FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [ 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: 0-10345 CACHE, INC. (Exact Name of registrant as specified in its Charter) Florida 59-1588181 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1460 Broadway, New York, New York 10036 (Address of principal executive offices) (zip code) 212-840-4242 (Registrant's telephone number, including area code) ------ (Former name, 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 CORPORATE ISSUERS: Indicate the number of shares outstanding of each issuer's classes of common stock, as of the latest practicable date. Common Stock, $.01 9,091,338 Class of Stock Outstanding Outstanding at November 8, 1995 CACHE, INC. AND SUBSIDIARIES INDEX PAGE CONSOLIDATED FINANCIAL STATEMENTS BALANCE SHEETS, SEPTEMBER 30, 1995 AND DECEMBER 31, 1994 3 STATEMENTS OF OPERATIONS THIRTY-NINE WEEKS ENDED SEPTEMBER 30, 1995 AND OCTOBER 1, 1994 4 THIRTEEN WEEKS ENDED SEPTEMBER 30, 1995 AND OCTOBER 1, 1994 5 STATEMENTS OF CASH FLOWS THIRTY-NINE WEEKS ENDED SEPTEMBER 30, 1995 AND OCTOBER 1, 1994 6 CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 7-9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 10-13 OTHER INFORMATION: EXHIBIT INDEX AND REPORTS ON FORM 8-K 13 SIGNATURES 14 2 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) September 30, December 31, 1995 1994 -------------- ------------- ASSETS Current assets: Cash and equivalents $ 690,000 $ 814,000 Receivables 1,718,000 1,481,000 Notes receivable from related parties 250,000 913,000 Inventories 16,609,000 14,935,000 Deferred income taxes 2,437,000 1,677,000 Prepaid expenses 349,000 583,000 ------------- -------------- Total current assets 22,053,000 20,403,000 Property and equipment, net 16,664,000 14,172,000 Other assets 190,000 195,000 ------------- --------------- $38,907,000 $ 34,770,000 ============= =============== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 9,272,000 $ 9,333,000 Accrued compensation 1,148,000 644,000 Accrued liabilities 2,605,000 2,860,000 -------------- -------------- Total current liabilities 13,025,000 12,837,000 Long-term bank debt 4,100,000 1,650,000 Subordinated indebtedness to related party 2,000,000 2,000,000 Other liabilities 1,987,000 1,853,000 Commitments and contingencies STOCKHOLDERS' EQUITY Common stock, par value $.01; authorized,20,000,000 shares; issued and outstanding 9,091,338 shares at September 30, 1995 and December 31, 1994 91,000 91,000 Additional paid-in capital 18,994,000 18,276,000 Accumulated deficit (1,290,000) (1,937,000) -------------- --------------- Total stockholders' equity 17,795,000 16,430,000 -------------- --------------- $ 38,907,000 $ 34,770,000 ============== =============== <FN> The accompanying Notes to Consolidated Financial Statements are an integral part of these balance sheets. 3 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THIRTY-NINE WEEKS ENDED (Unaudited) September 30, October 1, 1995 1994 --------------- --------------- Net sales $ 84,000,000 $ 73,255,000 --------------- --------------- Costs and expenses Cost of sales, including occupancy and buying costs 56,096,000 47,924,000 Selling, general and administrative expenses 26,485,000 22,002,000 -------------- --------------- 82,581,000 69,926,000 -------------- --------------- Operating income 1,419,000 3,329,000 Interest expense Related party 105,000 105,000 Other 305,000 87,000 -------------- --------------- 410,000 192,000 -------------- --------------- Income before income taxes 1,009,000 3,137,000 Income tax provision 362,000 18,000 -------------- --------------- Net income $ 647,000 $ 3,119,000 ============== =============== Net income per share $.07 $.34 ============== =============== Weighted average number of shares and share equivalents outstanding 9,091,000 8,802,000 ============== ================ <FN> The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 4 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THIRTEEN WEEKS ENDED (Unaudited) September 30, October 1, 1995 1994 --------------- --------------- Net sales $ 27,168,000 $ 25,443,000 --------------- --------------- Costs and expenses Cost of sales, including occupancy and buying costs 18,693,000 17,054,000 Selling, general and administrative expenses 9,081,000 7,614,000 --------------- --------------- 27,774,000 24,668,000 --------------- --------------- Operating income (loss) (606,000) 775,000 Interest expense Related party 35,000 35,000 Other 121,000 38,000 --------------- --------------- 156,000 73,000 --------------- --------------- Income (loss) before income taxes (762,000) 702,000 Income tax provision (benefit) (285,000) 33,000 --------------- --------------- Net income (loss) $ (477,000) $ 669,000 =============== =============== Net income (loss) per share ($.05) $.07 =============== =============== Weighted average number of shares and share equivalents outstanding 9,091,000 8,802,000 =============== =============== <FN> The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 5 CACHE, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THIRTY-NINE WEEKS ENDED (Unaudited) September 30, October 1, 1995 1994 -------------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 647,000 $ 3,119,000 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 2,137,000 1,701,000 Deferred income taxes (42,000) (225,000) Accrual of future rent escalations 164,000 194,000 Change in assets and liabilities: (Increase) decrease in receivables (237,000) 23,000 (Increase) decrease in notes receivable from related parties 663,000 --- (Increase) decrease in inventories (1,674,000) (3,759,000) (Increase) decrease in prepaid expenses 234,000 (142,000) Increase (decrease) in accounts payable (61,000) 753,000 Increase (decrease) in accrued liabilities and accrued compensation 249,000 (265,000) ------------ ------------ Total changes in assets and liabilities (826,000) (3,390,000) ------------ ------------ Net cash provided by operating activities 2,080,000 1,399,000 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from property and equipment disposals 22,000 294,000 Payments for property and equipment (4,647,000) (3,162,000) ------------- -------------- Net cash used in investing activities (4,625,000) (2,868,000) ------------- -------------- CASH FLOWS FROM FINANCING ACTIVITIES: Long-term bank debt additional borrowings 61,500,000 32,450,000 Long-term bank debt principal repayments (59,050,000) (32,250,000) Proceeds from issuance of Common Stock --- 500,000 Other, net (29,000) (22,000) ------------- -------------- Net cash provided by financing activities 2,421,000 678,000 ------------- -------------- Net increase (decrease) in cash (124,000) (791,000) Cash at beginning of period 814,000 1,288,000 ------------- -------------- Cash at end of period $ 690,000 $ 497,000 ============= ============== <FN> The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 6 CACHE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF PRESENTATION --------------------- In the opinion of the Company, the accompanying consolidated financial statements include all adjustments necessary, which are considered normal and recurring to present fairly the financial position of the Company at September 30, 1995 and December 31, 1994, and the results of operations for the thirty-nine and thirteen week periods ended September 30, 1995 and October 1, 1994 and consolidated statements of cash flows for the thirty-nine weeks then ended. Certain financial information which is normally included in financial statements prepared in accordance with generally accepted accounting principles, but which is not required for interim reporting purposes, has been condensed or omitted. The accompanying consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's latest annual report on Form 10-K for the fiscal year ended December 31, 1994. 2. NET INCOME OR LOSS PER SHARE ----------------------------- Net income or loss per share has been computed based on the weighted average number of shares of common stock outstanding for the thirty-nine and thirteen weeks ended September 30, 1995 and October 1, 1994. The approximate number of shares used in the computations of income per common share were 9,091,000 and 8,802,000, for the thirty- nine week and thirteen week periods ended September 30, 1995 and October 1, 1994, respectively. 3. PROPERTY AND EQUIPMENT ---------------------- September 30, December 31, 1995 1994 ------------- ------------ Leasehold improvements $16,338,000 $15,567,000 Furniture, fixtures and equipment 12,830,000 9,348,000 ------------- ------------ 29,168,000 24,915,000 Less: accumulated depreciation and amortization 12,504,000 10,743,000 ------------- ------------ $16,664,000 $14,172,000 ============= ============ 4. ACCRUED LIABILITIES September 30, December 31, 1995 1994 ============== ============ Operating Expenses $ 832,000 $ 968,000 Taxes, other than income taxes 631,000 888,000 Leasehold additions 459,000 295,000 Other 683,000 709,000 ------------- ------------ $2,605,000 $2,860,000 ============= ============ 7 5. BANK DEBT ---------- The Company's current Revolving Credit Facility may be used for either working capital or for letters of credit and will expire on January 31, 1997. Pursuant to the amended Revolving Credit Facility, $8,500,000 is available from August 10, 1995 until expiration at January 31, 1997. The amounts outstanding thereunder bear interest at a maximum per annum rate up to 1.00% above the bank's prime rate. The agreement contains selected financial and other covenants including covenants to maintain a minimum current ratio, a maximum debt to equity and total equity ratio, a maximum capital expenditure covenant, a minimum earnings to bank interest coverage ratio and certain restrictions on the repayment of principal amounts due to related parties. The agreement prohibits the payment of any dividends on the Company's common stock. Effective upon the occurrence of an Event of Default under the Revolving Credit Facility, the Company grants to the bank a security interest in the Company's inventory and certain receivables. The outstanding balances on the line of credit at September 30, 1995 and December 31, 1994 were $4,100,000 and $1,650,000, respectively. The related party debt is subordinated to the bank debt and therefore will not be paid prior to expiration of the bank line of credit. 6. INDEBTEDNESS TO RELATED PARTY ----------------------------- As of September 30, 1995 and December 31, 1994 the Company had outstanding, (i) a $250,000 long-term loan from a major stockholder bearing interest payable quarterly with principal due upon demand at any time after January 31, 1997; and (ii) a $1,750,000 loan made by the same stockholder bearing interest payable quarterly with principal due upon demand at any time after January 31, 1997. Interest on both notes accrue at 7% per year through January 31, 1997. In December 1994, the Company loaned a total of $913,000 to several executive officers of the Company. The loans, which are payable upon demand, are evidenced by secured promissory notes, which bear interest at the rate of 9% per annum. In September 1995, two executive officers repaid a total of $663,000 to the Company, $250,000 remains outstanding at September 30, 1995. 7. INCOME TAXES ------------- Effective January 3, 1993, the Company adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" (SFAS 109). In accordance with this statement, the Company recognized deferred tax assets of $5,333,000, less a valuation allowance of $4,216,000, thereby creating a net deferred tax asset of $1,117,000, which reflected the cumulative effect of the accounting change for the benefit expected to be realized from the utilization of net operating loss carryforwards ("NOL'S") and deductible temporary differences. 8 At December 31, 1994 and September 30, 1995, the Company had net operating loss carryforwards of $4,275,000 and $3,037,000, respectively, for federal income tax reporting purposes. The net operating loss carryforwards expire at various dates through 2007. The tax benefit created by stock option exercises is reflected in additional paid-in capital as realized. In December 1994, April 1995 and July 1995, the Company realized for financial reporting purposes $512,000, $318,000 and $400,000, respectively, of income tax benefits from stock option exercises. The Company had available at December 31, 1994 approximately $207,000 of alternative minimum tax carryforwards for tax reporting purposes only. At December 31, 1994 and September 30, 1995, the Company's deferred tax assets were $3,503,000 and $2,790,000, respectively, also, there was no deferred tax liability. The major components of the Company's net deferred taxes at September 30, 1995 and December 31, 1994 are as follows: September 30, December 31, 1995 1994 ------------ ------------ Net operating loss carryforwards ("NOL'S") and alternative minimum tax carryforwards.......... $ 484,000 $ 539,000 NOL'S resulting from stock option exercises..... 1,112,000 1,827,000 Deferred rent................................... 658,000 621,000 Inventory cost capitalization................... 330,000 315,000 Other........................................... 206,000 201,000 ----------- ----------- 2,790,000 3,503,000 Less: Valuation allowance....................... ( 670,000) (1,831,000) ----------- ----------- $2,120,000 $1,672,000 =========== =========== Statement No. 109 requires that the net operating loss carryforwards and other deductible temporary differences be recorded as an asset to the extent that management assesses the utilization of such carryforwards and the realization of the deductible temporary differences to be more likely than not. The Company recorded a valuation allowance against the deferred tax asset based on the Company's history of prior operating earnings and its expectations for the future, whether the operating income of the Company will more likely than not be sufficient to fully utilize the carryforwards and the realization of the benefit related to the deductible temporary differences prior to their ultimate expiration before 2007. During the fourth quarter of Fiscal 1993 and during 1994 and 1995, the Company reversed portions of the valuation allowance on the strength of the Company's operating results which increased the probability the net operating loss carryforwards will be realized. 8. CONTINGENCIES -------------- The Company is exposed to a number of asserted and unasserted potential claims. In the opinion of management, the resolution of these matters is not presently expected to have a material adverse effect upon the Company's financial position and results of operations. 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES - -------------------------------- The Company's primary need for capital is to finance new store merchandise inventories, as well as the construction of new stores. During the thirty-nine weeks ended September 30, 1995, the Company generated $2,080,000 in cash from operating activities. The Company utilized a portion of its existing bank credit facilities by increased bank borrowings ($2,450,000) to finance inventory purchases ($1,674,000), and the Company's new store expansion and remodeling program. The Company plans to open a total of approximately twenty-four new stores during 1995. Twenty-two new stores have already opened and the remaining two stores are expected to be opened during November 1995. After deducting construction allowances paid to the Company by its landlords, the Company has spent $4,647,000 through September 30, 1995 and expects to spend an additional $1,000,000 in 1995 for both new store and existing store construction and remodeling. The Company anticipates that it will finance new store construction and remodeling in 1995 primarily by cash flow from operations and its existing credit facilities. Bank debt rose by $2,450,000, as the Company paid for inventory, new fixed assets and liabilities accrued at year-end. Inventories increased $1,674,000, principally due to the addition of twenty-two new stores in 1995. Property and equipment increased $4,647,000, primarily due to the above mentioned new store expansion and store remodeling. Notes receivable decreased $663,000 due to the repayment of loans made to several executive officers in December 1994 (See footnote 6). The Company believes that given the sources of credit discussed above, its financial resources will be sufficient to meet anticipated requirements. RESULTS OF OPERATIONS - ---------------------- The Company's results of operations for the thirteen and thirty-nine week periods ended September 30, 1995 declined as compared to the same period in 1994. The increase in sales and related increases in gross profits did not offset the increase in operating expenses for the thirteen and thirty- nine week periods, as compared to 1994. 10 Certain financial data concerning the Company's results of operations for the thirty-nine and thirteen week periods ended September 30, 1995 and October 1, 1994 expressed as a percentage of net sales, are as follows: Thirty-nine Weeks Ended Thirteen Weeks Ended ----------------------- -------------------- Sept. 30, Oct. 1, Sept. 30, Oct. 1, 1995 1994 1995 1994 --------- ---------- --------- -------- Sales 100.0% 100.0% 100.0% 100.0% Cost of sales, including occupancy and buying expenses 66.8% 65.4% 68.8% 67.0% Selling, general and administrative expenses 31.5% 30.0% 33.4% 30.0% Operating income (loss) 1.7% 4.5% (2.2%) 3.0% Interest expense .5% .2% .6% .3% Pre-tax income (loss) 1.2% 4.3% (2.8%) 2.7% Income taxes (benefit) .4% -- (1.0%) .1% Net income (loss) .8% 4.3% (1.8%) 2.6% Sales - ----- Net sales increased $10,745,000 or 14.7% and $1,725,000 or 6.8% respectively, during the thirty-nine and thirteen week periods ended September 30, 1995 versus the comparable periods in 1994. The increases were primarily due to the greater number of stores open during the 1995 periods. Same store sales (sales for stores open at least one year or more) decreased 6% as compared to the comparable thirteen week period in 1994 and was flat as compared to the comparable thirty-nine week period in 1994. Historically, sales at new stores do not achieve the same levels as existing, established stores. New stores generally begin to perform as well as existing stores during their second and third year of operation. Sales on a weighted average basis for the thirty-nine and thirteen week periods ended September 30, 1995 and October 1, 1994 were as follows: Thirty-nine Weeks Ended Thirteen Weeks Ended ----------------------- --------------------- Sept. 30, Oct. 1, Sept. 30, Oct. 1, 1995 1994 1995 1994 ----------- ----------- ----------- ----------- Sales $84,000,000 $73,255,000 $27,168,000 $25,443,000 Weighted Average Stores Open During Period 136.9 114.7 142.3 119.5 Net Sales Per Weighted Average Number of Stores $ 613,000 $ 639,000 $ 191,000 $ 213,000 Net Weighted Average Sales per Square Foot $ 296.00 $ 311.00 $ 92.00 $ 108.00 Stores Open at End of Period 147 122 147 122 11 Costs and expenses - ------------------- Cost of sales, including occupancy and buying costs, increased $8,172,000 or 17.1% for the thirty-nine weeks ended September 30, 1995 versus the similar period in 1994. The increase was primarily due to the increase in sales and the related cost of merchandise for those sales, as well as a $2,087,000 increase in occupancy expenses primarily due to the additional stores in operation during 1995 versus 1994. As a percentage of sales, cost of sales, including occupancy expenses, increased 1.4%, (66.8% versus 65.4%) for the thirty-nine week period ended September 30, 1995 versus the comparable period in 1994. The increase was primarily due to higher occupancy costs, both in dollars and as a percent of sales, versus the comparable period in 1994. Markdowns, as a percentage of sales, decreased slightly in 1995 as compared to the 1994 period. The Company takes markdowns for several reasons such as; changes in customer preference, seasonal adaptation, changes in style or if it is determined merchandise in stock will not sell at its currently marked price. Cost of sales, including occupancy and buying costs, increased $1,639,000 or 9.6% for the thirteen weeks ended September 30, 1995 versus the similar 1994 period. The increase was primarily due to the increase in sales and the related cost of the merchandise for those sales, and a $644,000 increase in occupancy expenses due to the additional stores in operation during 1995 versus 1994. As a percentage of sales, cost of sales, including occupancy and buying expenses, increased 1.8% (68.8% versus 67.0%) for the thirteen weeks ended September 30, 1995 versus the comparable period in 1994. The increase was primarily due to higher occupancy costs, both in dollars and as a percent of sales, versus the comparable period in 1994 and was partially offset by a reduction in markdowns for the thirteen weeks ended September 30, 1995, which decreased slightly as compared to the 1994 period. Selling, general and administrative expenses - -------------------------------------------- Selling, general and administrative expenses increased $4,483,000 or 20.4% during the thirty-nine week period ended September 30, 1995, versus the comparable period in 1994. The increase was primarily due to greater payroll and payroll taxes ($3,110,000), credit card fees ($165,000), travel($117,000), depreciation ($435,000) and licenses and taxes ($182,000). As a percentage of sales these expenses increased 1.5% (31.5% versus 30.0%) for the thirty-nine weeks ended September 30, 1995 versus the similar 1994 period. The increase, as a percent of sales, was due primarily to flat comparable store sales experienced in the current thirty-nine week period. Selling, general and administrative expenses increased $1,467,000 or 19.3% during the thirteen weeks ended September 30, 1995 versus the comparable period in 1994. The increase was due to greater payroll and payroll taxes ($1,038,000), credit card fees ($33,000), travel ($29,000) and depreciation ($150,000). As a percentage of sales these expenses increased 3.4% (33.4% versus 30.0%) for the thirteen weeks ended September 30, 1995 versus the similar 1994 period. The increase, as a percent of sales, was due primarily to the decrease in comparable store sales experienced in the current thirteen week period. In addition, the Company recorded a $100,000 one time charge related to the resignation of two officers. 12 Interest Expense - ----------------- Interest expense increased $218,000 (113.5%) and $83,000 (113.7%), respectively, for the thirty-nine and thirteen week periods ended September 30, 1995 versus the comparable period in 1994, primarily due to higher average borrowing levels in 1995, caused by the retirement of preferred stock ($2,695,000) in December 1994. Increased interest expense was also due to higher average borrowing rates in 1995, as compared to 1994. Income Taxes - ------------- Income tax expense increased to $362,000 for the thirty-nine week period ended September 30, 1995, due to the realization of all prior net operating loss carryforwards in 1994. An income tax benefit of $285,000 was recorded for the thirteen week period ended September 30, 1995, as compared to an income tax provision of $33,000 in 1994, which was primarily due to state tax accruals and federal alternative minimum tax provisions. In 1995, the Company's effective tax rate is approximately 37.0%. In 1994, the Company was still able to realize net operating loss carryforwards and as a result reversed $1,150,000 and $250,000 of valuation allowances for the thirty-nine and thirteen week periods. This resulted in the Company having no income tax expenses in 1994. The only major remaining deferred tax assets in 1995 are attributable to stock options and are realized in paid-in capital. As a result, $718,000 and $ 0 were realized during the thirty-nine and thirteen week periods in 1995. PART II - OTHER INFORMATION ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS NONE ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits. 11.1 Calculation of primary and fully diluted earnings per common share. (b) Reports on Form 8-K Form 8-K dated September 13, 1995 was filed, regarding the Company's press release announcing the resignation of Mr. Michael A. Warner from his positions as President, General Merchandise Manager and member of the Company's Board of Directors, effective on September 13, 1995. Concurrently, Cache's Board of Directors promoted Ms. Mae Soo Hoo, a vice president of Cache to Executive Vice President - General Merchandise Manager; promoted Mr. Thomas E. Reinckens, a vice president and the chief financial officer of Cache, to Executive Vice and Chief Financial Officer and appointed Ms. Soo Hoo to the Board of Directors. No new President has been named. 13 Signature ---------- 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. CACHE, INC. (Registrant) November 8, 1995 BY: /s/ Thomas E. Reinckens ------------------------- Thomas E. Reinckens On behalf of Cache, Inc. and in his capacity as Executive Vice President and Chief Financial Officer (Principal Financial and Principal Accounting Officer) 14 EXHIBIT 11.1 CALCULATION OF PRIMARY AND FULLY DILUTED EARNINGS PER COMMON SHARE (In thousands except per share data) THIRTY-NINE THIRTEEN WEEKS ENDED WEEKS ENDED -------------------------------- ------------------------------- September 30, October 1, September 30, October 1, 1995 1994 1995 1994 --------------- -------------- --------------- --------------- EARNINGS --------- Net Income (Loss) Applicable to Common Stockholders $ 647,000 $ 3,008,000 $ (477,000) $ 632,000 =============== =============== =============== ================ PRIMARY SHARES Weighted Average Number of Common Shares Outstanding 9,091,000 8,263,000 9,091,000 8,296,000 Assuming Conversion of Outstanding Stock Options --- 749,000 --- 716,000 Less Assumed Repurchase of Common Stock Pursuant to the Treasury Stock Method --- (210,000) --- (210,000) ---------------- ---------------- --------------- ---------------- Weighted Average Number of Common Shares Outstanding As Adjusted 9,091,000 8,802,000 9,091,000 8,802,000 ================ ================ =============== ================ Primary Earnings (Loss) Per Share $0.07 $0.34 ($0.05) $0.07 ================ ================ =============== ================= FULLY DILUTED EARNINGS PER SHARE Weighted Average Number of Common Shares Outstanding 9,091,000 8,263,000 9,091,000 8,296,000 Assuming Conversion of Outstanding Stock Options --- 749,000 --- 716,000 Less Assumed Repurchase of Common Stock Pursuant to the Treasury Stock Method --- (210,000) --- (210,000) ---------------- ---------------- --------------- -------------- Weighted Average Number of Common Shares Outstanding As Adjusted 9,091,000 8,802,000 9,091,000 8,802,000 ================ ================ =============== ============== Fully Diluted Earnings (Loss) Per Share $0.07 $0.34 ($0.05) $0.07 ================ ================ =============== =============== 15