<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 June 30, 1996
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
BRC HOLDINGS, INC.
(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
BUSINESS RECORDS CORPORATION HOLDING COMPANY
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 June 30, 1996
Common Stock 6,494,223
$.10 Par Value
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BRC HOLDINGS, INC.
INDEX
PAGE
Part I. Financial Information (Unaudited)
Consolidated Condensed Balance
Sheets - June 30, 1996 and
December 31, 1995 1
Consolidated Condensed Statements of
Income - Three Months Ended June 30,
1996 and 1995 2
Consolidated Condensed Statements of
Income - Six Months Ended June 30,
1996 and 1995 3
Consolidated Condensed Statements of
Cash Flows - Six Months Ended June 30,
1996 and 1995 4
Notes to Consolidated Condensed Financial
Statements 5
Management's Discussion and Analysis 7
Part II. Other Information 10
<PAGE P-1>
PART I. FINANCIAL INFORMATION
BRC HOLDINGS, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(Unaudited)
June 30, December 31,
1996 1995
ASSETS
Current assets:
Cash and cash equivalents. . . . . . . $ 5,236,000 $ 10,059,000
Short-term marketable securities . . . 24,509,000 28,299,000
Accounts and notes
receivable, net . . . . . . . . . . . 33,526,000 29,582,000
Inventories (Note 4) . . . . . . . . . 9,177,000 11,750,000
Deferred tax asset . . . . . . . . . . 4,855,000 4,980,000
Other current assets . . . . . . . . . 1,896,000 3,195,000
Total current assets . . . . . . . . 79,199,000 87,865,000
Property, plant & equipment. . . . . . 59,132,000 59,022,000
Less accumulated depreciation . . . . (43,096,000) (42,141,000)
16,036,000 16,881,000
Long-term marketable securities. . . . 20,762,000 7,891,000
Long-term installment receivables. . . 14,379,000 10,194,000
Purchased software and
databases, net. . . . . . . . . . . . 4,400,000 4,049,000
Goodwill and intangibles, net. . . . . 32,349,000 33,414,000
Other assets . . . . . . . . . . . . . 1,501,000 1,685,000
Total assets . . . . . . . . . . . . . $168,626,000 $161,979,000
LIABILITIES & SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable . . . . . . . . . . . $ 3,008,000 $ 3,326,000
Accrued liabilities. . . . . . . . . . 18,918,000 19,543,000
Current portion of
notes and capital leases . . . . . . 696,000 793,000
Total current liabilities. . . . . . 22,622,000 23,662,000
Long-term notes and capital leases . . 68,000 579,000
Deferred tax payable . . . . . . . . . 3,670,000 3,920,000
Shareholders' Equity:
Common stock . . . . . . . . . . . . . 650,000 645,000
Additional paid-in capital . . . . . . 59,044,000 57,702,000
Retained earnings. . . . . . . . . . . 82,572,000 75,471,000
Total shareholders' equity . . . . 142,266,000 133,818,000
Total liabilities and
shareholders' equity. . . . . . . . . $168,626,000 $161,979,000
See accompanying Notes to the Consolidated Condensed Financial Statements.
The 1995 financial statements have been restated to include the results of an
acquisition which was accounted for under the pooling of interests method (see
Note 5).
<PAGE P-2>
BRC HOLDINGS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended June 30,
1996 1995
Revenues . . . . . . . . . . . . . . . $ 37,775,000 $ 32,657,000
Cost of products and services. . . . . 24,886,000 24,652,000
Selling, general and administrative. . 7,048,000 5,637,000
31,934,000 30,289,000
Operating profit . . . . . . . . . . . 5,841,000 2,368,000
Other income . . . . . . . . . . . . . --- 823,000
Interest income, net . . . . . . . . . 781,000 738,000
Income before income tax . . . . . . . 6,622,000 3,929,000
Income tax provision . . . . . . . . . 2,629,000 1,571,000
Net income . . . . . . . . . . . . . . $ 3,993,000 $ 2,358,000
Earnings per common and
common equivalent share:
Net income. . . . . . . . . . . . . $ .60 $ .36
Average shares. . . . . . . . . . . 6,755,000 6,517,000
Earnings per share
assuming full dilution:
Net income . . . . . . . . . . . . $ .60 $ .36
Average shares (Note 6). . . . . . 6,755,000 6,547,000
Cash dividends per share . . . . . . . $ --- $ ---
See accompanying Notes to the Consolidated Condensed Financial Statements.
The 1995 financial statements have been restated to include the results of an
acquisition which was accounted for under the pooling of interests method (see
Note 5).
<PAGE P-3>
BRC HOLDINGS, INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
Six Months Ended June 30,
1996 1995
Revenues . . . . . . . . . . . . . . . $ 75,421,000 $ 65,445,000
Cost of products and services. . . . . 51,832,000 48,111,000
Selling, general and administrative. . 13,264,000 11,188,000
65,096,000 59,299,000
Operating profit . . . . . . . . . . . 10,325,000 6,146,000
Other income . . . . . . . . . . . . --- 823,000
Interest income, net . . . . . . . . . 1,511,000 1,450,000
Income before income tax . . . . . . . 11,836,000 8,419,000
Income tax provision . . . . . . . . . 4,735,000 3,368,000
Net income . . . . . . . . . . . . . . $ 7,101,000 $ 5,051,000
Earnings per common and
common equivalent share:
Net income. . . . . . . . . . . . . $ 1.07 $ .78
Average shares. . . . . . . . . . . 6,744,000 6,444,000
Earnings per share
assuming full dilution:
Net income . . . . . . . . . . . . $ 1.07 $ .77
Average shares (Note 6). . . . . . 6,744,000 6,555,000
Cash dividends per share . . . . . . . $ --- $ ---
See accompanying Notes to the Consolidated Condensed Financial Statements.
The 1995 financial statements have been restated to include the results of an
acquisition which was accounted for under the pooling of interests method (see
Note 5).
<PAGE P-4>
BRC HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended June 30,
1996 1995
Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . $ 7,101,000 $ 5,051,000
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization. . . . . . . . . 5,427,000 5,523,000
Loss (gain) on sale of assets. . . . . . . . . (36,000) ---
Changes in assets and liabilities:
(Increase) decrease in accounts receivable . (2,706,000) (1,496,000)
(Increase) decrease in inventories . . . . . 2,573,000 (4,745,000)
(Increase) decrease in other assets. . . . . 1,085,000 400,000
Increase (decrease) in accounts payable. . . (318,000) 1,489,000
Increase (decrease) in other liabilities . . (647,000) (4,696,000)
Total adjustments. . . . . . . . . . . . . . . 5,378,000 (3,525,000)
Net cash provided by operating activities. . . . . 12,479,000 1,526,000
Cash flows from investing activities:
Capital expenditures . . . . . . . . . . . . . . (3,525,000) (3,092,000)
Marketable securities purchased. . . . . . . . . (31,291,000) (31,396,000)
Marketable securities redeemed . . . . . . . . . 21,975,000 7,434,000
Proceeds from sale of assets . . . . . . . . . . 56,000 ---
Additions to installment receivables . . . . . . (6,756,000) (712,000)
Proceeds from installment receivables. . . . . . 1,727,000 1,314,000
Net cash (used in) provided by
investing activities. . . . . . . . . . . . . . . (17,814,000) (26,452,000)
Cash flows from financing activities:
Principal payments on notes and capital leases . (608,000) (876,000)
Issuance of common stock . . . . . . . . . . . . 1,120,000 4,831,000
Repurchases of stock and other . . . . . . . . . --- (604,000)
Net cash provided by financing activities. . . . . 512,000 3,351,000
Increase (decrease) in cash and cash equivalents . (4,823,000) (21,575,000)
Cash and cash equivalents at beginning of period . $10,059,000 $21,946,000
Cash and cash equivalents at end of period . . . . $ 5,236,000 $ 371,000
Supplemental disclosures -- Cash payments during the first six months of 1996
for income taxes and interest were $3,337,000 and $59,000, respectively. Cash
payments during the first six months of 1995 for income taxes and interest
were $4,013,000 and $250,000, respectively.
See accompanying Notes to the Consolidated Condensed Financial Statements.
The 1995 financial statements have been restated to include the results of
an acquisition which was accounted for under the pooling of interests method
(see Note 5).
<PAGE P-5>
BRC HOLDINGS, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. The interim consolidated condensed financial statements included herein
have been prepared by BRC Holdings, Inc. (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 1995 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 June 30, 1996 and the results of operations
for the three and six months ended June 30, 1996 and 1995, and cash flows
for the six months ended June 30, 1996 and 1995. 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.
2. The provision for income tax is based on the estimated annual effective
rate. Certain reclassifications between current income tax and deferred
income tax may be necessary at December 31, 1996 to reflect the annual
computation of differences between book and tax income.
3. The results of operations for the six months ended June 30, 1996 are not
necessarily indicative of the results to be expected for the full year.
4. Inventories consisted of the following:
June 30, December 31,
1996 1995
Finished goods . . . . . . . . $ 3,273,000 $ 4,187,000
Work in progress . . . . . . . 2,033,000 3,023,000
Raw materials and supplies . . 3,871,000 4,540,000
Net inventories. . . . . . . . $ 9,177,000 $11,750,000
5. During the third quarter of 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. Of the total number of
shares issued, 1,761 shares were returned to the Company pursuant to a
share escrow arrangement established for the general representations and
warranties associated with the merger agreement. Additionally,
outstanding options to acquire CRS common stock were converted to options
to acquire 14,381 shares of the Company's common stock. CRS,
headquartered in Austin, Texas, provides specialized software to hospital
emergency rooms. This transaction was accounted for as a pooling of
interests. Accordingly, the Company's 1995 financial statements were
restated to include the results of CRS for all periods presented.
<PAGE P-6>
Combined and separate results of BRC and CRS during the periods preceding
the merger were as follows:
(Unaudited) (Unaudited)
Three Months Ended Six Months Ended
June 30, 1995 June 30, 1995
Revenue
BRC. . . . . . . $32,491,000 $ 64,946,000
CRS. . . . . . . 166,000 499,000
Total. . . . . $32,657,000 $ 65,445,000
Net Income (Loss):
BRC. . . . . . . $ 2,402,000 $ 5,114,000
CRS. . . . . . . (44,000) (63,000)
Total. . . . . $ 2,358,000 $ 5,051,000
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.
6. Earnings per share, assuming full dilution, for the three months ended
June 30, 1996 and 1995, were computed based on the weighted average
number of common and common equivalent shares outstanding for a total of
6,755,000 and 6,547,000 shares, respectively. In addition, for purposes
of computing earnings per share at June 30, 1996, assumed excess funds
after debt retirement were invested and added back to income, net of tax,
in the amount of $53,000.
Earnings per share, assuming full dilution, for the six months ended June
30, 1996 was computed based on the weighted average number of common and
common equivalent shares outstanding for a total of 6,744,000 shares. In
addition, for purposes of computing earnings per share, assumed excess
funds after debt retirement were invested and added back to income, net
of tax, in the amount of $101,000.
Earnings per share, assuming full dilution, for the six months ended June
30, 1995 was computed based 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 6,555,000 shares. In
addition, for purposes of computing earnings per share at June 30, 1995,
interest expense on the convertible note was added back to income, net of
tax, in the amount of $20,000.
<PAGE P-7>
MANAGEMENT'S DISCUSSION AND ANALYSIS
Except for the historical information contained herein, the matters discussed
may include forward-looking statements that involve risks and uncertainties.
The Company's actual results may differ materially from those discussed in the
forward-looking statements. Potential risks and uncertainties include market
responses to pricing pressures, changes in product and service mix, results
from litigation, the timely development and acceptance of new products and
services, changes in customer preferences and inventory risks due to shifts
in market demand. As a result, the actual results realized by the Company
could differ materially from the statements made herein. Stockholders of the
Company are cautioned not to place undue reliance on the forward-looking
statements made herein.
Three Months Ended June 30, 1996 and 1995
Revenues for the second quarter of 1996 were $5.1 million, or 16%, higher than
those reported during the same period last year. This growth relates
primarily to increased sales of election products and 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 greater number of public
elections being held in even-numbered years, revenues from these products and
services are typically higher in even-numbered "election" years as compared to
odd-numbered "non-election" years. The increase in revenues during the second
quarter is reflective of such a cycle.
Due primarily to the foregoing, revenues from election products and services
increased by $6.2 million, or 88%, when compared to the previous year.
Of this $6.2 million increase, full service election revenues were $4.8
million, an increase of $4.1 million over the second quarter of 1995.
Results were particularly strong in the Company's Birmingham, Alabama,
election supplies and printing operation. This business unit contributed
$4.2 million in full service revenues during the quarter. Correspondingly,
the Company also reflected sales of ballots, booths and other election
supplies totaling $3.4 million, an increase of $1.9 million over the second
quarter of 1995.
Revenues from technology outsourcing services increased by $0.6 million, or
4%, over the same period last year. The majority of this increase relates to
the sale of additional services to existing health care customers. The
Sisters of Providence Health System and the Company have commenced discussions
concerning the termination or renegotiation of existing contracts with the
Company. These discussions did not have an impact on second quarter 1996
revenues and the outcome of these negotiations cannot be ascertained at this
time. Total revenues from this customer's contracts were $3.3 million for
the three months ended June 30, 1996 and $12.3 million for the twelve months
ended June 30, 1996.
The Company's revenues associated with governmental records management were
down $0.5 million, or 9%, as compared to the same period last year. The
decrease relates primarily to the discontinuance of government records
management services to the Office of Recorder, Cook County, Illinois ("Cook
County") during the fourth quarter of 1995. Cook County accounted for $0.5
million in revenues during the second quarter of 1995. Other decreases in
revenues from governmental records management are associated with the sale of
certain of the Company's customer accounts in the Texas region during the
third quarter of 1995. These decreases in revenues were offset by sales of
new services and increases in transaction volumes.
<PAGE P-8>
Revenues from other products and services decreased $1.3 million as compared
to the same period last year. This decrease was due to the discontinuance of
a tape media sale and repair business, as well as the sale in December of
1995, of a business unit engaged in reselling public records data to
nationwide credit bureaus and other providers of information retrieval
services.
The Company's gross margins reported for the quarters ended June 30, 1996 and
1995, were 34% and 25%, respectively. The primary cause of this increase in
the Company's gross profit margin relates to higher utilization of overhead
and fixed expenses associated with increased business volumes and
corresponding revenues from the Company's election business. Selling, general
and administrative expenses for the quarter ended June 30, 1996 increased by
$1.4 million, or 25%, when compared to the same period last year. Selling,
general and administrative expenses rose from 17% of revenues during the
second quarter of 1995 to 19% of revenues during the second quarter of 1996.
The primary causes of this increase can be attributed to increased commission
expense incurred as a result of additional election-related sales, increases
in expenses associated with the Company's employee benefit plans, and
increased contract labor expenses.
Six Months Ended June 30, 1996 and 1995
Year-to-date revenues for the first six months of 1996 were $10.0 million, or
15%, higher than those reported during the same period last year. This
increase relates primarily to increased sales of election products and
services. As stated in the foregoing section, a significant portion of the
Company's revenues from election products and services are subject to a two
year business cycle. Revenues from these products and services are typically
higher in even-numbered "election" years as opposed to odd-numbered
"non-election" years.
Revenues from election products and services increased by $12.9 million, or
95%, when compared to the same period of the previous year. Sales of election
systems were $8.0 million during the first half of 1996, an increase of
$2.7 million, or 51%, when compared to the previous year. Sales of election
systems during the first half of 1996 included a $4.2 million sale to Maricopa
County, Arizona. Due to increased public election activity, the Company also
experienced significant increases in the ballots, booths and supplies sales
areas, which grew to $7.7 million during the period, an increase of $4.6
million over the six months ended June 30, 1995. The Company's inventories
decreased by $2.6 million, as compared to December 31, 1995 balances, due
primarily to the sale of election systems during the first six months of 1996.
Technology outsourcing services reflected revenue growth of $1.0 million, or
3%, when compared to the first six months of 1995. In addition to increased
service revenues from existing accounts, the Company also experienced
increased sales of automated emergency department systems and vision
care-related software as compared to the first six months of 1995.
Governmental records management revenues decreased $1.4 million, or 13%, as
compared to the same period last year. As mentioned in the previous section,
the discontinuance of services to Cook County, Illinois in late 1995
primarily attributed to this decrease. Cook County accounted for $1.1 million
in revenues during the first six months of 1995. The Company also sold other
government records management accounts during the third quarter of 1995.
<PAGE P-9>
Revenues from other products and services decreased $2.5 million, or 29%, as
compared to the first six months of 1995. As noted in the previous
discussion, in 1995, the Company sold a business unit and discontinued a tape
media sale and repair business.
The Company's gross margin increased to 31% during the first half of 1996 as
compared to 26% for the same period in 1995. This increase primarily relates
to higher utilization of the Company's fixed and overhead expenses associated
with election products and services revenue, which increased during 1996.
Sales, general and administrative expenses increased $2.1 million in 1996
when compared to that of the same period in 1995. As discussed in the
previous section, the primary causes of this increase relate to increased
commission expenses associated with increased sales of election products and
services, increased employee benefits expense and additional use of contract
labor.
Liquidity and Capital Resources
At June 30, 1996, the Company had net working capital (total current assets
minus total current liabilities) of $56.6 million. This represents a
decrease of $7.6 million as compared to the Company's working capital as of
December 31, 1995. Cash and cash equivalents and short term investments
decreased a total of $8.6 million due primarily to a shift in the Company's
investment portfolio to long-term marketable securities. Due primarily to
increased revenues during the first six months of 1996, accounts and notes
receivable increased a total of $3.9 million while inventories decreased
$2.6 million. This decrease in working capital also included the utilization
of a $1.0 million federal income tax receivable during the first quarter of
1996. The Company's total current assets were 3.5 times total current
liabilities.
Net cash provided by operating activities increased by $10.9 million as
compared to the same period last year. This change primarily relates to the
use of $4.7 million for the production of election equipment in the first
half of 1995, as compared to a $2.6 million reduction in inventories related
to election products sold during the first half of 1996. In addition,
$4.7 million was used to satisfy accrued and other liabilities in the first
half of 1995 as compared to $0.6 million for the first half of 1996.
Cash flows from investing activities reflect a net increase of $8.6 million
as compared to the same period last year. This change is a result of a
$14.5 million increase in the amount of marketable securities redeemed in
1996 as compared to 1995. A net increase in installment receivables of $6.0
million as compared to the same period last year was primarily related to the
Company's financing of election equipment sold in the first half of 1996.
Cash flows from financing activities reflect a net decrease of $2.8 million
as compared to the previous year. This change primarily relates to fewer
transactions in 1996 relating to the exercise of employee stock options.
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. The Company believes that its cash
and investment balances are sufficient to meet currently foreseeable working
capital commitments. The Company does not currently maintain an active line
of credit.
<PAGE P-10>
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
An annual meeting of the stockholders of the Company was held on May
16, 1996. At the meeting, the stockholders elected five persons to
serve as directors until the next annual meeting of stockholders,
approved the Company's name change from Business Records Corporation
Holding Company to BRC Holdings, Inc., approved an increase in the
number of common shares authorized for issuance by the Company, and
approved the adoption of a stock option plan for non-employee directors.
The table below sets forth the number of votes cast for, against or
withheld, as well as the number of abstentions and nonvotes, as to each
such matter including a separate tabulation with respect to each nominee
for office.
Number Number of
of Votes Number of Votes Abstention
Matter Voted Upon Cast For Against or Withheld and Nonvotes
A. Nominees for Director:
Perry E. Esping 5,891,702 131,392 -0-
L.D. Brinkman 5,698,326 324,768 -0-
Robert E. Masterson 5,888,180 134,914 -0-
David H. Monnich 5,695,746 327,348 -0-
Paul T. Stoffel 5,891,702 131,392 -0-
B. Company's Name Change: 5,983,927 29,719 9,448
C. Increase Number of Common
Shares Authorized: 5,776,861 234,796 11,437
D. Stock Option Plan for
Non-Employee Directors: 5,477,700 521,901 23,493
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
11. Computation of Earnings per Share
a. For the Three Months Ended June 30, 1996 and 1995.
b. For the Six Months Ended June 30, 1996 and 1995.
27. Financial Data Schedule for the Six Months Ended June 30, 1996.
(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.)
<PAGE P-11>
Item 6. Exhibits and Reports on Form 8-K (Continued)
B. Reports on Form 8-K
During the period from April 1, 1996 through June 30, 1996, the Company
filed the following current report on Form 8-K.
Date of Report Item(s) Reported
May 21, 1996 - Name change from Business Records Corporation Holding
Company to BRC Holdings, Inc.
<PAGE P-12>
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.
BRC HOLDINGS, INC.
(Registrant)
By
Date: August 13, 1996 /s/ P. E. Esping
P. E. Esping
Chairman, Chief Executive Officer
and Director (Principal Executive
Officer)
Date: August 13, 1996 /s/ J. L. Morrison
J. L. Morrison
President and Chief Operating Officer
Date: August 13, 1996 /s/ Thomas E. Kiraly
Thomas E. Kiraly
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
<PAGE P-13>
EXHIBIT 11a
BRC HOLDINGS, INC.
COMPUTATION OF EARNINGS PER SHARE
Three Months Ended June 30,
1996 1995
Primary:
Net income . . . . . . . . . . . . . . . . . $3,993,000 $2,358,000
Add net interest income earnings on
investments, net of tax . . . . . . . . . 53,000 ---
Adjusted net income . . . . . . . . . . $4,046,000 $2,358,000
Weighted average number of shares
outstanding . . . . . . . . . . . . . . . . 6,477,000 6,359,000
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 . . . . . . . . . . 278,000 158,000
6,755,000 6,517,000
Primary earnings per share . . . . . . . . . $ .60 $ .36
Assuming full dilution:
Net income . . . . . . . . . . . . . . . . . $3,993,000 $2,358,000
Add net interest income earnings on
investments, net of tax . . . . . . . . . 53,000 ---
Adjusted net income . . . . . . . . . . $4,046,000 $2,358,000
Weighted average number of
shares outstanding. . . . . . . . . . . . . 6,477,000 6,359,000
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 . . . . . 278,000 188,000
6,755,000 6,547,000
Fully diluted earnings per share . . . . . . $ .60 $ .36
<PAGE P-14>
EXHIBIT 11b
BRC HOLDINGS, INC.
COMPUTATION OF EARNINGS PER SHARE
Six Months Ended June 30,
1996 1995
Primary:
Net income . . . . . . . . . . . . . . . . . $7,101,000 $5,051,000
Add net interest income earnings on
investments, net of tax . . . . . . . . . 101,000 ---
Adjusted net income . . . . . . . . . . $7,202,000 $5,051,000
Weighted average number of shares
outstanding . . . . . . . . . . . . . . . . 6,466,000 6,269,000
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 . . . . . . . . . . 278,000 175,000
6,744,000 6,444,000
Primary earnings per share . . . . . . . . . $ 1.07 $ .78
Assuming full dilution:
Net income . . . . . . . . . . . . . . . . . $7,101,000 $5,051,000
Add net interest income earnings on
investments, net of tax . . . . . . . . . 101,000 ---
Add interest expense on
convertible notes and
debentures, net of tax. . . . . . . . . . . --- 20,000
Adjusted net income . . . . . . . . . . $7,202,000 $5,071,000
Weighted average number of
shares outstanding. . . . . . . . . . . . . 6,466,000 6,269,000
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 . . . . . 278,000 191,000
Additional weighted average shares
from assumed conversion of notes
and conversion of debentures. . . . . . . . --- 95,000
6,744,000 6,555,000
Fully diluted earnings per share . . . . . . $ 1.07 $ .77
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
FINANCIAL DATA SCHEDULE
This schedule contains summary financial information extracted from Form 10-Q
financial statements filed for the period ending June 30, 1996 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER>1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 5236
<SECURITIES> 24509
<RECEIVABLES> 33526
<ALLOWANCES> 0
<INVENTORY> 9177
<CURRENT-ASSETS> 79199
<PP&E> 59132
<DEPRECIATION> 43096
<TOTAL-ASSETS> 168626
<CURRENT-LIABILITIES> 22622
<BONDS> 68
<COMMON> 650
0
0
<OTHER-SE> 141616
<TOTAL-LIABILITY-AND-EQUITY> 168626
<SALES> 0
<TOTAL-REVENUES> 75421
<CGS> 0
<TOTAL-COSTS> 51832
<OTHER-EXPENSES> 13264
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 11836
<INCOME-TAX> 4735
<INCOME-CONTINUING> 7107
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7107
<EPS-PRIMARY> 1.07
<EPS-DILUTED> 1.07
</TABLE>
