SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 2002. Commission File Number 1-9720
OR
[ ] TRANSITION REPORT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Transition Period From __________ to __________
Commission File Number __________
PAR TECHNOLOGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 16-1434688
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
PAR Technology Park
8383 Seneca Turnpike
New Hartford, NY 13413-4991
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (315) 738-0600
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [ X ] No [ ]
The number of shares outstanding of registrant's common stock, as of April
30, 2002 - 7,885,760 shares.
PAR TECHNOLOGY CORPORATION
TABLE OF CONTENTS
FORM 10-Q
PART 1
FINANCIAL INFORMATION
Item Number
-----------
Item 1. Financial Statements
- Consolidated Statement of Income for
the Three Months Ended March 31, 2002
and 2001
- Consolidated Statement of Comprehensive Income for
the Three Months Ended March 31, 2002 and 2001
- Consolidated Balance Sheet at
March 31, 2002 and December 31, 2001
- Consolidated Statement of Cash Flows
for the Three Months Ended
March 31, 2002 and 2001
- Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
PART II
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Signatures
Exhibit Index
Item 1.
Financial Statements
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(In Thousands Except Per Share Amounts)
(Unaudited)
For the Three Months
Ended March 31,
----------------------
2002 2001
-------- --------
Net revenues:
Product ....................................... $ 15,819 $ 12,177
Service ....................................... 8,800 7,882
Contract ...................................... 9,499 7,156
-------- --------
34,118 27,215
-------- --------
Costs of sales:
Product ....................................... 10,853 7,967
Service ....................................... 7,207 6,311
Contract ...................................... 8,991 6,749
-------- --------
27,051 21,027
-------- --------
Gross margin ............................ 7,067 6,188
-------- --------
Operating expenses:
Selling, general and administrative ........... 4,649 4,037
Research and development ...................... 1,756 2,045
-------- --------
6,405 6,082
-------- --------
Income from operations ............................. 662 106
Other income, net .................................. 129 338
Interest expense ................................... (217) (355)
-------- --------
Income before provision for income taxes ........... 574 89
Provision for income taxes ......................... 201 40
-------- --------
Net income ......................................... $ 373 $ 49
======== ========
Basic and Diluted earnings per common share ........ $ .05 $ .01
======== ========
Weighted average shares outstanding
Diluted ....................................... 7,998 7,724
======== ========
Basic ......................................... 7,881 7,723
======== ========
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(In Thousands)
(Unaudited) For the Three Months
Ended March 31,
----------------------
2002 2001
-------- --------
Net income ............................................ $ 373 $ 49
Other comprehensive income (loss) net of tax:
Foreign currency translation adjustments ......... 37 (363)
-------- --------
Comprehensive income (loss) ........................... $ 410 $ (314)
======== ========
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(In Thousands Except Share Amounts)
March 31,
2002 December 31,
Assets ---------- ------------
Current Assets:
Cash ............................................ $ 838 $ 879
Accounts receivable-net ......................... 30,849 36,934
Inventories-net ................................. 27,571 24,469
Income tax refund claims ........................ -- 95
Deferred income taxes ........................... 2,692 2,883
Other current assets ............................ 2,536 3,315
-------- --------
Total current assets ........................ 64,486 68,575
Property, plant and equipment-net .................... 9,224 9,471
Deferred income taxes ................................ 7,841 7,774
Other assets ......................................... 2,948 3,204
-------- --------
$ 84,499 $ 89,024
======== ========
Liabilities and Shareholders' Equity
Current Liabilities:
Notes payable ................................... $ 12,136 $ 14,686
Accounts payable ................................ 9,735 11,290
Accrued salaries and benefits ................... 3,718 4,580
Accrued expenses ................................ 2,089 2,274
Deferred service revenue ........................ 6,571 6,339
-------- --------
Total current liabilities ................... 34,249 39,169
-------- --------
Long-term debt ....................................... 2,253 2,268
-------- --------
Shareholders' Equity:
Preferred stock, $.02 par value,
1,000,000 shares authorized ................... -- --
Common stock, $.02 par value,
19,000,000 shares authorized;
9,674,466 shares issued
7,880,760 outstanding ......................... 193 193
Capital in excess of par value .................. 28,541 28,541
Retained earnings ............................... 29,636 29,263
Accumulated other comprehensive loss ............ (1,404) (1,441)
Treasury stock, at cost, 1,793,706 shares ..... (8,969) (8,969)
-------- --------
Total shareholders' equity .................. 47,997 47,587
-------- --------
$ 84,499 $ 89,024
======== ========
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(In Thousands)
(Unaudited)
For the Three Months
Ended March 31,
------------------
2002 2001
------- -------
Cash flows from operating activities:
Net income ............................................. $ 373 $ 49
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization ........................ 843 714
Provision for bad debts .............................. 254 86
Provision for obsolete inventory ..................... 446 441
Deferred income taxes ................................ 124 158
Increase (decrease) from changes in:
Accounts receivable ................................ 5,831 2,352
Inventories ........................................ (3,548) 1,725
Income tax refund claims ........................... 95 (84)
Other current assets ............................... 779 (440)
Accounts payable ................................... (1,555) (2,541)
Accrued salaries and benefits ...................... (862) (271)
Accrued expenses ................................... (185) (388)
Deferred service revenue ........................... 232 738
------- -------
Net cash provided by operating activities ......... 2,827 2,539
------- -------
Cash flows from investing activities
Capital expenditures ................................. (230) (151)
Capitalization of software costs ..................... (110) (313)
------- -------
Net cash used by investing activities ............. (340) (464)
------- -------
Cash flows from financing activities:
Net borrowings (payments) under
line-of-credit agreements ......................... (2,550) (474)
Payments of long-term debt ........................... (15) (14)
------- -------
Net cash used by financing activities ............ (2,565) (488)
------- -------
Effect of exchange rate changes on cash
and cash equivalents ................................ 37 (363)
------- -------
Net increase (decrease) in cash and cash equivalents .. (41) 1,224
Cash and cash equivalents at beginning of year ........ 879 1,199
------- -------
Cash and cash equivalents at end of period ............ $ 838 $ 2,423
======= =======
Supplemental disclosures of cash flow information: Cash paid during the year
for:
Interest ............................................. $ 243 $ 315
Income taxes paid, net of refunds .................... (22) 17
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. The statements for the three months ended March 31, 2002 and 2001 are
unaudited; in the opinion of the Company such unaudited statements include
all adjustments (which comprise only normal recurring accruals) necessary
for a fair presentation of the results for such periods. The results of
operations for the three months ended March 31, 2002 are not necessarily
indicative of the results of operations to be expected for the year ending
December 31, 2002. The consolidated financial statements and notes thereto
should be read in conjunction with the financial statements and notes for
the years ended in December 31, 2001 and 2000 included in the Company's
December 31, 2001 Annual Report to the Securities and Exchange Commission
on Form 10-K.
2. Inventories are used primarily in the manufacture, maintenance, and service
of transaction processing systems. Inventories are net of related reserves.
The components of inventory are:
(In Thousands)
------------
March 31, December 31,
2002 2001
--------- ---------
Finished goods ............... $ 5,390 $ 5,414
Work in process .............. 1,753 1,868
Component parts .............. 4,742 3,602
Service parts ................ 15,686 13,585
------- -------
$27,571 $24,469
======= =======
At March 31, 2002 and December 31, 2001, the Company had recorded reserves
for obsolete inventory of $3,235,000 and $3,253,000, respectively.
3. In June 2001, the Financial Accounting Standards Board approved Statement
of Financial Accounting Standards No. 142 "Goodwill and Other Intangible
Assets", ("SFAS 142"). The Company adopted SFAS 142 effective January 1,
2002. Under this standard, amortization of goodwill is to be discontinued
upon adoption of SFAS 142.
During the quarter ended March 31, 2002, the Company performed test of
goodwill as of January 1, 2002. We tested for impairment using the two-step
process prescribed in SFAS 142. The first step is a screen for potential
PAR TECHNOLOGY CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
impairment. The second step, which has been determined not to be necessary,
measures the amount of any impairment. No impairment losses have been
recognized as a result of these tests. The following is a reconciliation
assuming goodwill had been accounted for in accordance with SFAS 142 in the
quarter ended March 31, 2001:
Three Months Ended
March 31,
2002 2001
-------- -------
Reported net income ................ $373 $ 49
Adjustments (net of income taxes)
Add back: Goodwill amortization -- 20
---- ----
Adjusted net income ................ $373 $ 69
==== ====
4. The Company's reportable segments are strategic business units that have
separate management teams and infrastructures that offer different products
and services.
In 2002, the Company has three reportable segments, Restaurant, Government
and Industrial. The Restaurant segment offers integrated solutions to the
restaurant industry. These offerings include industry leading hardware and
software applications utilized at the point-of-sale, back of store and
corporate office. This segment also offers customer support including field
service, installation, twenty-four hour telephone support and depot repair.
The Government segment designs and implements advanced technology computer
software systems primarily for military and intelligence agency
applications. It provides services for operating and maintaining certain
U.S. Government-owned communication and test sites, and for planning,
executing and evaluating experiments involving new or advanced radar
systems. It is also involved in developing technology to track mobile
chassis. The Industrial segment, which targets Fortune 500 industrial
companies, designs and implements complex integrated transaction processing
solutions incorporating its data collection and management software that
provide real-time connectivity with multiple host computers, diverse legacy
applications, "best-of-breed" software and data input hardware
technologies. Inter-segment sales and transfers are not material.
Information as to the Company's operations in these three segments is set
forth below:
Quarter ended March 31,
(In Thousands)
-------------------------
2002 2001
---------- ----------
Revenues:
Restaurant ........................ $ 23,822 $ 19,259
Government ........................ 9,499 7,156
Industrial ........................ 797 800
-------- --------
Total ....................... $ 34,118 $ 27,215
======== ========
Income (loss) from operations:
Restaurant ........................ $ 608 $ 31
Government ........................ 484 318
Industrial ........................ (430) (243)
-------- --------
662 106
Other income, net ...................... 129 338
Interest expense ....................... (217) (355)
-------- --------
Income before provision
for income taxes .................. $ 574 $ 89
======== ========
Depreciation and amortization:
Restaurant ........................ $ 611 $ 542
Government ........................ 28 25
Industrial ........................ 87 16
Corporate ......................... 117 131
-------- --------
Total ....................... $ 843 $ 714
======== ========
Capital expenditures:
Restaurant ........................ $ 110 $ 93
Government ........................ 35 30
Industrial ........................ -- 2
Corporate ......................... 85 26
-------- --------
Total ....................... $ 230 $ 151
======== ========
The following table presents revenues by geographic area based on the
location of the use of the product or services.
Quarter ended March 31,
(In Thousands)
-------------------------
2002 2001
---------- ----------
United States .......................... $ 30,849 $ 23,086
Other Countries ........................ 3,269 4,129
-------- --------
Total ............................ $ 34,118 $ 27,215
======== ========
Customers comprising 10% or more of the Company's total revenues are
summarized as follows:
Quarter ended March 31,
2002 2001
------- -------
Restaurant segment:
McDonald's Corporation ............. 27% 30%
Tricon Corporation ................. 20% 23%
Government segment:
Department of Defense .............. 28% 26%
All Others ............................. 25% 21%
--- ---
100% 100%
=== ===
March 31, December 31,
2002 2001
--------- --------
Identifiable assets:
Restaurant ........................ $72,406 $75,309
Government ........................ 6,277 7,700
Industrial ........................ 2,633 2,777
Corporate ......................... 3,183 3,238
------- -------
Total ....................... $84,499 $89,024
======= =======
The following table presents property by geographic area based on the
location of the asset.
March 31, December 31,
2002 2001
--------- --------
United States .......................... $76,414 $80,231
Other Countries ........................ 8,085 8,793
------- -------
Total ............................ $84,499 $89,024
======= =======
Item 2
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2002
COMPARED WITH
QUARTER ENDED MARCH 31, 2001
Information provided by the Company, including information contained in
this report or by its spokespersons from time to time might contain
forward-looking statements. Forward-looking statements are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that all forward-looking statements involve risks and
uncertainties, including without limitation, further delays in new product
introduction, risks in technology development and commercialization, risks in
product development and market acceptance of and demand for the Company's
products, risks of downturns in economic conditions generally, and in the quick
service sector of the restaurant market specifically, risks of intellectual
property rights associated with competition and competitive pricing pressures,
risks associated with foreign sales and high customer concentration, and other
risks detailed in the Company's filings with the Securities and Exchange
Commission.
The following discussion and analysis highlights items having a significant
effect on operations during the quarter ended March 31, 2002. It may not be
indicative of future operations or earnings. It should be read in conjunction
with the Consolidated Financial Statements and Notes thereto and other financial
and statistical information appearing elsewhere in this report.
The Company reported revenues of $34.1 million for the first quarter ended
2002, an increase of 25% from the $27.2 million reported in 2001. The Company
recorded net income of $373,000 or diluted earnings per share of $.05 for 2002.
This compares to net income of $49,000 or diluted earnings per share of $.01 for
2001.
Product revenues were $15.8 million in 2002, an increase of 30 % from the
$12.2 million recorded in 2001. This is entirely due to increased sales in the
Company's Restaurant business. This was the result of improving market
conditions, the acceptance of our new POS4XP(TM) product and some new accounts
including Boston Market, Carnival Cruise Lines and the Turning Stone Casino.
Sales also increased to Tricon and McDonald's.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2002
COMPARED WITH
QUARTER ENDED MARCH 31, 2001
Customer service revenues were $8.8 million in 2002, an increase of 12%
from the $7.9 million in 2001. This increase was attributable to revenue
deriving from the installation of equipment shipped in the fourth quarter of
last year, which was installed in the first quarter of 2002. The Company's
service offerings include installation, twenty-four hour help desk support and
various field and on-site service options.
Contract revenues were $9.5 million in 2002, an increase of 33% when
compared to the $7.2 million recorded in the same period in 2001. This increase
is primarily due to the Company's continuing success in the operating and
maintaining outsourced operations of U.S. Navy telecommunication centers in
support of fleet operations. The Company has become a recognized leader in the
conversion of military communications facilities to contractor operations. The
increase in revenue is also attributable to a floodplain-mapping contract with
the New York State Department of Environment Conservation. Additionally,
contract revenues grew as a result of our emerging logistics management
business, which involves the tracking of mobile chassis under its Cargo*Mate(TM)
contracts.
Product margins were 31.4% for 2002 compared to 34.6% for the same period
in 2001. This decline was due to an unfavorable product mix in the Company's
industrial business where the software content of revenue was lower in the first
quarter of 2002 compared to 2001. Also contributing to the decline were lower
margins in restaurant products due to increased software amortization costs.
Customer service margins were 18.1% in 2002 compared to 19.9% for the same
period in 2001. This margin decrease resulted from field service startup
expenses related to the support of the Company's new Boston Market account.
Contract margins were 5.3% in 2002 compared to 5.7% for the same period in
2001. Margins on the Company's government contract business typically run
between 5% and 6%.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2002
COMPARED WITH
QUARTER ENDED MARCH 31, 2001
Selling, general and administrative expenses were $4.6 million in 2002
versus $4 million for the same period in 2001, an increase of 15%. This increase
is primarily the result of some executive salary adjustments. Last year, as part
of the Company's turn around plan, a salary reduction program was initiated.
This program was terminated in the fourth quarter of 2001 and normal pay was
reinstated reflecting the return to profitability of the business.
Research and development expenses were $1.8 million in 2002, a decrease of
14% from the $2 million recorded for the same period in 2001. This decline
resulted from a cost reduction in the Company's industrial business and the
completion of certain restaurant development projects. Research and development
costs attributable to government contracts are included in cost of contract
revenues.
Interest expense represents interest charged on the Company's short-term
borrowing requirements from banks and from long-term debt. Interest expense was
$217,000 for the first quarter of 2002, a 39% decrease from the $355,000
reported in the first quarter of 2001. This decline was primarily due to a lower
borrowing rate in 2002 compared to 2001.
Liquidity and Capital Resources
The Company's primary source of liquidity has been from operations and
lines of credit with various banks. In the first quarter of 2002, the Company
generated cash flow from operating activities of $2.8 million compared to $2.5
million in 2001. The primary factor contributing to the first quarter 2002
positive cash flow was a reduction in account receivable. Improved collections,
a reduction in inventory and cost cutting measures taken by the Company in the
fourth quarter of 2000 all contributed to the positive cash flow in the first
quarter of 2001.
Cash used in investing activities was $340,000 in 2002 versus $464,000 in
2001. In 2002, capital expenditures were primarily for improvements to the
Company's headquarter facility and for normal operational needs in the
restaurant segment. In addition, the Company capitalized $110,000 of software
costs. In 2001, capital expenditures were primarily for improvements to the
Company's customer service facility in Boulder, Colorado. The Company also
capitalized $313,000 of software costs.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2002
COMPARED WITH
QUARTER ENDED MARCH 31, 2001
Cash used by financing activities was $2.6 million in 2002 compared to
$488,000 in 2001. In 2002, the Company reduced it line of credit borrowings by
$2.6 million. In 2001, the Company reduced its line-of-credit borrowings by
$474,000.
The Company currently has line-of-credit agreements, which aggregate $20
million with certain banks. At March 31, 2002, $12.1 million was outstanding
under these agreements. The Company continues to review its existing debt
structure and credit availability. The Company believes that it has adequate
financial resources to meet its future liquidity and capital requirements in
2002.
Critical Accounting Policies
The Company's consolidated financial statements are based on the
application of generally accepted accounting principles (GAAP). GAAP requires
the use of estimates, assumptions, judgments and subjective interpretations of
accounting principles that have an impact on the assets, liabilities, revenue
and expense amounts reported. The Company believes its use of estimates and
underlying accounting assumptions adhere to GAAP and are consistently applied.
Valuations based on estimates are reviewed for reasonableness and adequacy on a
consistent basis throughout the Company. Primary areas where financial
information of the Company is subject to the use of estimates, assumptions and
the application of judgment include revenues, receivables, inventories,
intangible assets and taxes.
Revenues from product sales are recorded as the products are shipped,
provided that no significant vendor or post-contract support obligations remain
and the collection of the related receivable is probable. The Company's service
revenues are recognized ratably over the related contract period or as the
services are performed. Billings in advance of the Company's performance of such
work are reflected as deferred service revenue in the accompanying consolidated
balance sheet.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2002
COMPARED WITH
QUARTER ENDED MARCH 31, 2001
The Company's contract revenues result primarily from contract services
performed for the United States Government under a variety of
cost-reimbursement, time-and-material and fixed-price contracts. Contract
revenues, including fees and profits, are recorded as services are performed
using the percentage-of-completion method of accounting, primarily based on
contract costs incurred to date compared with estimated costs at completion.
Anticipated losses on all contracts and programs in process are recorded in full
when identified. Unbilled accounts receivable are stated at estimated realizable
value. Contract costs, including indirect expenses, are subject to audit and
adjustment through negotiations between the Company and government
representatives. Contract revenues have been recorded in amounts that are
expected to be realized on final settlement. The Company follows accepted
industry practice and records contract amounts retained by the government as a
current asset.
Allowances for doubtful accounts are based on estimates of losses related
to customer receivable balances. The establishment of reserves requires the use
of judgment and assumptions regarding the potential for losses on receivable
balances.
The Company's inventories are valued at the lower of cost or market. The
Company uses certain estimates and judgments and considers several factors
including product demand and changes in technology to provide for excess and
obsolescence reserves to properly value inventory.
The Company has intangible assets on its balance sheet that includes
computer software costs and goodwill related to acquisitions. The valuation of
these assets and the assignment of useful amortization lives involve significant
judgments and the use of estimates. The testing of these intangibles for
impairment under established accounting guidelines also requires significant use
of judgment and assumptions. Changes in business conditions could potentially
require future adjustments to asset valuations.
The Company has significant amounts of deferred tax assets that are
reviewed for recoverability and valued accordingly. These assets are evaluated
by using estimates of future taxable income streams and the impact of tax
planning strategies. Valuations related to tax accruals and assets can be
impacted by changes to tax codes, changes in statutory tax rates and the
Company's future taxable income levels.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2002
COMPARED WITH
QUARTER ENDED MARCH 31, 2001
Quantitative and Qualitative Disclosures about Market Risk
Inflation had little effect on revenues and related costs during the first
quarter of 2002. Management anticipates that margins will be maintained at
acceptable levels to minimize the effects of inflation, if any.
The Company has total interest bearing short-term debt of approximately
$12.1 million at March 31, 2002. Management believes that increases in
short-term rates could have an adverse effect on the Company's 2002 results.
Management believes that foreign currency fluctuations should not have a
significant impact on gross margins due to the low volume of business affected
by foreign currencies.
Item 6. Exhibits and Reports on Form 8-K
List of Exhibits
Exhibit No. Description of Instrument
----------- -------------------------
11 Statement re computation of per-share earnings
Reports on Form 8-K
None during the first quarter of 2002.
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.
PAR TECHNOLOGY CORPORATION
--------------------------
(Registrant)
Date: May 14, 2002
RONALD J. CASCIANO
----------------------------------------
Ronald J. Casciano
Vice President, Chief Financial Officer
and Treasurer
Exhibit Index
Sequential
Page
Exhibit Number
------- ------
11 - Statement re computation E-1, E-2
of per-share earnings
Exhibit 11
COMPUTATION OF WEIGHTED AVERAGE NUMBER OF
SHARES OF COMMON STOCK
(In Thousands)
For the Three Months
Ended March 31,
--------------------
2002 2001
------- --------
Diluted Earnings Per Share:
Weighted average shares of
Common Stock outstanding:
Balance outstanding - beginning of period ........ 7,881 7,723
Incremental shares of common stock
outstanding giving effect to stock options ....... 117 1
----- -----
Weighted balance - end of period ................. 7,998 7,724
===== =====
E-1
Exhibit 11
COMPUTATION OF WEIGHTED AVERAGE NUMBER OF
SHARES OF COMMON STOCK
(In Thousands)
For the Three Months
Ended March 31,
--------------------
2002 2001
------- --------
Basic Earnings Per Share:
Weighted average shares of
Common Stock outstanding:
Balance outstanding - beginning of period ........ 7,881 7,723
----- -----
Weighted balance - end of period ................. 7,881 7,723
===== =====
E-2