan 8,747,078
2. To consider approval of an amendment to the
Company's 1993 Stock Option Plan for Non-Employee
Directors. The number of votes cast for, against and
abstained were 8,627,783, 127,025, and 548,280
respectively.
<PAGE>
Item 5. Other Information
Effective December 8, 1995, the Company and the
Innovator of Tamoxifen entered into an Alternative
Collateral Agreement ("Collateral Agreement") which
suspends certain sections of the Supply and
Distribution Agreement ("Distribution Agreement")
entered into by both parties in March, 1993. Under the
Collateral Agreement, extensions of excess credit to
the Company will no longer need to be secured by a
letter of credit or cash collateral. At the time of
entering the Collateral Agreement, the balance of the
funds held in the cash collateral account totaled
approximately $45 million. Beginning with the
Company's first purchase after the effective date of
the Collateral Agreement, the Company will not be
required to fund the cash collateral account at the
time of the purchase. The Company will pay the
Innovator a monthly fee based on the average monthly
Tamoxifen payable balance, as defined in the agreement.
All remaining terms of the Distribution Agreement
remain in place.
Item 6. Exhibits and Reports on Form 8-K
a) Exhibit Number Exhibit
11 Computation of per share earnings
27 Financial data schedule
(b) There were no reports filed on Form 8-K in the quarter
ended December 31, 1995.
<PAGE>
BARR LABORATORIES, INC.
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.
BARR LABORATORIES, INC.
Dated: February 7, 1996 /s/ Paul M. Bisaro
Paul M. Bisaro, Vice President,
Chief Financial Officer
and General Counsel
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> DEC-31-1995
<CASH> 51,146
<SECURITIES> 0
<RECEIVABLES> 32,247
<ALLOWANCES> 0
<INVENTORY> 39,315
<CURRENT-ASSETS> 127,377
<PP&E> 36,998
<DEPRECIATION> 0
<TOTAL-ASSETS> 165,537
<CURRENT-LIABILITIES> 67,168
<BONDS> 20,350
0
0
<COMMON> 94
<OTHER-SE> 76,513
<TOTAL-LIABILITY-AND-EQUITY> 165,537
<SALES> 111,641
<TOTAL-REVENUES> 111,641
<CGS> 90,000
<TOTAL-COSTS> 90,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 904
<INCOME-PRETAX> 6,744
<INCOME-TAX> 2,554
<INCOME-CONTINUING> 4,190
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,190
<EPS-PRIMARY> .45
<EPS-DILUTED> .43
<FN>
<F1>Accounts Receivable and PP&E are Net
</FN>
</TABLE>
<TABLE>
BARR LABORATORIES, INC. AND SUBSIDIARIES
COMPUTATION OF PER SHARE EARNINGS
QUARTER AND SIX MONTHS ENDED DECEMBER 31, 1995 AND 1994
(Amounts in thousands, except per share amounts)
<CAPTION>
1995 1994 1995 1994
QUARTER QUARTER Y-T-D Y-T-D
<S> <C> <C> <C> <C>
PRIMARY
Average shares outstanding 9,305 8,748 9,299 8,743
Net effect of dilutive stock options -
based on the treasury stock method
using average market price - i 261 - ii 230
Total 9,305 9,009 9,299 8,973
Net earnings $1,989 $2,248 $4,190 $4,093
Net earnings per share $ 0.21 $ 0.25 $ 0.45 $ 0.46
FULLY DILUTED
Average shares outstanding 9,305 8,748 9,299 8,743
Net effect of dilutive stock options -
based on the treasury stock method
using quarter-end market price 371 267 371 267
Convertible debenture - 510 - 510
Total 9,676 9,525 9,670 9,520
Net earnings $1,989 $2,248 $4,190 $4,093
Deferred finance charges, net of tax - 14 - 27
Interest adjustment, net of tax - 153 - 307
Total $1,989 $2,415 $4,190 $4,427
Net earnings per share $ 0.21 $ 0.25 $ 0.43 $ 0.46iii
i) Stock options of 231 in 1995 are not included because
their inclusion results in less than 3% dilution.
ii) Stock options of 223 in 1995 are not included because
their inclusion results in less than 3% dilution.
iii) For the six months ended December 31, 1994, the convertible
debentures and related interest expense and deferred charges
are not included because their inclusion results in less than
3% dilution.
</TABLE>