EXHIBIT 11
Statement Regarding Computation of Per Share Earnings
Year ended Period ended
December 31, September 30,
1995 1996
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Primary
Net income $5,883 $2,002
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Weighted average shares outstanding 3,986 4,037
Assuming exercise of options reduced by the
number of shares which could have been
purchased with the proceeds from exercise
of such options 164 203
Assuming S Corporation distribution (1) 1,052 1,052
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Weighted average common shares as adjusted 5,202 5,292
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Earnings per share assuming full dilution $ 1.13 $ 0.38
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Fully Diluted
Net income $5,883 $2,002
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Weighted average shares outstanding 3,987 4,037
Assuming exercise of options reduced by the
number of shares which could have been
purchased with the proceeds from exercise
of such options 213 190
Assuming shares issued for S Corporation
distribution (1) 1,052 1,052
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Weighted average common shares as adjusted 5,252 5,279
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Earnings per share assuming full dilution $ 1.12 $ 0.38
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Dilutive effect 0.9% 0.0%
Supplemental Pro Forma Calculation (2)
Net income as reported $5,883 $2,002
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Add: interest paid 160 300
Less: tax effect (61) (114)
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Net income as adjusted $5,982 $2,188
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Weighted average number of shares as reported 5,202 5,292
Shares to be issued (weighted by dates of
issuance of debt to be repaid) 229 430
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Weighted average shares, as adjusted 5,431 5,722
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Supplemental primary EPS $ 1.10 $ 0.38
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Dilutive effect 2% 0%
(1) In accordance with SAB Topic 1B #3 Other Matters, dividends declared as of
the balance sheet date (S Corporation distribution of $9,905) is reflected
in the pro forma calculation of Earnings Per Share (EPS).
(2) Effect of Supplemental EPS for debt retirement is less than 3% dilutive,
therefore disclosure is not required.
The treasury stock method was used in the calculation of the average shares
outstanding for EPS. The denominator includes the weighted average number
of common shares outstanding during the year plus the number of shares from
assumed exercise of all outstanding stock options less the number of
treasury shares that would be able to be repurchased from the proceeds of
such exercise. For primary EPS, the average stock price for the year is
used in the calculation of treasury shares assumed to be purchased from the
proceeds of exercised options; in the calculation for fully diluted EPS,
the year-end stock price is used.
Prior year outstanding stock was converted for the Reorganization using the
actual number of shares outstanding for each entity times the applicable
exchange rate as outlined in the Reorganization agreements. This pro forma
information was calculated in accordance with Regulation S-X, Article 11,
paragraph b(6). Additionally, since the Reorganization results in a change
in capitalization, EPS is shown only for the prior year and the most recent
period.