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 the 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 No. 1-11822
---------------------------------------------------
TRANSCOR WASTE SERVICES, INC.
(Exact name of registrant as specified in its charter)
Florida 65-0369288
(State of incorporation) (I.R.S. Employer Identification Number)
---------------------------------------------------
1502 Second Avenue, East, Tampa, Florida 33605
(Address of registrant's principal executive offices, including zip code)
(Registrant's telephone number, including area code): (813) 248-3878
Not applicable
---------------------------------------------------
(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 [ ]
Applicable Only to Issuers Involved in Bankruptcy
Proceedings During the Preceding Five Years
Indicate by a check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13, or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court. Yes [X] No [ ]
Applicable Only to Corporate Issuers
The number of shares of Common Stock outstanding on August 12, 1996, was
4,000,000 shares.<PAGE>
TRANSCOR WASTE SERVICES, INC.
FORM 10-Q
INDEX
PAGE
------
PART I. FINANCIAL INFORMATION
Item 1. Consolidated balance sheets at
December 31, 1995 and
June 30, 1996 (unaudited) . . . . . . . . . 1 - 2
Consolidated statements of operations
for the three and six months ended
June 30, 1995 and 1996 (unaudited) . . . . . 3 - 4
Consolidated statements of cash
flows for the six months ended
June 30, 1995 and 1996 (unaudited) . . . . . 5 - 6
Notes to consolidated financial
statement . . . . . . . . . . . . . . . . 7 - 10
Item 2. Management's discussion and
analysis of financial condition
and results of operation . . . . . . . . . 11 - 13
PART II. OTHER INFORMATION
Item 1. Legal proceedings . . . . . . . . . . . . . . 14
Item 2. Changes in securities . . . . . . . . . . . . 14
Item 3. Defaults upon senior securities . . . . . . . 14
Item 4. Submission of matters to a vote of
security holders . . . . . . . . . . . . . . . 14
Item 5. Other information . . . . . . . . . . . . . . 14
Item 6. Exhibits and reports on Form 8-K . . . . . . . 14
Signatures . . . . . . . . . . . . . . . . . . 15
Exhibit 11. Calculation of income (loss)
per share . . . . . . . . . . . . . . . 16 - 17<PAGE>
SECURITIES AND EXCHANGE COMMISSION FORM 10-Q
PART I - FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
TRANSCOR WASTE SERVICES, INC.
CONSOLIDATED BALANCE SHEETS
December 31, June 30,
1995 1996
ASSETS ------------- -------------
(unaudited)
Current assets:
Cash . . . . . . . . . . . . . . $ 3,414,479 $ 3,632,808
Accounts receivable -
trade, net . . . . . . . . . . 6,337,941 5,430,698
Costs and estimated earnings in
excess of billings on
uncompleted contracts . . . . 785,473 338,145
Income tax refund receivable . . 731,951 202,545
Deferred income taxes . . . . . 441,596 441,596
Other current assets . . . . . . 255,514 418,886
------------- -------------
Total current assets . . . . . 11,966,954 10,464,678
------------- -------------
Property and equipment, net . . . . 27,116,350 26,916,422
Intangible assets, net . . . . . . 785,175 967,208
Due from affiliate . . . . . . . . 6,019,112 5,057,492
Other assets . . . . . . . . . . . 963,611 866,327
------------- -------------
$ 46,851,202 $ 44,272,127
============= =============
See accompanying notes.
1<PAGE>
TRANSCOR WASTE SERVICES, INC.
CONSOLIDATED BALANCE SHEETS
December 31, June 30,
1995 1996
LIABILITIES AND STOCKHOLDERS' ------------- -------------
EQUITY (unaudited)
Current liabilities:
Accounts payable, trade . . . . $ 3,942,274 $ 2,760,999
Accrued expenses . . . . . . . . 4,002,056 3,422,425
Billings in excess of costs and
estimated earnings on
uncompleted contracts . . . . 184,871 47,619
Due to affiliate . . . . . . . . 368,199 368,199
Current portion of long-term
debt . . . . . . . . . . . . . 3,770,219 2,426,951
------------- -------------
Total current liabilities . . 12,267,619 9,026,193
------------- -------------
Long-term debt, including debt owed
to KVN of $2,003,258 at December
31, 1995 and June 30, 1996 . . . 17,972,049 18,625,656
Deferred income taxes . . . . . . . 3,026,244 3,026,244
Commitments and contingencies . . . - -
Stockholders' equity:
Preferred stock, $.001 par
value; 1,000,000 shares
authorized; none issued and
outstanding . . . . . . . . . - -
Capital stock, $.001 par value;
10,000,000 shares authorized;
4,000,000 shares issued in
1995 and 4,010,000 shares
issued in 1996 . . . . . . . . 4,000 4,010
Capital in excess of
par value . . . . . . . . . . 12,133,557 12,193,547
Retained earnings . . . . . . . 1,495,739 1,444,483
------------- -------------
13,633,296 13,642,040
Less treasury stock, at cost . . (48,006) (48,006)
------------- -------------
Total stockholders' equity . . 13,585,290 13,594,034
------------- -------------
$ 46,851,202 $ 44,272,127
============= =============
See accompanying notes.
2<PAGE>
TRANSCOR WASTE SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended June 30,
---------------------------
1995 1996
------------- -------------
(unaudited) (unaudited)
Revenue . . . . . . . . . . . . . . $ 11,076,701 $ 10,567,523
Expenses:
Operating expenses . . . . . . . 8,626,590 8,278,628
Selling, general, and
administrative expenses . . . 1,573,551 1,756,148
------------- -------------
Operating income . . . . . . . . . 876,560 532,747
Interest expense . . . . . . . . . 129,385 323,934
------------- -------------
Income before provision for income
taxes . . . . . . . . . . . . . 747,175 208,813
Provision for income taxes . . . . 289,622 81,439
------------- -------------
Net income . . . . . . . . . . . . $ 457,553 $ 127,374
============= =============
Share data:
Primary income per share . . . . $ .11 $ .03
============= =============
Fully diluted income per share . $ .11 $ .03
============= =============
Weighted average number of shares
outstanding used in
computations:
Primary . . . . . . . . . . . . 4,034,310 4,055,028
============= =============
Fully diluted . . . . . . . . . 4,441,480 4,055,028
============= =============
See accompanying notes.
3<PAGE>
TRANSCOR WASTE SERVICES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Six months ended June 30,
---------------------------
1995 1996
------------- -------------
(unaudited) (unaudited)
Revenue . . . . . . . . . . . . . . $ 19,875,098 $ 21,626,488
Expenses:
Operating expenses . . . . . . . 15,444,174 17,583,741
Selling, general, and
administrative expenses . . . 2,814,961 3,476,945
------------- -------------
Operating income . . . . . . . . . 1,615,963 565,802
Interest expense . . . . . . . . . 240,797 649,825
------------- -------------
Income (loss) before provision for
income taxes . . . . . . . . . . 1,375,166 (84,023)
Provision for income taxes
(benefit) . . . . . . . . . . . 531,492 (32,767)
------------- -------------
Net income (loss) . . . . . . . . . $ 843,674 $ (51,256)
============= =============
Share data:
Primary income (loss) per share $ .21 $ (.01)
Fully diluted income ============= =============
(loss) per share . . . . . . . $ .20 $ (.01)
============= =============
Weighted average number of shares
outstanding used in
computations:
Primary . . . . . . . . . . . . 4,027,693 4,056,152
============= =============
Fully diluted . . . . . . . . . 4,442,725 4,056,152
============= =============
See accompanying notes.
4<PAGE>
TRANSCOR WASTE SERVICES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH
Six months ended June 30,
----------------------------
1995 1996
------------- -------------
(unaudited) (unaudited)
Cash flows from operating
activities:
Net income (loss) . . . . . . . $ 843,674 $ (51,256)
Adjustments to reconcile net
income (loss) to net cash
provided by operating
activities:
Depreciation . . . . . . . 1,027,952 1,697,183
(Gain) loss on disposal of
equipment . . . . . . . . (58,199) 33,959
Changes in operating assets
and liabilities:
Accounts receivable . . . (279,351) 907,243
Costs and estimated
earnings in excess of
billings on
uncompleted contracts. 23,905 447,328
Income tax refund
receivable . . . . . . 321,493 529,406
Other assets . . . . . . (435,513) (66,088)
Accounts payable . . . . 832,385 (1,181,275)
Accrued expenses . . . . (219,890) (579,631)
Billings in excess of
costs and estimated
earnings on
uncompleted contracts. (23,910) (137,252)
------------- -------------
Total adjustments . . . . . . . . . 1,188,872 1,650,873
------------- -------------
Net cash provided by operating
activities . . . . . . . . . . . 2,032,546 1,599,617
------------- -------------
See accompanying notes.
5<PAGE>
TRANSCOR WASTE SERVICES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH
(continued)
Six months ended June 30,
----------------------------
1995 1996
------------- -------------
(unaudited) (unaudited)
Cash flows from investing
activities:
Capital expenditures . . . . . . (3,347,102) (1,728,722)
Proceeds from sale of
equipment . . . . . . . . . . 217,000 15,475
------------- -------------
Net cash used by investing
activities . . . . . . . . . . . (3,130,102) (1,713,247)
------------- -------------
Cash flows form financing
activities:
Proceeds from long-term debt . . 3,711,839 1,212,414
Repayment of long-term debt . . (1,344,803) (1,902,075)
Advances to KVN . . . . . . . . (1,335,282) -
Repayment of advances from
KVN . . . . . . . . . . . . . - 961,620
Proceeds from stock warrants . . - 60,000
------------- -------------
Net cash provided by financing
activities . . . . . . . . . . . 1,031,754 331,959
------------- -------------
Net increase (decrease in cash) . . (65,802) 218,329
Cash, beginning of period . . . . . 3,211,795 3,414,479
------------- -------------
Cash, end of period . . . . . . . . $ 3,145,993 $ 3,632,808
============= =============
See accompanying notes.
6<PAGE>
TRANSCOR WASTE SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Organization and summary of significant accounting policies
Basis of presentation - TransCor Waste Services, Inc. (the
"Company") was formed on November 6, 1992, as a holding
company and a wholly-owned subsidiary of Kimmins Corp.
("KVN") (f/k/a Kimmins Environmental Service Corp.).
Effective on such date, KVN contributed all of the
outstanding common stock of six of its other wholly-owned
subsidiaries to Kimmins Recycling Corp. ("KRC"). KVN then
contributed all of the outstanding common stock of KRC to
the Company. These transactions have been treated as a
reorganization of companies under common control in a manner
similar to a pooling of interests so that the consolidated
financial statements include the accounts of the Company and
its subsidiaries as if they had been consolidated from the
beginning of the period presented.
These financial statements of the Company omit or condense
certain footnotes and other information normally included in
the financial statements prepared in accordance with
generally accepted accounting principles. In the opinion of
management, all adjustments (consisting only of normal
recurring accruals) necessary for fair presentation of the
financial information for the interim periods reported have
been made.
Intangible assets - Intangible assets consist primarily of
the excess of cost over fair market value of the net assets
of the acquired business, which will be amortized on a
straight-line basis over twenty years, and customer
contracts, which will be amortized on a straight-line basis
over five years. Accumulated amortization was $122,842 at
June 30, 1996 ($66,825 at December 31, 1995).
Earnings per share - Net income (loss) per share is computed
based on the weighted average number of shares of capital
stock and stock options outstanding. Fully diluted earnings
per share assumes that the convertible subordinated debt was
converted into common stock as of the beginning of the year
and that the interest expense thereon, net of taxes, was
added to net income (loss).
7<PAGE>
TRANSCOR WASTE SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2. Property and equipment, net
December 31, June 30,
1995 1996
------------- -------------
(unaudited)
Land . . . . . . . . . . . . . $ 4,596,622 $ 4,597,368
Buildings and improvements . . 5,092,686 5,183,863
Vehicles . . . . . . . . . . . 12,939,015 13,358,675
Waste containers and
equipment . . . . . . . . . 11,024,246 12,219,675
Furniture and fixtures . . . . 482,091 481,393
Construction in progress . . . 615,846 331,805
------------- -------------
Less accumulated 34,750,506 36,172,779
depreciation . . . . . . . (7,634,156) (9,256,357)
------------- -------------
$ 27,116,350 $ 26,916,422
============= =============
Property and equipment are recorded at cost. Depreciation
is provided using the straight-line method over estimated
useful lives ranging from 3 to 30 years.
8<PAGE>
TRANSCOR WASTE SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3. Long-term debt
December 31, June 30,
1995 1996
------------- -------------
(unaudited)
Notes payable, due through
April 1, 2001, payable in
monthly installments with
interest at varying rates up
to 13 percent, collateralized
by equipment . . . . . . . . . $ 14,927,277 $ 14,334,930
Convertible subordinated term
note with KVN, interest
payable in monthly
installments, principal due
December 1, 2003, interest at
bank's base rate plus 1
percent . . . . . . . . . . . 2,003,258 2,003,258
Mortgage notes, principal and
interest payable in monthly
installments through August 1,
2010, interest at varying
rates up to prime plus 1 1/2
percent, collateralized by
land and buildings . . . . . . 3,411,733 3,314,419
Mortgage notes - $500,000 with
related parties (Note 3),
interest payable in quarterly
installments at 10 percent,
plus a performance based
return not to exceed 6
percent, principal due on
January 9, 1997, principal and
interest guaranteed by KVN,
collateralized by land and
buildings . . . . . . . . . . 1,400,000 1,400,000
------------- -------------
21,742,268 21,052,607
Less current portion . . . . . (3,770,219) (2,426,951)
------------- -------------
$ 17,972,049 $ 18,625,656
============= =============
At June 30, 1996, $1,400,000 of the Mortgage Notes have been
classified as long-term debt since it is the Company's
intent to refinance the debt on a long-term basis.
9<PAGE>
TRANSCOR WASTE SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4. Stockholders' equity
The Company has authorized 1,000,000 shares of preferred
stock with a par value of $.001 per share, none of which has
been issued. Such preferred stock may be issued in series
and will have such designations, rights, preferences, and
limitations as may be fixed by the Board of Directors.
The convertible subordinated term note is convertible into
400,652 shares of the Company's capital stock at the time
the market value per share equals or exceeds $9.00 for
twenty consecutive trading days.
Warrants to purchase 100,000 shares of the Company's common
stock at $6.00 per share were issued to the underwriters of
the Company's initial public offering. Warrants to purchase
10,000 shares of common stock were exercised during March
1996.
10<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
COMPARISON OF THREE MONTHS ENDED JUNE 30, 1996 AND 1995
Revenue for the three months ended June 30, 1996, was
$10,568,000, representing a decrease of $509,000, or
approximately 5 percent, from $11,077,000 for the three months
ended June 30, 1995. The decrease in revenue was attributable
primarily to an decrease in the Company's demolition operations,
which generated revenue of approximately $2,044,000 for the three
months ended June 30, 1996, compared to approximately $2,824,000
for the same period in 1995.
Operating expenses for the three months ended June 30, 1996,
were $8,279,000, representing a decrease of $308,000, or
approximately 4 percent, from $8,627,000 for the three months
ended June 30, 1995. Operating expenses include fees charged by
landfills for waste disposal (which to date has been the largest
component of the Company's operating expenses), direct labor
costs associated with the collection, transfer, and recycling of
waste, and depreciation. The decrease in operating expenses
primarily was attributable to volume-related decreases in certain
major operational expenses such as landfill fees and direct labor
costs.
Selling, general, and administrative expenses for the three
months ended June 30, 1996, were $1,756,000, representing an
increase of $182,000, or 12 percent, from $1,574,000 for the
three months ended June 30, 1995. The dollar and percentage
increase in selling, general, and administrative expenses was
attributable primarily to increased overhead costs, such as
office salaries and marketing costs that are associated with
higher levels of operations.
Interest expense for the three months ended June 30, 1996,
was $324,000, compared to $129,000 for the three months ended
June 30, 1995. The average amount of interest-bearing debt
outstanding significantly increased between periods.
The Company's income tax provision was calculated using a
rate of approximately 39 percent for the three months ended June
30, 1996 and 1995.
As a result of the foregoing, the Company earned net income
of $127,000 for the three months ended June 30, 1996 as compared
to net income of $458,000 for the three months ended June 30,
1995.
11<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
COMPARISON OF SIX MONTHS ENDED JUNE 30, 1996 AND 1995
Revenue for the six months ended June 30, 1996, was
$21,626,000, representing an increase of $1,751,000, or
approximately 9 percent, from $19,875,000 for the six months
ended June 30, 1995. The increase in revenue was attributable
primarily to an increase in the Company's commercial, industrial
and residential solid waste management services during this
period. A substantial portion of the increase in commercial,
industrial and residential services was attributable to increased
activity in the Tampa and Fort Myers collection markets.
Operating expenses for the six months ended June 30, 1996,
were $17,584,000, representing an increase of $2,140,000, or
approximately 14 percent, from $15,444,000 for the six months
ended June 30, 1995. Operating expenses include fees charged by
landfills for waste disposal (which to date has been the largest
component of the Company's operating expenses), direct labor
costs associated with the collection, transfer, and recycling of
waste, and depreciation. The increase in operating expenses
primarily was attributable to volume-related increases in certain
major operational expenses such as landfill fees and direct labor
costs.
Selling, general, and administrative expenses for the six
months ended June 30, 1996, were $3,477,000, representing an
increase of $662,000, or 24 percent, from $2,815,000 for the six
months ended June 30, 1995. The increase in selling, general,
and administrative expenses was attributable primarily to
increased overhead costs associated with higher revenue; such as
office salaries, management fees, and marketing costs.
Interest expense for the six months ended June 30, 1996, was
$650,000, compared to $241,000 for the six months ended June 30,
1995. The increase in net interest expense was due primarily to
an increase in the amount of interest-bearing debt outstanding.
The Company's income tax provision was calculated using a
rate of approximately 39 percent, for the six months ended June
30, 1996 and 1995.
As a result of the foregoing, the Company incurred a net
loss of $51,000 for the six months ended June 30, 1996, as
compared to net income of $844,000 for the six months ended June
30, 1995.
12<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 1996, the Company had working capital of
$173,000 compared to $301,000 at December 31, 1995. Current
financial resources, anticipated funds from operations, and
repayment of receivables from affiliates if needed are expected
to be adequate to meet cash requirements in the foreseeable
future. At June 30, 1996, the Company had cash of approximately
$3,633,000.
Net cash provided by operating activities during the six
months ended June 30, 1996, was $1,600,000, compared with
$2,033,000 for the six months ended June 30, 1995. The decrease
in cash provided by operating activities was due primarily to the
net loss incurred during 1996, net of changes in certain
operating assets and liabilities (primarily accounts receivables,
accounts payable and accrued expenses). For the first six months
of 1995, cash provided by operating activities was due primarily
to cash provided by net income, net of changes in certain
operating assets and liabilities (primarily other assets and
accounts payable). Net cash used by investing activities during
the six months ended June 30, 1996, was $1,713,000, as compared
to $3,130,000 during the six months ended June 30, 1995. For the
six months ended June 30, 1996, the Company had $1,729,000 of
capital expenditures compared to $3,347,000 during 1995. Net
cash provided by financing activities during the six months ended
June 30, 1996, was $332,000 primarily as a result of the
Company's long-term debt borrowings.
During the six months ended June 30, 1996 and 1995, the
Company's average trade receivables were outstanding for 46 and
54 days, respectively. Both averages were based on revenue
annualized and compared to the trade receivable balances at June
30. Management believes that the number of days outstanding for
its receivables approximates industry norms. Credit is extended
based on an evaluation of the customer's financial condition.
Credit losses are provided for in the financial statements and
have been within management's expectations.
During the six months ended June 30, 1996 and 1995, the
Company's average trade payables were extended for 24 and 38
days, respectively. Both averages were based on the six-month
operating and selling, general, and administrative expenses
annualized and compared to trade payable balances at June 30.
Historically, inflation has not had a material effect on the
Company's operations.
13<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal proceedings
None
Item 2. Changes in securities
None
Item 3. Defaults upon senior securities
None
Item 4. Submission of matters to a vote of security holders
None
Item 5. Other information
None
Item 6. Exhibits and reports on Form 8-K
(a) The following documents are filed as exhibits to
this Form 10-Q:
11. - Calculation of income (loss) per share
27. - Financial Data Schedule (for SEC use only)
(b) No reports on Form 8-K were filed during the
quarter for which this report is filed.
14<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
TRANSCOR WASTE SERVICES, INC.
Date: August 12, 1996 By: /s/ Francis M. Williams
----------------- ------------------------------
Francis M. Williams
President and Chairman of
the Board of Directors
(President and Principal
Executive Officer)
Date: August 12, 1996 By: /s/ Norman S. Dominiak
----------------- ------------------------------
Norman S. Dominiak
Treasurer and Chief
Financial Officer
(Principal Accounting and
Financial Officer)
15<PAGE>
EXHIBIT 11
TransCor Waste Services, Inc.
Calculation of Income Per Share
Three and Six Months Ended June 30, 1995 and 1996
Three months ended June 30,
---------------------------
1995 1996
------------- -------------
Primary income per common share:
Net income . . . . . . . . . . . . $ 457,553 $ 127,374
============= =============
Weighted average shares of common
stock outstanding:
Average shares outstanding . . . 3,997,495 4,000,000
Assumed exercise of stock
options . . . . . . . . . . . 36,815 55,028
------------- -------------
Weighted average shares of common
stock outstanding - primary . . 4,034,310 4,055,028
Primary income per share . . . . . ============= =============
$ .11 $ .03
============= =============
Fully diluted income per common
share:
Net income . . . . . . . . . . . . $ 457,553 $ 127,374
Interest on convertible debt, net
of tax benefit . . . . . . . . . 31,053 -
------------- -------------
Adjusted net income applicable to
common stock on a fully diluted
basis . . . . . . . . . . . . . $ 488,606 $ 127,374
============= =============
Weighted average shares of common
stock outstanding: 4,000,000
Average shares outstanding . . . 3,997,495
Assumed exercise of stock
options . . . . . . . . . . . 43,333 55,028
Assumed conversion of
convertible debt . . . . . . . 400,652 -
------------- -------------
Weighted average shares of common
stock outstanding -
fully diluted . . . . . . . . . 4,441,480 4,055,028
============= =============
Fully diluted income per share . . $ .11 $ .03
============= =============<PAGE>
EXHIBIT 11
TransCor Waste Services, Inc.
Calculation of Income (Loss) Per Share
Three and Six Months Ended June 30, 1995 and 1996
Six months ended June 30,
---------------------------
1995 1996
------------- -------------
Primary income (loss) per common
share:
Net income (loss) . . . . . . . . . $ 843,674 $ (51,256)
============= =============
Weighted average shares of common
stock outstanding:
Average shares outstanding . . . 3,998,740 3,995,659
Assumed exercise of stock
options . . . . . . . . . . . 28,953 57,892
Assumed exercise of stock
warrants . . . . . . . . . . . - 2,601
------------- -------------
Weighted average shares of common
stock outstanding - primary . . 4,027,693 4,056,152
============= =============
Primary income (loss) per share . . $ .21 $ (.01)
============= =============
Fully diluted income (loss) per
common share:
Net income (loss) . . . . . . . . . $ 843,674 $ (51,256)
Interest on convertible debt, net
of tax benefit . . . . . . . . . 61,094 -
------------- -------------
Adjusted net income (loss)
applicable to common stock
on a fully diluted basis . . . . $ 904,768 $ (51,256)
============= =============
Weighted average shares of common
stock outstanding:
Average shares outstanding . . . 3,998,740 3,995,659
Assumed exercise of stock
options . . . . . . . . . . . 43,333 57,892
Assumed exercise of stock
warrants . . . . . . . . . . . -
Assumed conversion of 2,601
convertible debt . . . . . . . 400,652 -
------------- -------------
Weighted average shares of common
stock outstanding - fully
diluted . . . . . . . . . . . . 4,442,725 4,056,152
============= =============
Fully diluted income (loss) per
share . . . . . . . . . . . . . . . $ .20 $ (.01)
============= =============<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> $3,632,808
<SECURITIES> $0
<RECEIVABLES> $5,781,099
<ALLOWANCES> ($350,401)
<INVENTORY> $228,942
<CURRENT-ASSETS> $10,464,678
<PP&E> $36,172,779
<DEPRECIATION> ($9,256,357)
<TOTAL-ASSETS> $44,272,127
<CURRENT-LIABILITIES> $9,026,193
<BONDS> $0
$0
$0
<COMMON> $4,010
<OTHER-SE> $13,590,024
<TOTAL-LIABILITY-AND-EQUITY> $44,272,127
<SALES> $21,626,488
<TOTAL-REVENUES> $21,626,488
<CGS> $17,583,741
<TOTAL-COSTS> $3,476,945
<OTHER-EXPENSES> $0
<LOSS-PROVISION> $0
<INTEREST-EXPENSE> $649,825
<INCOME-PRETAX> ($84,023)
<INCOME-TAX> ($32,767)
<INCOME-CONTINUING> ($51,256)
<DISCONTINUED> $0
<EXTRAORDINARY> $0
<CHANGES> $0
<NET-INCOME> ($51,256)
<EPS-PRIMARY> ($.01)
<EPS-DILUTED> ($.01)
</TABLE>
