<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________
Form 10-Q
/X/QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended September 30, 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 0-8615
BUSINESS RECORDS CORPORATION HOLDING COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 75-1533071
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1111 West Mockingbird Lane, Suite 1400, Dallas, Texas 75247
(Address of principal executive including zip code)
Registrant's telephone number, including area code (214) 688-1800
None
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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at September 30, 1995
Common Stock 6,440,906
$.10 Par Value
<PAGE>
BUSINESS RECORDS CORPORATION HOLDING COMPANY
INDEX
PAGE
Part I. Financial Information
Consolidated Condensed Balance
Sheets - September 30, 1995 and
December 31, 1994 P-1
Consolidated Condensed Statements of
Income - Three Months Ended September 30,
1995 and 1994 P-2
Consolidated Condensed Statements of
Income - Nine Months Ended September 30,
1995 and 1994 P-3
Consolidated Condensed Statements of
Cash Flows - Nine Months Ended September 30,
1995 and 1994 P-4
Notes to Consolidated Condensed Financial
Statements P-5
Management's Discussion and Analysis P-8
Part II. Other Information P-12
<PAGE>P-1
PART I. FINANCIAL INFORMATION
BUSINESS RECORDS CORPORATION HOLDING COMPANY
CONSOLIDATED CONDENSED BALANCE SHEETS
(Unaudited)
September 30, December 31,
1995 1994
ASSETS
Current assets:
Cash and cash equivalents. . . . . . . . $ 47,000 $ 21,946,000
Short-term marketable securities . . . . 36,157,000 14,688,000
Accounts and notes
receivable, net . . . . . . . . . . . . 30,701,000 26,245,000
Inventories (Note 4) . . . . . . . . . . 11,744,000 5,967,000
Deferred tax asset . . . . . . . . . . . 5,856,000 6,856,000
Other current assets . . . . . . . . . . 2,172,000 950,000
Total current assets . . . . . . . . . 86,677,000 76,652,000
Property, plant & equipment. . . . . . . 57,552,000 59,456,000
Less accumulated depreciation
& amortization . . . . . . . . . . . . (40,703,000) (41,384,000)
16,849,000 18,072,000
Long-term marketable securities. . . . . 8,667,000 8,278,000
Long-term installment receivables. . . . 9,956,000 6,815,000
Purchased software and
data bases, net . . . . . . . . . . . . 2,504,000 2,884,000
Goodwill and other
intangibles, net. . . . . . . . . . . . 34,385,000 36,399,000
Other assets . . . . . . . . . . . . . . 1,680,000 2,063,000
Total assets . . . . . . . . . . . . . . $160,718,000 $151,163,000
LIABILITIES & SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable . . . . . . . . . . . . $ 4,773,000 $ 3,271,000
Accrued liabilities. . . . . . . . . . . 20,182,000 24,596,000
Current portion of
notes and capital leases. . . . . . . . 1,159,000 1,523,000
Convertible exchangeable notes to
officer/director (Note 6) . . . . . . . --- 1,333,000
Total current liabilities. . . . . . . 26,114,000 30,723,000
Long-term notes and capital leases . . . 519,000 1,361,000
Deferred tax liability . . . . . . . . . 3,374,000 3,924,000
Noncurrent liabilities . . . . . . . . . 27,000 29,000
Shareholders' Equity:
Common stock . . . . . . . . . . . . . . 645,000 618,000
Additional paid-in capital . . . . . . . 57,681,000 52,612,000
Retained earnings. . . . . . . . . . . . 72,575,000 64,776,000
Treasury stock . . . . . . . . . . . . . (217,000) (2,880,000)
Total shareholders' equity . . . . . 130,684,000 115,126,000
Total liabilities and
shareholders' equity. . . . . . . . . . $160,718,000 $151,163,000
See accompanying Notes to the Consolidated Condensed Financial Statements.
The financial statements have been restated to include the results of an
acquisition in 1995 which has been accounted for under the pooling of interests
method (see Note 8).
<PAGE>P-2
BUSINESS RECORDS CORPORATION HOLDING COMPANY
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended September 30,
1995 1994
Revenues . . . . . . . . . . . . . . . . $ 34,728,000 $ 38,920,000
Cost of products and services. . . . . . 24,927,000 25,667,000
Selling, general and administrative. . . 5,987,000 7,357,000
30,914,000 33,024,000
Operating profit . . . . . . . . . . . . 3,814,000 5,896,000
Other income . . . . . . . . . . . . . . --- ---
Interest income net. . . . . . . . . . . 750,000 326,000
Income before income tax . . . . . . . . 4,564,000 6,222,000
Income tax provision . . . . . . . . . . 1,816,000 2,319,000
Net income . . . . . . . . . . . . . . . $ 2,748,000 $ 3,903,000
Earnings per common and
common equivalent share:
Net income. . . . . . . . . . . . . . $ .41 $ .62
Average shares. . . . . . . . . . . . 6,631,000 6,335,000
Earnings per share
assuming full dilution:
Net income . . . . . . . . . . . . . $ .41 $ .59
Average shares . . . . . . . . . . . 6,652,000 6,610,000
Cash dividends per share . . . . . . . . $ --- $ ---
See accompanying Notes to the Consolidated Condensed Financial Statements.
The financial statements have been restated to include the results of an
acquisition in 1995 which has been accounted for under the pooling of interests
method (see Note 8).
<PAGE>P-3
BUSINESS RECORDS CORPORATION HOLDING COMPANY
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
Nine Months Ended September 30,
1995 1994
Revenues . . . . . . . . . . . . . . . . $100,173,000 $107,908,000
Cost of products and services. . . . . . 73,038,000 71,997,000
Selling, general and administrative. . . 17,175,000 19,499,000
90,213,000 91,496,000
Operating profit . . . . . . . . . . . . 9,960,000 16,412,000
Other income (Note 7). . . . . . . . . . 823,000 ---
Interest income net. . . . . . . . . . . 2,200,000 342,000
Income before income tax . . . . . . . . 12,983,000 16,754,000
Income tax provision . . . . . . . . . . 5,184,000 6,535,000
Net income . . . . . . . . . . . . . . . $ 7,799,000 $ 10,219,000
Earnings per common and
common equivalent share:
Net income. . . . . . . . . . . . . . $ 1.20 $ 1.71
Average shares. . . . . . . . . . . . 6,505,000 5,982,000
Earnings per share
assuming full dilution:
Net income . . . . . . . . . . . . . $ 1.18 $ 1.61
Average shares (Note 5). . . . . . . 6,625,000 6,486,000
Cash dividends per share . . . . . . . . $ --- $ ---
See accompanying Notes to the Consolidated Condensed Financial Statements.
The financial statements have been restated to include the results of an
acquisition in 1995 which has been accounted for under the pooling of interests
method (see Note 8).
<PAGE>P-4
BUSINESS RECORDS CORPORATION HOLDING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended September 30,
1995 1994
Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . $7,799,000 $10,219,000
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization. . . . . . . . . 8,180,000 8,014,000
Loss (gain) on sale of assets. . . . . . . . . (282,000) 3,000
Changes in assets and liabilities:
(Increase) decrease in accounts
and notes receivable . . . . . . . . . . . (4,480,000) (4,143,000)
(Increase) decrease in inventories . . . . . (5,754,000) (946,000)
(Increase) decrease in other assets. . . . . (26,000) 1,601,000
Increase (decrease) in accounts payable. . . 1,499,000 34,000
Increase (decrease) in other liabilities . . (551,000) 1,547,000
Increase (decrease) in accrued liabilities . (2,731,000) 2,043,000
Total adjustments. . . . . . . . . . . . . . . (4,145,000) 8,153,000
Net cash provided by operating activities. . . . . 3,654,000 18,372,000
Cash flows from investing activities:
Capital expenditures . . . . . . . . . . . . . . (5,302,000) (5,477,000)
Marketable securities purchased. . . . . . . . . (34,214,000) (22,915,000)
Marketable securities matured. . . . . . . . . . 12,094,000 12,187,000
Proceeds from notes associated with
the sale of business units . . . . . . . . . . --- 40,000
Proceeds from sale of assets . . . . . . . . . . --- ---
Additions to installment receivables . . . . . . (4,099,000) (3,610,000)
Proceeds from installment receivables. . . . . . 2,518,000 1,029,000
Net cash (used in) provided by
investing activities. . . . . . . . . . . . . . . (29,003,000) (18,746,000)
Cash flows from financing activities:
Principal payments on notes and capital leases . (1,206,000) (1,020,000)
Issuance of common stock . . . . . . . . . . . . 5,634,000 8,003,000
Repurchases of stock and other . . . . . . . . . (978,000) (6,952,000)
Net cash provided by financing activities. . . . . 3,450,000 31,000
Increase (decrease) in cash and cash equivalents . (21,899,000) (343,000)
Cash and cash equivalents at beginning of period . $21,946,000 $18,016,000
Cash and cash equivalents at end of period . . . . $ 47,000 $17,673,000
Supplemental disclosures -- Cash payments during the first nine months of 1995
for income taxes and interest were $5,913,000 and $338,000, respectively. Cash
payments during the first nine months of 1994 for income taxes and interest
were $378,000 and $1,197,000, respectively.
See accompanying Notes to the Consolidated Condensed Financial Statements.
The financial statements have been restated to include the results of an
acquisition in 1995 which has been accounted for under the pooling of interests
method (see Note 8).
<PAGE>P-5
BUSINESS RECORDS CORPORATION HOLDING COMPANY
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
1. The interim consolidated condensed financial statements included herein
have been prepared by Business Records Corporation Holding Company (the
"Company"), without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements have been condensed
or omitted pursuant to such rules and regulations. These consolidated
condensed financial statements should be read in conjunction with the
consolidated financial statements and related notes contained in the
Company's 1994 annual report on Form 10-K. In the opinion of management,
the consolidated condensed financial statements contain all adjustments
necessary to present fairly the financial position as of September 30,
1995 and the results of operations for the three and nine months ended
September 30, 1995 and 1994, and cash flows for the nine months ended
September 30, 1995 and 1994. These adjustments include recurring accruals
and a pro rata portion of certain estimated expenses. Management believes
that the procedures followed in preparing these consolidated condensed
financial statements are reasonable under the circumstances, but the
accuracy of the amounts in the financial statements are in some respects
dependent upon facts that will exist and procedures that will be performed
by the Company later in the fiscal year. The significant area that could
be affected by future developments is as follows:
Physical Inventories - The Company takes physical inventory at interim
times during the fiscal year. Management believes that the costs of
taking a physical inventory more frequently would considerably exceed the
benefit. Accordingly, the amounts shown for inventories at September 30,
1995 have been determined from the Company's regular accounting system.
However, the Company expects no significant quarterly adjustments will
arise when the next physical inventory is taken.
2. The provision for income tax is based on the estimated annual rate.
Certain reclassifications between current income tax and deferred income
tax may be necessary at December 31, 1995 to reflect the annual
computation of differences between book and tax income.
3. The results of operations for the three months ended September 30, 1995
are not necessarily indicative of the results to be expected for the full
year.
4. Inventories consist of the following:
September 30, December 31,
1995 1994
Finished goods. . . . . . . . . . . . . $ 4,827,000 $ 2,793,000
Work in progress. . . . . . . . . . . . 2,513,000 1,355,000
Raw materials and supplies. . . . . . . 4,404,000 1,819,000
Net inventories . . . . . . . . . . . . $11,744,000 $ 5,967,000
<PAGE>P-6
5. Earnings per share, assuming full dilution, for the nine months ended
September 30, 1995 is computed based on shares issued upon conversion of
a note to an officer/director and the weighted average number of common
and common equivalent shares outstanding for a total of 6,625,000 shares.
In addition, for purposes of computing earnings per share, interest
expense on the convertible note is added back to income, net of tax, in
the amount of $20,000. Earnings per share, assuming full dilution, for
the nine months ended September 30, 1994 is computed based on shares
issued upon conversion of a note to an officer/director and the weighted
average number of common and common equivalent shares outstanding for a
total of 6,486,000 shares. In addition, for purposes of computing
earnings per share, interest expense on the convertible note is added
back to income, net of tax, in the amount of $384,000.
6. On March 31, 1995, pursuant to the terms of the Company's 10,000,000 10%
Convertible Exchangeable Notes (the "Notes"), the holder of the Notes, an
officer/director of the Company, converted the remaining $1.3 million of
the Notes outstanding into 95,238 shares of the Company's common stock.
7. During the second quarter of 1995, the Company settled its lawsuit with
Claude Morgan Lewenz. The case, styled "Claude Morgan Lewenz v. DLH/INE
Corporation, Business Records Corporation, Hall and McChesney, Inc. and
Cronus Industries, Inc. was scheduled for retrial in June of 1995. The
Company had previously established a reserve consistent with the original
judgement awarded to the plaintiff and associated legal expenses. As a
result of the settlement, the Company recorded, as other income, $823,000
in the second quarter.
8. On August 17, 1995, the Company consummated the merger of Clinical
Resource Systems, Inc. (CRS), with a wholly-owned subsidiary of the
Company. Under the terms of the agreement, the Company issued 121,112
shares of its common stock in exchange for all of the record and
beneficial interest held by CRS security holders. Additionally,
outstanding options to acquire CRS common stock were converted to options
to acquire 14,830 of the Company's common stock. CRS, headquartered in
Austin, Texas, provides specialized software to hospital emergency rooms.
The Company expects to treat the CRS merger as a tax-free reorganization.
This transaction was accounted for as a pooling of interests. Accordingly,
the Company's financial statements have been restated to include the
results of CRS for all periods presented.
<PAGE>P-7
Combined and separate results of BRC and CRS during the periods preceding
the merger were as follows:
(Unaudited)
Three Months Ended September 30,
1995 1994
Revenue:
BRC . . . . . . . . . . . . . . . $ 34,513,000 $ 38,472,000
CRS . . . . . . . . . . . . . . . 215,000 448,000
Total . . . . . . . . . . . . . . $ 34,728,000 $ 38,920,000
Net Income (Loss):
BRC . . . . . . . . . . . . . . . $ 2,786,000 $ 3,840,000
CRS . . . . . . . . . . . . . . . (38,000) 63,000
Total . . . . . . . . . . . . . . $ 2,748,000 $ 3,903,000
(Unaudited)
Nine Months Ended September 30,
1995 1994
Revenue:
BRC . . . . . . . . . . . . . . . $ 99,459,000 $107,144,000
CRS . . . . . . . . . . . . . . . 714,000 764,000
Total . . . . . . . . . . . . . . $100,173,000 $107,908,000
Net Income (Loss):
BRC . . . . . . . . . . . . . . . $ 7,899,000 $ 10,214,000
CRS . . . . . . . . . . . . . . . (100,000) 5,000
Total . . . . . . . . . . . . . . $ 7,799,000 $ 10,219,000
The combined financial results presented above include adjustments and
reclassifications made to conform the accounting policies of the two
companies. There were no material income adjustments or intercompany
transactions between the two companies for the periods presented.
<PAGE>P-8
MANAGEMENT'S DISCUSSION AND ANALYSIS
Three Months Ended September 30, 1995
Revenues for the quarter were $4.2 million, or 11%, lower than those for the
same period last year. This decrease relates primarily to the reduced sales of
election products and services and, secondarily, to reduced revenues from
governmental records management products and services. The Company's
technology outsourcing business and other products and services increased
slightly compared to the previous year.
Revenues from election products and services decreased by $4.7 million, or 38%,
as compared to the previous year. Decreased sales of election system products
accounted for $3.6 million of this decrease. The remainder of the Company's
reduced revenues from its election business related to declines in the sales of
ballots, supplies and coding services. A significant portion of the Company's
revenues from election products and services are subject to a two-year business
cycle. Due to a reduced amount of nationwide public election activity during
an odd-numbered year, such as 1995, as opposed to an even-numbered year, such
as 1994, revenues from these products and services are typically lower in an
odd-numbered, "non-election" year.
During the third quarter, the Company acquired the assets of Computer Election
Systems, Inc. ("CES"), a Florida-based provider of specialized punch-card
ballots, and certain of the government records management accounts of
Government Records Services, Inc. ("GRS") located in the Southeastern United
States. Both companies were under common ownership. The Company acquired
these assets in exchange for the sale of certain of its Texas government
records management accounts and the receipt of $1.7 million in additional
consideration from GRS.
Revenues during the quarter from governmental records management decreased by
$0.7 million, or 11%, as compared to the previous year. This decrease relates
primarily to a reduced number of nationwide real estate transactions. Due to
this comparative decrease in processing volumes, and the CES and GRS
transaction discussed above, absent currently unforseen changes or events, the
Company anticipates a continuation of the comparative decrease in revenues
from governmental records management products and services.
Revenues from technology outsourcing services increased by $0.5 million, or 3%,
as compared to the same quarter in the previous year. The majority of this
increase relates to increased revenues from the Company's governmental
outsourcing services.
<PAGE>P-9
On August 17, 1995, the Company consummated the merger of Clinical
Resource Systems, Inc. (CRS), with a wholly-owned subsidiary of the
Company (See Note 8 the Consolidated Condensed Financial Statements). Under
the terms of the agreement, the Company issued 121,112 shares of its common
stock in exchange for all of the record and beneficial interest held by CRS
security holders. CRS developed and markets a specialized software system
for use in hospital emergency rooms which traces a patient's progress through
the hospital's critical care facility and allows real time access to relevant
patient information. It is the Company's plan to market this software
nationwide to emergency departments wishing to improve the administrative
efficiency and cost-effectiveness of their operations. The results of such
marketing programs cannot be estimated at this time.
Revenues from other products and services increased $0.7 million, or 19%, as
compared to the same period last year. This relates primarily to increased
sales of tape media and other computer supplies.
The Company's gross margin was 28% during the quarter, as compared to 34%
during the same period in the previous year. This decline relates primarily
to a reduction in sales of higher margin election equipment, and reduced
utilization of fixed and overhead expenses associated with the decline in the
Company's revenues from election products. Additionally, as discussed above,
the Company has increased its expenditures for development of specialized
election software and hardware associated with products anticipated to be sold
during the upcoming presidential election year.
For the third quarter, selling, general and administrative expenses as a
percent of revenues declined from 19% during the previous year to 17% during
the current year. This decline relates primarily to reduced commission
expenses associated with lower revenues during the current period.
Nine Months Ended September 30, 1995
Year to date revenues were $7.7 million, or 7%, lower than those reported
during the first nine months of the previous year. For reasons similar to
those discussed above concerning the Company's third quarter results, this
revenue decrease relates primarily to the natural "non-election" year decline
of the Company's election business and, secondarily, to a decline in the
Company's revenues from governmental records management services.
Revenues associated with election products and services were $10.4 million, or
34%, lower than those reported during the first nine months of 1994. Reduced
revenues associated with the sales of ballots and supplies accounted for $8.1
million of this decrease. The remainder of the decrease relates primarily to
reduced sales of election systems as compared to the previous year.
The Company's revenues from governmental records management products and
services decreased by $2.6 million, or 13%, as compared to the first nine
months of the previous year. As discussed above, this decrease relates
primarily to reduced processing volumes associated with a reduced number of
nationwide real estate transactions.
<PAGE>P-10
On a year to date basis, revenues from technology outsourcing services have
increased by $2.8 million, or 6%, as compared to the previous year. These
increases relate to new contracts with health care and governmental outsourcing
clients.
When compared to the first nine months of 1994, the Company's revenues from
other products and services have increased $2.5 million, or 24%, during the
current year. The majority of this increase relates to increased sales of tape
media and other computer supplies.
During the first nine months of the current year, the Company's inventories
increased to $11.7 million as compared to $6.0 million as of December 31, 1994.
This increase relates to the Company's manufacture of election systems in
anticipation of sales during the latter part of 1995 and early 1996.
The Company's gross margin decreased from 33% during the first nine months of
the previous year to 27% during the same period in the current year. As
discussed above, this decrease relates primarily to lower utilization of the
Company's fixed and overhead expenses associated with reduced revenues from
election products and services. Sales, general and administrative expenses as
a percent of revenues declined slightly from 18% during the previous year to
17% during the current year. This decrease relates primarily to reduced
commission expenses and a charge to earnings taken during the second quarter of
1994 associated with several software licenses and proprietary software
packages.
During the second quarter of the current year, as reflected in the Company's
year to date results, the Company's earnings were favorably affected
by the settlement of an outstanding lawsuit (See Note 7 to the Consolidated
Condensed Financial Statements). As a result of the settlement, the Company
recorded $823,000 as other income during the second quarter.
Recent Events
Subsequent to the quarter ended September 30, 1995, the Company acquired the
assets of MegaLink, Inc. ("MegaLink"), a small voter registration software
development firm located in West Palm Beach, Florida, for $2.0 million. The
Company intends to market the voter registration software developed by MegaLink
on a national basis during 1996 to meet increased demand for this type of
software caused by the passage of the National Voter Registration Act of 1993.
This software is designed to work with "client-server" hardware and computer
network configurations and relies upon a "windows" user-interface.
Liquidity and Capital Resources
At September 30, 1995, the Company had net working capital (total current
assets minus total current liabilities) of $60.6 million. This represents an
increase of $14.6 million as compared to the Company's working capital as of
December 31, 1994. The Company's total current assets were 3.3 times total
current liabilities.
On a year to date basis, net cash provided by operating activities has totaled
$3.7 million as compared to $18.4 million recorded during the same period last
year. This decrease in cash flows from operations as compared to the previous
year relates primarily to a $6.9 million increase in the application of cash to
the satisfaction of accrued and other liabilities, a $4.8 million increase in
expenditures related to inventories and a $2.4 million decrease in net income.
<PAGE>P-11
Cash flows from investing activities reflect net increases in installment
receivables of $1.6 million. These increases relate primarily to the financing
of sales of election systems to local government entities and the addition of
notes receivable associated with the CES and GRS transaction discussed above.
Cash flows from financing activities reflect a net increase of $3.4 million in
cash related primarily to a reduction in the amount of common stock
repurchases during the previous year.
The Company currently anticipates continuing positive cash flows from
operations and additions to capital associated with employee stock option
exercises during the short-term. Long-term cash flow trends may be affected
by acquisitions, changes in industry trends or other factors which cannot be
estimated at this time. At this time, the Company believes its cash and
investment balances are sufficient to meet currently foreseeable working
capital commitments. The Company does not maintain an active line of credit.
<PAGE>P-12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
11. Computation of Earnings per Share
a. For the Three Months Ended September 30, 1995 and 1994.
b. For the Nine Months Ended September 30, 1995 and 1994.
27. Financial Data Schedule for the Nine Months Ended September 30,
1995. (Pursuant to Item 601(c)(iv) of Regulation S-X, the
Financial Data Schedule is not deemed to be "filed" for purpose
of Section 11 of the Securities Act of 1933, as amended, or
Section 18 of the Securities Exchange Act of 1934, as amended.)
B. Reports on Form 8-K
During the three and nine months ended September 30, 1995, the
Company did not file a current report on Form 8-K.
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.
BUSINESS RECORDS CORPORATION
HOLDING COMPANY
(Registrant)
By
Date: November 14, 1995 /s/ P. E. Esping
P. E. Esping
Chairman, Chief Executive Officer
and Director (Principal Executive
Officer)
Date: November 14, 1995 /s/ Thomas E. Kiraly
Thomas E. Kiraly
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
<PAGE>P-13
EXHIBIT 11a
BUSINESS RECORDS CORPORATION HOLDING COMPANY
COMPUTATION OF EARNINGS PER SHARE
Three Months Ended September 30,
1995 1994
Primary:
Net income . . . . . . . . . . . . . . . . . $2,748,000 $3,903,000
Weighted average number of shares
outstanding . . . . . . . . . . . . . . . . 6,427,000 6,114,000
Additional weighted average
shares from assumed exercise of
dilutive stock options, net of
shares assumed to be repurchased
with proceeds at average market
price during the period . . . . . . . . . . 204,000 221,000
6,631,000 6,335,000
Primary earnings per share . . . . . . . . . $ .41 $ .62
Assuming full dilution:
Net income . . . . . . . . . . . . . . . . . $2,748,000 $3,903,000
Add interest expense on
convertible notes and
debentures, net of tax. . . . . . . . . . . --- 20,000
Adjusted net income . . . . . . . . . . $2,748,000 $3,923,000
Weighted average number of
shares outstanding. . . . . . . . . . . . . 6,427,000 6,114,000
Additional weighted average
shares from assumed exercise of
dilutive stock options, net of
shares assumed to be repurchased
with proceeds at the greater of
average market price during the
period or period end market price . . . . . 225,000 401,000
Additional weighted average shares
from assumed conversion of notes
and conversion of debentures. . . . . . . . --- 95,000
6,652,000 6,610,000
Fully diluted earnings per share . . . . . . $ .41 $ .59
<PAGE>P-14
EXHIBIT 11b
BUSINESS RECORDS CORPORATION HOLDING COMPANY
COMPUTATION OF EARNINGS PER SHARE
Nine Months Ended September 30,
1995 1994
Primary:
Net income . . . . . . . . . . . . . . . . . $ 7,799,000 $10,219,000
Weighted average number of shares
outstanding . . . . . . . . . . . . . . . . 6,322,000 5,701,000
Additional weighted average
shares from assumed exercise of
dilutive stock options, net of
shares assumed to be repurchased
with proceeds at average market
price during the period . . . . . . . . . . 183,000 281,000
6,505,000 5,982,000
Primary earnings per share . . . . . . . . . $ 1.20 $ 1.71
Assuming full dilution:
Net income . . . . . . . . . . . . . . . . . $ 7,799,000 $10,219,000
Add interest expense on
convertible notes and
debentures, net of tax. . . . . . . . . . . 20,000 242,000
Adjusted net income . . . . . . . . . . $ 7,819,000 $10,461,000
Weighted average number of
shares outstanding. . . . . . . . . . . . . 6,322,000 5,701,000
Additional weighted average
shares from assumed exercise of
dilutive stock options, net of
shares assumed to be repurchased
with proceeds at the greater of
average market price during the
period or period end market price . . . . . 208,000 401,000
Additional weighted average shares
from assumed conversion of notes
and conversion of debentures. . . . . . . . 95,000 384,000
6,625,000 6,486,000
Fully diluted earnings per share . . . . . . $ 1.18 $ 1.61
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Form 10Q financial statements filed for the period ending September 30, 1995
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1995
<CASH> 47
<SECURITIES> 36157
<RECEIVABLES> 30701
<ALLOWANCES> 0
<INVENTORY> 11744
<CURRENT-ASSETS> 86677
<PP&E> 57552
<DEPRECIATION> 40703
<TOTAL-ASSETS> 160718
<CURRENT-LIABILITIES> 26114
<BONDS> 519
<COMMON> 645
0
0
<OTHER-SE> 130039
<TOTAL-LIABILITY-AND-EQUITY> 160718
<SALES> 0
<TOTAL-REVENUES> 34728
<CGS> 0
<TOTAL-COSTS> 24927
<OTHER-EXPENSES> 5987
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4564
<INCOME-TAX> 1816
<INCOME-CONTINUING> 2748
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2748
<EPS-PRIMARY> 0.41
<EPS-DILUTED> 0.41
</TABLE>
