FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1994
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: 1-3203
CHESAPEAKE CORPORATION
Incorporated under the I.R.S. Employer
laws of Virginia Identification
No. 54-0166880
1021 East Cary Street
P. O. Box 2350
Richmond, Virginia 23218-2350
Telephone Number (804) 697-1000
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 .
The number of shares outstanding of each of the issuer's classes of common
stock, as of the close of period covered by this report:
Common stock of $1 par value, 23,520,232 shares.
Page 1 of 18 Pages.
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PART I
CHESAPEAKE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
FOR THE YEAR TO DATE ENDED MARCH 31, 1994 AND 1993
First Quarter
1994 1993
(In millions, except
per share data)
<S> <C> <C>
Net sales $212.0 $209.3
Costs and expenses:
Cost of products sold 157.6 158.7
Depreciation and cost of timber harvested 18.1 18.2
Selling, general and administrative expenses 25.3 25.9
Income from operations 11.0 6.5
Other income and expenses, net 1.7 .7
Interest expense (8.3) (8.4)
Income (loss) before taxes 4.4 (1.2)
Income taxes 1.7 ( .4)
Net income (loss) $ 2.7 $( .8)
Earnings (loss) per share $ .11 $(.03)
Weighted average number of common shares and
equivalents outstanding 23.5 23.3
Cash dividends declared per share of common stock $ .18 $ .18
See accompanying notes.
</TABLE>
2
<TABLE>
<CAPTION>
CHESAPEAKE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
March 31, 1994 Dec. 31, 1993
(In millions)
<S> <C> <C>
ASSETS
Current assets:
Cash $ 1.3 $ .7
Accounts receivable, less
allowances for doubtful
accounts of $3.9 and $3.0 101.4 87.5
Inventories, at lower of cost
or market 89.2 79.7
Deferred income taxes 12.7 12.2
Other 5.5 6.1
Total current assets 210.1 186.2
Property, plant and equipment, at cost:
Land, buildings, machinery
and equipment 1,199.3 1,159.5
Less accumulated depreciation 578.1 545.5
621.2 614.0
Timber and timberlands, net 39.8 39.8
Net property, plant and equipment 661.0 653.8
Goodwill, net 44.0 28.0
Other assets 57.8 51.3
$ 972.9 $ 919.3
</TABLE>
3
<TABLE>
March 31, 1994 Dec. 31, 1993
(In millions)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 92.3 $ 90.5
Current maturities of long-term debt 1.7 1.5
Dividends payable 4.2 4.2
Income taxes payable 2.0 2.9
Total current liabilities 100.2 99.1
Long-term debt 382.6 333.1
Postretirement benefits other than pensions 20.8 20.5
Deferred income taxes 103.7 98.6
Stockholders' equity:
Preferred stock, $100 par value,
issuable in series;
authorized, 500,000 shares;
issued, none
Common stock, $1 par value;
authorized 60,000,000 shares;
outstanding 23,520,232 and
23,514,378 shares 23.5 23.5
Additional paid-in capital 101.8 102.6
Retained earnings 240.3 241.9
365.6 368.0
$972.9 $919.3
</TABLE>
See accompanying notes.
4
<TABLE>
<CAPTION>
CHESAPEAKE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR TO DATE ENDED MARCH 31, 1994 AND 1993
<S> <C> <C>
1994 1993
(In millions)
Operating activities
Net income (loss) $ 2.7 $ ( .8)
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation, cost of timber harvested and
amortization of intangibles 18.9 18.9
Deferred income taxes 1.6 -
Gain on sale of property, plant and
equipment (.1) (.5)
Changes in operating assets and liabilities,
net of acquisitions:
Accounts receivable (8.4) (7.2)
Inventories (4.8) (5.1)
Other assets (5.6) ( .4)
Accounts payable and accrued expenses (2.1) 7.9
Income taxes payable (1.0) ( .7)
Other payables .3 .2
Net cash provided by operating activities 1.5 12.3
Investing activities
Purchases of property, plant and equipment (9.8) (21.8)
Acquisition (net of notes issued to sellers of $15.8) (16.2) -
Proceeds from sale of property, plant and
equipment .2 .7
Net cash used in investing activities (25.8) (21.1)
Financing activities
Net borrowings (payments) on credit lines 13.1 (28.4)
Payments on long-term debt (32.1) (50.5)
Proceeds from long-term debt 49.0 91.9
Dividends paid (4.2) (4.2)
Other ( .9) -
Net cash provided by financing activities 24.9 8.8
Increase in cash .6 -
Cash at beginning of period .7 .7
Cash at end of period $ 1.3 $ .7
Supplemental cash flow information:
Interest payments $ 8.2 $ 6.4
Income tax payments, net of refunds $ 1.4 $ .1
</TABLE>
See accompanying notes.
5
CHESAPEAKE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. The condensed consolidated financial statements included
herein are unaudited, except for the December 31, 1993
consolidated balance sheet, have been prepared by the
Company pursuant to the rules and regulations of the
Securities and Exchange Commission, and, in the opinion of
management, reflect all adjustments, all of a normal
recurring nature, necessary to present fairly the Company's
consolidated financial position, results of operations and
cash flows. It is suggested that these condensed
consolidated financial statements be read in conjunction
with the consolidated financial statements and the notes
thereto included or incorporated by reference in the
Company's latest Annual Report on Form 10-K. The results of
operations for the 1994 interim period should not be
regarded as necessarily indicative of the results that may
be expected for the entire year.
<TABLE>
<CAPTION>
2. Inventories:
March 31, 1994 Dec. 31, 1993
(In millions)
<S> <C> <C>
Inventories consist of:
Finished goods and work
in process $ 54.2 $ 49.3
Materials and supplies 35.0 30.4
Totals $ 89.2 $ 79.7
</TABLE>
The amount of work in process inventories is insignificant
in relation to total inventories.
3. Commitments and Other Matters:
At March 31, 1994, commitments, primarily for capital
expenditures, approximated $32 million. These commitments
include anticipated expenditures of $7 million in 1994
related to environmental protection in connection with
planned expansions and upgrades mainly at the Company's
paper mills in West Point, Virginia and Menasha, Wisconsin.
The remaining commitments of $25 million are for various
capital projects, none of which is individually material.
Uncommitted environmental protection projects may cost the
Company another $9 million during the next several years.
Additional non-determinable environmental protection
expenditures could be required in the future when facilities
are expanded or if more stringent standards become
applicable. See Note 6.
6
3. Commitments and Other Matters,(continued):
On January 24, 1994, the Company completed the acquisition
by Chesapeake Packaging Co. of Lawless Holding Corporation,
based in North Tonawanda New York. Lawless Holding
Corporation had annual sales of approximately $60 million in
1993 and includes a corrugated container plant in North
Tonawanda, corrugated sheet plants located in Scotia, New
York, Le Roy, New York and Madison, Ohio, and a consumer
graphic packaging plant located in Buffalo, New York.
In March 1994 the Company completed the public offering of
an aggregate $50 million principal amount of tax exempt
bonds due March 1, 2019, issued by the Industrial
Development Authority of the Town of West Point, Virginia.
The offering consisted of $31.25 million of 6.25% bonds, the
proceeds of which were used to repay 9.0% to 10.25% tax
exempt bonds issued in 1984; and $18.75 million of 6.375%
bonds, the proceeds of which are being used to finance new
qualified projects at the Company's West Point, Virginia
mill, most of which were previously financed by credit
lines. The call premium and write-off of the remaining
deferred debt costs for the 1984 bonds increased first
quarter interest expense by $.8 million.
In March 1994, Chesapeake Paper Products Company and
Chesapeake Forest Products Company announced the offering of
a voluntary enhanced retirement program which is expected to
result in a second quarter pre-tax charge of approximately
$4 million. Anticipated pre-tax annual savings from
implementation of the program are projected to be $3
million, beginning in the fourth quarter of 1994.
4. Litigation:
The Company is a party to various legal actions which are
ordinary and incidental to its business. While the outcome
of legal actions cannot be predicted with certainty, the
Company believes the outcome of any of these proceedings, or
all of them combined, will not have a materially adverse
effect on its consolidated financial position or results of
operations.
5. Income Taxes:
The Company's effective income tax rate was 39.4% in first
quarter 1994 compared to 38.0% in first quarter 1993. The
differences between the Company's effective income tax rate
and the statutory federal income tax rate are due to state
income taxes and purchase accounting adjustments resulting
from acquisitions.
7
6. Environmental Matters:
Chesapeake operates under, and is in substantial compliance
with, the terms of various air emission and water and
effluent discharge permits and other environmental
regulations.
The U.S. Environmental Protection Agency ("EPA") has
published draft rules under the Clean Water Act and the
Clean Air Act which would impose new air and water quality
standards for pulp and paper mills (the "Cluster Rules").
The EPA has indicated that it intends to issue the final
Cluster Rules in the fall of 1995. The definitive Cluster
Rules are expected to require compliance within three years
after the date of their adoption. Based on the Company's
preliminary estimates, if the Cluster Rules are adopted in
substantially their present form, compliance would require
capital expenditures totaling approximately $55 million at
the Company's two paper mills. The Company has joined with
the American Forest & Paper Products Association and most of
its members in stating that they believe that the Cluster
Rules, as proposed, are inappropriate, unjustified and do
not comply with applicable law. The capital expense impact
to the Company of compliance with the definitive Cluster
Rules will depend on a number of factors, including: the
scope of the standards imposed and time permitted for
compliance; the Company's strategic decisions related to
compliance, including potential changes in product mix and
markets; and developments in compliance technology. The
additional effect, if any, on the Company's business will
depend on a number of factors, including: the domestic and
international competitive effects of compliance, and
evolving consumer demands related to environmental issues,
on the Company and its competitors.
8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
1st Quarter 1994 vs. 1st Quarter 1993
Net sales for the three months ended March 31, 1994 were
$212.0 million, or 1% higher than net sales of $209.3 million in
the first three months of 1993, despite the elimination of
approximately $23 million in sales by the Company's former treated
wood business. Sales from continuing operations were up 8%, as
each major business--kraft products, tissue and packaging--
experienced first quarter gains over 1993 levels. Increased
shipments of kraft products and packaging and some sales price
relief contributed to the increase.
Net income for the first quarter was $2.7 million, or $.11 a
share, compared to a first quarter 1993 loss of $.8 million, or
$.03 a share. Continued solid operating performance and effective
cost control helped lower both cost of products sold and selling,
general and administrative expenses from last year. Depreciation
and cost of timber harvested approximated 1993 amounts. Other
income was up $1.0 million, primarily as a result of the sale of
land that was no longer considered strategic. Excluding small
amounts of capitalized interest and an $.8 million expense
consisting of the call premium and write-off of the remaining
deferred debt costs of retired debt, interest expense for 1994 was
nearly $1 million less than in 1993, due primarily to lower debt
levels.
Shipments of kraft products improved to 208,000 tons, an
increase of 7% from first quarter of 1993. Productivity and
quality continued to improve, with first quarter production volume
averaging more than 2,150 tons per day, compared to slightly under
2,000 tons per day for first quarter of last year. Although
containerboard and market pulp price increases announced during
the fourth quarter of 1993 and the first quarter of 1994 have been
implemented, average pricing was still below the levels of the
first quarter of 1993, resulting in lower earnings for the kraft
products segment. First quarter 1994 earnings were also
negatively impacted by higher wastepaper costs and increased
logging expenses resulting from exceptionally harsh weather
conditions. Domestic market pulp prices were increased $50 per
ton effective April 1. Export market pulp price increases of $60
per ton have been announced, effective May 1 for the Far East and
June 1 for Europe. The kraft products segment includes the
results of the building products business, a small part of
Chesapeake's total operations, which improved over 1993's solid
results, as sales volumes increased and prices for lumber
continued to be strong. Second quarter 1994 earnings will be
9
negatively impacted by a planned maintenance shutdown at the West
Point mill and by an expected pre-tax charge of $4 million related
to a voluntary enhanced retirement program.
Tissue shipments of converted products were up 1% compared to
the first quarter of 1993, but overall tissue shipments were 5%
below first quarter 1993 levels because fewer non-converted parent
rolls were sold. The Company's goal is to convert all parent
roles into higher value added finished products. Tissue pricing
was 6% above first quarter 1993 levels as a result of sales price
improvements implemented last year. These higher prices, together
with continued high productivity and cost reduction, resulted in
significant earnings improvement in the first quarter of 1994 for
the tissue segment compared to the first quarter of 1993. Net
sales of the consumer products business increased 10% and
operating losses were reduced by $1.3 million, or 83%, compared to
last year.
The packaging segment realized a 9% increase in volume over
first quarter 1993 excluding the additional sales related to
Lawless Holding Corporation, which was acquired by Chesapeake in
January 1994. The greatest gains were made in graphic packaging
as a result of the completion of the final phase of a capital
expansion program at Color-Box to double the capacity of this
business. The integration of Lawless Holding Corporation is
proceeding well, and these operations contributed immediately to
profits.
<TABLE>
<CAPTION>
BUSINESS SEGMENT HIGHLIGHTS
<S> <C> <C> <C>
First Quarter Fourth Quarter
1994 1993 1993
Net Sales:
Kraft products $ 71.1 $ 88.0 $ 63.9
Tissue 64.7 62.2 72.9
Packaging 74.0 58.2 62.1
Corporate 2.2 .8 2.1
$212.0 $209.3 $201.0
EBIT:
Kraft products $ 2.9 $ 4.4 $ 7.9
Tissue 8.1 2.9 10.2
Packaging 4.3 2.3 2.7
15.3 9.6 20.8
Corporate (2.6) (2.4) (1.7)
$ 12.7 $ 7.2 $ 19.1
</TABLE>
10
1st Quarter 1994 vs. 4th Quarter 1993
Net sales for the first quarter of 1994 were up $11.0
million, or 5%, from net sales of $201.0 million for the fourth
quarter of 1993. Sales from continuing operations approximated
fourth quarter levels. First quarter is normally the seasonally
slowest for Chesapeake; however, some sales price relief offset
part of the seasonal effect. Increased shipments of kraft
products and packaging also contributed to improvement in net
sales.
Net income for the first quarter was $4.6 million less than
net income for the fourth quarter of 1993 because of higher
depreciation, a large fourth quarter land sale and higher interest
expense. First quarter cost of products sold and selling, general
and administrative expenses as percentages of net sales
approximated fourth quarter levels. Depreciation and cost of
timber harvested was up $1.8 million due to depreciation on
projects completed in 1993 and favorable fourth quarter 1993
adjustments. Other income was down because fourth quarter 1993
included the sale of 19,000 acres of timberland holdings that were
no longer strategic for a gain of $8 million. Gains from sales of
timberland holdings in the first quarter of 1994 were
approximately $1 million. Interest expense increased as a result
of an $.8 million expense consisting of the call premium and
write-off of the remaining deferred debt expense of $.8 million on
retired debt. Without this charge, interest expense would have
been just below fourth quarter levels.
Shipments of kraft products for the first quarter increased
3% compared to the fourth quarter. Price increases were
implemented for some products, while productivity and quality
improvements continued. First quarter fiber costs were higher due
to harsh weather conditions. Fourth quarter 1993 results included
a pre-tax gain of $8 million for the sale of timberland holdings
that were no longer strategic and a pre-tax charge of $1.0 million
related to the conveyance of the assets of the wood treating
business to Universal Forest Products. Earnings of the building
products business, a small part of Chesapeake's total operations,
were up 23% compared to the fourth quarter.
Tissue shipments of converted products for the first quarter
of 1994 compared to the fourth quarter of 1993 declined 6%, while
overall tissue shipments were down 7%. Tissue pricing was up
slightly. Earnings were strong for a first quarter, but less than
the seasonally stronger fourth quarter. Results of the consumer
products business were slightly better than those of the fourth
quarter.
Sales volume of the packaging segment was slightly higher
than in the fourth quarter, before additional sales related to
Lawless Holding Corporation. Average pricing was about the same
11
as in the previous quarter. Fourth quarter 1993 operating
expenses for this segment were increased by a one-time charge for
the consolidation of the West Des Moines, Iowa, packaging facility
into the Sandusky, Ohio, facility.
Capital Expenditures
Capital expenditures for the first three months of 1994 were
$9.8 million, down 55% compared to the first quarter of 1993.
Planned capital expenditures for 1994 approximate 1993 spending of
$64 million. The 1994 planned capital expenditures are for
various operational improvements throughout the Company, with no
1994 capital project individually more than 5% of the total
planned spending. Capital expenditures for 1994 are expected to
be financed with internally generated funds supplemented by
proceeds from borrowings.
Liquidity and Capital Structure
Working capital increased $22.8 million during the first
quarter of 1994 primarily as a result of increased accounts
receivable and inventories. Accounts receivable increased $13.9
million from year end amounts due to higher sales near the end of
the first quarter and timing of collections. The average
collection period for the quarter increased two days compared to
first quarter 1993's average. Inventories increased $9.5 million
during the first quarter of 1994 due in part to the seasonal
increase in inventories of tissue products. Accounts payable
increased $1.8 million during the quarter. A portion of the
increases in accounts receivable, inventories and accounts payable
resulted from the inclusion of the accounts of Lawless Holding
Corporation acquired in January 1994. The ratio of current assets
to current liabilities was 2.1 at the end of first quarter 1994
compared to 2.3 at the end of the first quarter of 1993 and 1.9 at
year end 1993.
"EBIT + D" (earnings before interest and income taxes plus
non-cash charges for depreciation, cost of timber harvested and
amortization) was $31.2 million for the first quarter of 1994, or
21% higher than $25.8 million for the first quarter of 1993.
Improved income before taxes was primarily responsible for this
increase. EBIT + D for the first quarter of 1994 was 13% less
than EBIT + D of $35.8 million for the fourth quarter of 1993.
Net cash provided by operating activities for the first quarter of
1994 was $10.9 million less than in the first quarter of last
year, primarily due to a $2.1 million decrease in accounts
payable, net of acquisitions, compared to a $8.1 million increase
in accounts payable in the first quarter of 1993. The higher than
usual change in accounts payable in the prior year was the result
of the renegotiation of credit terms with several major vendors
and the timing of payments.
12
During the first quarter of 1994, long-term debt increased
by approximately $50 million as a result of seasonal working
capital requirements and the acquisition of Lawless Holding
Corporation. In March, Chesapeake completed the public offering
of $50 million of 25 year tax exempt bonds associated with
projects at its West Point, Virginia mill. The offering consisted
of $31.25 million of 6.25% bonds, the proceeds of which were used
to repay 9.0% to 10.125% tax exempt bonds issued in 1984; and
$18.75 million of 6.375% bonds, the proceeds of which are being
used to finance new qualified projects, most of which were
previously financed by credit lines. The call premium and write
off of the remaining deferred debt costs for the 1984 bonds
increased first quarter interest expense by $.8 million. Out of a
total of $75 million committed and $75 million uncommitted credit
lines available at the end of first quarter, $16.6 million were
utilized. The ratio of long-term debt to total capital was 45% at
the end of the first quarter compared to 46% at the end of the
first quarter of last year and 42% at year end 1993. The ratio of
long-term debt to stockholders' equity was 105% at the end of the
first quarter compared to 108% at the end of the first quarter of
last year and 91% at year-end 1993.
13
PART II
Item 1. Legal Proceedings
Reference is made to Note 4 of the Notes to
Consolidated Financial Statements included herein.
Item 4. Submission of Matters to a Vote of Security Holders
At the Annual Meeting of Stockholders on April 27,
1994, the following business was transacted:
(1) All nominees for election to the Board of
Directors were elected.
<TABLE>
<S> <C> <C>
Number Number
of of Shares
Shares Authority
For Withheld
C. Elis Olsson 21,372,663 265,074
Wallace Stettinius 21,362,461 275,276
Joseph P. Viviano 21,367,476 270,261
Harry H. Warner 21,368,983 268,754
</TABLE>
(2) The amendment and restatement of the Chesapeake
Corporation Salaried Employees' Stock Purchase
Plan was approved. There were 21,234,113 votes
for the proposal and 235,405 against with 168,219
abstentions.
(3) The appointment of Coopers & Lybrand as
independent accountants for the fiscal year ending
December 31, 1994, was ratified. There were
21,520,273 votes for the proposal and 58,598
against with 58,866 abstentions.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 10.1 - Agreement between Thomas Blackburn
and Chesapeake Paper Products Company dated as of
March 4, 1994, terminating agreement dated as of
November 24, 1993.
Exhibit 11.1 - Computation of Net Income Per Share
of Common Stock.
(b) Reports on Form 8-K
Current Report on Form 8-K dated March 22, 1994,
reporting, under Item 5, the announcement by
Chesapeake Paper Products Company and Chesapeake
Forest Products Company of a voluntary enhanced
retirement program.
14
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.
CHESAPEAKE CORPORATION
(Registrant)
Date: May 10, 1994 BY: /s/Christopher R. Burgess
Christopher R. Burgess
Controller
Date: May 10, 1994 BY: /s/Andrew J. Kohut
Andrew J. Kohut
Vice President - Finance &
Chief Financial Officer
15
EXHIBIT INDEX
Page
Exhibit 10.1
Agreement between Thomas Blackburn and
Chesapeake Paper Products Company dated
as of March 4, 1994, terminating agreement
dated as of November 24, 1993 17
Exhibit 11.1
Computation of Net Income per Share of
Common Stock 18
16
Exhibit 10.1
EMPLOYMENT AND SEVERANCE BENEFITS TERMINATION AGREEMENT
This Employment and Severance Benefits Termination
Agreement, dated as of this 4th day of March 1994, by and between
CHESAPEAKE PAPER PRODUCTS COMPANY, a Virginia corporation (the
"Company") and Thomas Blackburn, (the "Employee").
WHEREAS, the Company and the Employee entered into an
Employment and Severance Benefits Agreement dated as of November
24, 1993 (the "Agreement"), which Agreement they now desire to
terminate.
NOW, THEREFORE, for and in consideration of the mutual
covenants and agreements of the Company and the Employee set
forth herein, the Company and the Employee agree as follows:
1. As of the date hereof, the Agreement, except as
specifically provided herein, is terminated.
2. The provisions of paragraph 10 of the Agreement which
state the Employee's obligations as to confidential, non-public
information concerning the Company survive the termination of the
Agreement and remain applicable to the Employee.
3. The Company releases the Employee from the Employee's
responsibilities as stated in the Agreement and the Employee
releases the Company from its responsibilities under the
Agreement.
4. The Company and the Employee acknowledge that, upon the
termination of the Agreement, the Employee is an employee-at-will
of the Company.
IN WITNESS WHEREOF, the Company has caused this agreement to
be duly executed on its behalf, and the Employee has duly
executed this agreement, all as of the date first above written.
/s/THOMAS BLACKBURN CHESAPEAKE PAPER PRODUCTS COMPANY
Thomas Blackburn
By: /s/PAUL A. DRESSER, JR
Paul A. Dresser, Jr.,
Chairman
17
<TABLE>
<CAPTION>
EXHIBIT 11.1
CHESAPEAKE CORPORATION AND SUBSIDIARIES
COMPUTATION OF NET INCOME PER SHARE OF COMMON STOCK
FOR THE FIRST QUARTER ENDED MARCH 31, 1994 AND 1993
(Share amounts in thousands, dollar amounts in millions,
except for per share amounts)
<S> <C> <C>
1994 1993
Primary:
Weighted average number of common shares
outstanding 23,450 23,330
Net additions to common shares assuming
exercise of dilutive options, determined by
treasury stock method 141 -
Common shares and equivalents 23,591 23,330
Net Income (loss) $ 2.7 $ ( .8)
Per share amount $ .11 $ (.03)
Fully diluted:
Common shares and equivalents 23,591 23,330
Net additional common shares issuable upon
exercise of dilutive options, determined
by treasury stock method using period end
market price, if higher than average
price 23 -
Common shares, equivalents and other
potentially dilutive securities 23,614 23,330
Net income (loss) for fully diluted computation $ 2.7 $ ( .8)
Per share amount $ .11 $ (.03)
</TABLE>
NOTE: (a) Dilution is less than 3%
18
16
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