UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2004
Commission File Number 001-12515
OM GROUP, INC.
| Delaware (state or other jurisdiction of incorporation or organization) |
52-1736882 (I.R.S., Employer Identification Number) |
127 Public Square
1500 Key Tower
Cleveland, Ohio 44114-1221
(Address of principal executive offices)
(zip code)
(216) 781-0083
(Registrant’s telephone number, including area code)
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 and 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 o No þ
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934)
Yes þ No o
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of March 31, 2004: Common Stock, $.01 Par Value – 28,470,073 shares
INDEX
OM GROUP, INC.
Part I Financial Information
OM GROUP, INC.
| March 31, | December 31, | |||||||
| 2004 | 2003 | |||||||
ASSETS |
||||||||
CURRENT ASSETS |
||||||||
Cash and cash equivalents |
$ | 61,567 | $ | 54,719 | ||||
Accounts receivable, less allowances |
169,357 | 136,700 | ||||||
Inventories |
303,838 | 269,201 | ||||||
Advances to suppliers |
24,969 | 19,400 | ||||||
Other |
57,063 | 45,669 | ||||||
Total current assets |
616,794 | 525,689 | ||||||
PROPERTY, PLANT AND EQUIPMENT, AT COST |
||||||||
Land |
5,575 | 5,511 | ||||||
Buildings and improvements |
159,695 | 157,738 | ||||||
Machinery and equipment |
474,607 | 470,435 | ||||||
Furniture and fixtures |
17,295 | 16,287 | ||||||
| 657,172 | 649,971 | |||||||
Less accumulated depreciation |
252,270 | 238,611 | ||||||
| 404,902 | 411,360 | |||||||
OTHER ASSETS |
||||||||
Goodwill |
179,225 | 178,678 | ||||||
Receivables from joint venture partners |
44,207 | 51,187 | ||||||
Other |
53,334 | 44,524 | ||||||
TOTAL ASSETS |
$ | 1,298,462 | $ | 1,211,438 | ||||
LIABILITIES AND STOCK HOLDERS’ EQUITY |
||||||||
CURRENT LIABILITIES |
||||||||
Long-term debt in default |
$ | 400,000 | $ | — | ||||
Accounts payable |
143,086 | 136,190 | ||||||
Retained liabilities of businesses sold |
41,615 | 41,654 | ||||||
Accrued income taxes |
16,080 | 4,114 | ||||||
Accrued interest |
11,696 | 1,896 | ||||||
Other |
59,971 | 61,272 | ||||||
Total
Current Liabilities |
672,448 | 245,126 | ||||||
LONG-TERM LIABILITIES |
||||||||
Long-term debt |
33,206 | 430,466 | ||||||
Deferred income taxes |
27,199 | 29,042 | ||||||
Shareholder litigation accrual |
92,000 | 84,500 | ||||||
Minority interest |
42,289 | 42,726 | ||||||
Other |
32,078 | 29,126 | ||||||
STOCKHOLDERS’ EQUITY |
||||||||
Preferred
stock, $.01 par value: |
||||||||
Authorized 2,000,000 shares, no shares issued or outstanding |
— | — | ||||||
Common stock, $.01 par value: |
||||||||
Authorized 60,000,000 shares; issued 28,484,098 shares in 2004 and 2003 |
285 | 285 | ||||||
Capital in excess of par value |
495,496 | 495,107 | ||||||
Retained deficit |
(112,449 | ) | (160,724 | ) | ||||
Treasury stock (14,025 shares in 2004 and 2003, at cost) |
(710 | ) | (710 | ) | ||||
Accumulated other comprehensive income |
17,063 | 17,086 | ||||||
Unearned compensation |
(443 | ) | (592 | ) | ||||
Total
Stockholders’ Equity |
399,242 | 350,452 | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
$ | 1,298,462 | $ | 1,211,438 | ||||
See accompanying notes to unaudited condensed consolidated financial statements.
Part I Financial Information
OM GROUP, INC.
| Three Months Ended | ||||||||
| March 31, | March 31, | |||||||
| 2004 | 2003 | |||||||
Net sales |
$ | 366,630 | $ | 214,456 | ||||
Cost of products sold |
253,962 | 181,444 | ||||||
| 112,668 | 33,012 | |||||||
Selling, general and administrative expenses |
38,210 | 24,361 | ||||||
INCOME FROM OPERATIONS |
74,458 | 8,651 | ||||||
OTHER INCOME (EXPENSE) |
||||||||
Interest expense |
(9,198 | ) | (8,652 | ) | ||||
Foreign exchange gain (loss) |
(363 | ) | 2,220 | |||||
Investment income and other, net |
2,747 | 609 | ||||||
| (6,814 | ) | (5,823 | ) | |||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND MINORITY INTEREST |
67,644 | 2,828 | ||||||
Income tax expense |
19,806 | 964 | ||||||
Minority interest |
(437 | ) | 62 | |||||
INCOME FROM CONTINUING OPERATIONS |
48,275 | 1,802 | ||||||
DISCONTINUED OPERATIONS |
||||||||
Loss from operations, net of tax |
— | (4,771 | ) | |||||
| — | (4,771 | ) | ||||||
NET INCOME (LOSS) |
$ | 48,275 | $ | (2,969 | ) | |||
Net income
(loss) per common share - basic |
||||||||
Continuing operations |
$ | 1.70 | $ | 0.06 | ||||
Discontinued operations |
— | (0.16 | ) | |||||
Net income (loss) |
$ | 1.70 | ($ | 0.10 | ) | |||
Net income
(loss) per common share - assuming dilution |
||||||||
Continuing operations |
$ | 1.69 | $ | 0.06 | ||||
Discontinued operations |
— | (0.16 | ) | |||||
Net income (loss) |
$ | 1.69 | ($ | 0.10 | ) | |||
Weighted average shares outstanding |
||||||||
Basic |
28,470 | 28,337 | ||||||
Assuming dilution |
28,587 | 28,337 | ||||||
See accompanying notes to unaudited condensed consolidated financial statements.
Part I Financial Information
OM GROUP, INC.
| Three Months Ended | ||||||||
| March 31, | ||||||||
| 2004 | 2003 | |||||||
OPERATING ACTIVITIES |
||||||||
Income from continuing operations |
$ | 48,275 | $ | 1,802 | ||||
Adjustments
to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
13,062 | 14,904 | ||||||
Foreign exchange (gain) loss |
363 | (2,220 | ) | |||||
Minority interest |
(437 | ) | 62 | |||||
Other non-cash items |
803 | 76 | ||||||
Changes in operating assets and liabilities |
(48,617 | ) | (6,328 | ) | ||||
NET CASH PROVIDED BY OPERATING ACTIVITIES |
13,449 | 8,296 | ||||||
INVESTING ACTIVITIES |
||||||||
Expenditures for property, plant and equipment — net |
(2,642 | ) | (1,248 | ) | ||||
Acquisition of business |
(3,064 | ) | (885 | ) | ||||
NET CASH USED IN INVESTING ACTIVITIES |
(5,706 | ) | (2,133 | ) | ||||
FINANCING ACTIVITIES |
||||||||
Payments of long-term debt |
— | (19,600 | ) | |||||
NET CASH USED IN FINANCING ACTIVITIES |
— | (19,600 | ) | |||||
Effect of exchange rate changes on cash and cash equivalents |
(895 | ) | 220 | |||||
CASH PROVIDED BY (USED IN) CONTINUING OPERATIONS |
6,848 | (13,217 | ) | |||||
CASH PROVIDED BY DISCONTINUED OPERATIONS |
— | 14,773 | ||||||
Increase in cash and cash equivalents |
6,848 | 1,556 | ||||||
Cash and cash equivalents at beginning of period |
54,719 | 12,470 | ||||||
Cash and cash equivalents at end of period |
$ | 61,567 | $ | 14,026 | ||||
See accompanying notes to unaudited condensed consolidated financial statements.
Part I Financial Information
OM GROUP, INC.
Note A
|
Basis of Presentation | |
| The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals for 2004 and 2003 and restatement adjustments for 2003 – see Note B for further discussion) considered necessary for a fair financial presentation have been included. Past operating results are not necessarily indicative of the results which may occur in future periods, and the interim period results are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2003. | ||
| During 2003, the Company changed its method of accounting for certain inventories of its continuing operations from the last-in, first-out (“LIFO”) method to the first-in, first-out (“FIFO”) method. As a result, all unaudited financial information for inventories and cost of products sold presented herein is on a FIFO basis (See Note C for further discussion). | ||
Note B
|
Restatement of 2003 First Quarter Results | |
| The 2003 Form 10-K includes restated consolidated financial statements for 2002 and 2001 and adjustments to financial information for the first three quarters of 2003 to restate amounts originally reported on Form 10-Q or 10-Q/A. The restatement initially arose from an independent investigation conducted by the audit committee of the Company’s Board of Directors related to certain inventory accounting issues. The investigation, which commenced in December 2003, was conducted with the assistance of outside legal counsel and forensic accountants, and involved an extensive examination of the Company’s systems and procedures for valuing and reporting assets, liabilities and results of operations in the consolidated financial statements. The investigation included the review of accounting records, supporting documentation and e-mail communications, as well as interviews with numerous current and former employees. | ||
| A primary focus of the investigation was adjustments made by or directed to be made by certain former Corporate accounting personnel as part of the financial statement close process, after financial results were submitted to Corporate from the operating units (“top-side adjustments”). As a result of the investigation, the Company has concluded that many of these top-side adjustments were not appropriate. The restatement adjustments include correction of these entries. The Company is cooperating with the SEC’s Division of Enforcement in its review of the findings of the audit committee with respect to evidence of accounting irregularities by former employees. The audit committee investigation concluded there was no evidence of wrongdoing by current employees. | ||
| In connection with the restatement process, including expanded audit procedures at a number of locations worldwide, additional adjustments were identified and have been recorded in the restated financial statements. | ||
| Further, in late 2003 and throughout the first nine months of 2004, the Company addressed comments from the SEC’s Division of Corporation Finance on periodic reports previously filed with the SEC. One of these comments challenged the Company’s methodology used to compute the lower of cost or market |
| value of its inventory. As a result of this process, the Company revised its methodology to base its lower of cost or market computations on end of period market prices (as opposed to projected market prices), resulting in adjustments to amounts previously reported. | ||
| The overall impact of the restatement adjustments on the Company’s previously issued condensed statement of consolidated operations for the three months ended March 31, 2003 follows. Amounts presented are before the Company’s change from the LIFO to the FIFO method of valuing certain inventory as described in Note C. |
Net loss as originally reported |
$ | (6,623 | ) | |
Effect of restatement adjustments |
10,403 | |||
Net income as restated |
$ | 3,780 | ||
Basic and diluted net income (loss) per common share: |
||||
Net loss as originally reported |
$ | (0.23 | ) | |
Effect of restatement adjustments |
0.37 | |||
Net income as restated |
$ | 0.14 | ||
Note C
|
Inventories and Change in Accounting Principle | |
| Inventories consist of the following: |
| March 31, | December 31, | |||||||
| 2004 | 2003 | |||||||
Raw materials and supplies |
$ | 169,701 | $ | 158,112 | ||||
Work-in-process |
51,614 | 43,109 | ||||||
Finished goods |
82,523 | 67,980 | ||||||
| $ | 303,838 | $ | 269,201 | |||||
| Previously, substantially all of the Company’s inventories were accounted for under the LIFO method of accounting. During the fourth quarter of 2003, the Company changed its method of accounting for certain inventories from the LIFO method to the FIFO method for its continuing operations. The effect of the change on restated income from continuing operations and per share amounts is as follows for the three months ended March 31, 2003: |
Income from continuing operations, as restated using the LIFO method |
$ | 8,551 | ||
Effect of change in accounting method to the FIFO method, applied retroactively |
(6,749 | ) | ||
Income from continuing operations, as adjusted using the FIFO method |
$ | 1,802 | ||
Income from
continuing operations per common share - diluted: |
||||
Income from continuing operations per common share, as restated using the LIFO method |
$ | 0.30 | ||
Effect of change in accounting method to the FIFO method, applied retroactively |
(0.24 | ) | ||
Income from continuing operations per common share, as adjusted using the FIFO method |
$ | 0.06 | ||
| The effect of the change on restated net income and per share amounts is as follows for the three months ended March 31, 2003: |
Net income, as restated using the LIFO method |
$ | 3,780 | ||
Effect of change in accounting method to the FIFO method, applied retroactively
|
(6,749 | ) | ||
Net loss, as adjusted using the FIFO method |
$ | (2,969 | ) | |
Net income
(loss) per common share - diluted: |
||||
Net income per common share, as restated using the LIFO method |
$ | 0.14 | ||
Effect of
change in accounting method to the FIFO method, applied retroactively
|
(0.24 | ) | ||
Net loss per common share, as adjusted using the FIFO method |
$ | (0.10 | ) | |
| The Company used the LIFO method of accounting at its principal manufacturing locations since its initial public offering in 1993. However, since that time, the Company has experienced a high degree of volatility in the reference/published prices of its primary raw materials – cobalt and nickel. The prices of these raw materials are not significantly impacted by inflation but rather by supply and demand dynamics and the impact of traders speculating in the market. This volatility resulted in debit LIFO reserves at each fiscal year end from 1998 to 2002, due to cumulative deflation in the Company’s inventory since its adoption of LIFO. The Company believes that this volatility in metal prices will continue, and the change to FIFO will result in a more meaningful measure of inventory stated at current cost. Further, the change to FIFO will result in an improvement to reporting interim results by eliminating the fluctuations caused by the need to estimate year-end pricing and quantities during the year in a volatile market. Finally, the change to FIFO will conform all of the Company’s inventory accounting to the FIFO method and will align the Company’s accounting method with many of its peer companies. |
Note D Divestiture of Precious Metals and Other Discontinued Operations
| On July 31, 2003, the Company completed the sale of its Precious Metals Group (PMG) to Umicore N.A. for approximately $814 million. After transaction costs and expenses, the Company recorded a gain on the disposal of this business of $145.9 million ($131.7 million after-tax). This business was comprised of the Company’s Precious Metal Chemistry and Metal Management reportable segments, which were acquired by the Company in August 2001. PMG is classified as a discontinued operation. The net proceeds were used to repay all of the Company’s indebtedness outstanding under its then-existing senior credit facilities. | ||||
| On April 1, 2003, the Company completed the sale of its copper powders business – SCM Metal Products, Inc. (SCM) – for $63.7 million. The net proceeds were used to repay a portion of the Company’s indebtedness outstanding under its then-existing senior credit facilities. There was no gain or loss recorded as this business was written-down by $2.6 million to its fair value in 2002. SCM is classified as a discontinued operation. | ||||
| Operating results of discontinued operations for the three months ended March 31, 2003 are summarized as follows: | ||||
Net sales |
$ | 1,135,295 | ||
Operating income |
15,049 | |||
Interest expense |
(18,499 | ) | ||
Income tax benefit |
(51 | ) | ||
Loss from discontinued operations |
$ | (4,771 | ) |
| The operating results summarized above include restructuring charges of $5.6 million. The results also include an allocation of consolidated interest expense, based on the estimated proceeds from the sales of the PMG business and SCM that were required to be used to repay indebtedness outstanding under the Company’s then-existing senior credit facilities. |
Note E Acquisitions
In April 2000, the Company acquired Outokumpu Nickel Oy (ONO) for a cash purchase price on the acquisition date of $188.1 million. For the three months ended March 31, 2004 and 2003, the Company made additional payments to the seller in the amount of $3.1 million and $0.9 million, respectively, under a contingent price participation clause of the original purchase agreement, whereby the seller is entitled to receive such payment based on a formula when the London Metal Exchange nickel price is above $3.50 per pound. Such price participation clause was in place through May 2004, at which time this original contract provision was renegotiated. As a result of this renegotiation, price participation payments made after May 2004 will be charged to cost of products sold rather than accounted for as acquisition cost. These price participation payments reduce negative goodwill as calculated in the initial purchase price allocation. In accordance with the provisions of APB 16, Business Combinations, such negative goodwill was recorded in the opening balance sheet as a reduction of acquired long-lived assets (primarily property, plant and equipment). The price participation payments are accounted for as a reduction of negative goodwill as initially calculated, resulting in an increase to long-lived assets as these payments are made. Depreciation expense on the increase in long-lived assets has been calculated and recorded on a prospective basis over the estimated remaining useful life of the acquired assets.
Note F Restructuring Charges
| The Company’s worldwide restructuring program announced in 2002 was completed in 2003, and therefore there were no restructuring charges in 2004. During the three months ended March 31, 2003, the Company recorded restructuring and other charges related to its continuing operations of $3.8 million, all of which are classified in selling, general and administrative expenses. A summary of the charges, which have a cash component of approximately $2.4 million, is as follows: |
Workforce reductions |
$ | 642 | ||
Asset write-downs |
1,242 | |||
Other |
1,915 | |||
| $ | 3,799 | |||
| An analysis of the use of the Company’s restructuring liabilities related to its continuing operations in 2004 is summarized below: |
| Exit of | ||||||||||||
| Workforce | Facilities and | |||||||||||
| Reductions | Other | Total | ||||||||||
Balance at December 31, 2003 |
$ | 3,109 | $ | 1,436 | $ | 4,545 | ||||||
Utilized in first quarter of 2004 |
(1,233 | ) | (1,131 | ) | (2,364 | ) | ||||||
Balance at March 31, 2004 |
$ | 1,876 | $ | 305 | $ | 2,181 | ||||||
| During the three months ended March 31, 2003, the Company also recorded restructuring charges of $5.6 million included in discontinued operations. |
Note G Contingent Matters
| In November 2002, the Company received notice that shareholder class action lawsuits were filed against the Company related to the decline in the Company’s stock price after the third quarter 2002 earnings announcement. The lawsuits allege virtually identical claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 against the Company, certain executive officers and the members of the Board of Directors. Plaintiffs seek damages in an unspecified amount to compensate persons who purchased the Company’s stock between November 2001 and October 2002 at allegedly inflated market prices. In July 2004, these lawsuits were amended to include the entire restatement period back to and including 1999, and to add the Company’s independent auditors, Ernst & Young LLP, as a defendant. | ||||
| In November 2002, the Company also received notice that shareholder derivative lawsuits had been filed against the members of the Company’s Board of Directors. Derivative plaintiffs allege the directors breached their fiduciary duties to the Company in connection with a decline in the Company’s stock price after its third quarter 2002 earnings announcement by failing to institute sufficient financial controls to ensure that the Company and its employees complied with generally accepted accounting principles by writing down the value of the Company’s cobalt inventory on or before December 31, 2001. Derivative plaintiffs seek a number of changes to the Company’s accounting, financial and management structures and unspecified damages from the directors to compensate the Company for costs incurred in, among other things, defending the aforementioned securities lawsuits. In July 2004, the derivative plaintiffs amended these lawsuits to include conduct allegedly related to the Company’s decision to restate its earnings back to and including 1999. | ||||
| The Company has been engaged in mediation sessions with the plaintiffs regarding the shareholder class action and shareholder derivative lawsuits. The Company anticipates these lawsuits will be resolved during 2005. The Company and the lead plaintiff of the shareholder class action lawsuits have entered into an “Agreement to Settle Class Action” (Agreement) dated March 7, 2005, which is an agreement in principle that outlines the general terms of a proposed settlement of these lawsuits subject to the satisfaction of various conditions and execution of a definitive agreement. Based on the Agreement and the Company’s consideration of the shareholder derivative lawsuits described above, during the fourth quarter of 2003, the Company recorded a charge to administrative expense of $84.5 million related to the lawsuits and during the first quarter of 2004, the Company recorded an additional charge to administrative expense of $7.5 million. At March 31, 2004 and December 31, 2003, the Company had an accrual of $92.0 million and $84.5 million, respectively, for these lawsuits. | ||||
| The settlements are expected to be payable $74.0 million in cash and $18 million in common stock. Insurance proceeds are expected to be available for contribution to the resolution of the cases but the Company does not expect these lawsuits to be resolved within the limits of applicable insurance. Insurance proceeds of approximately $15 million have been received and utilized in 2003, 2004 and 2005 to cover legal expenses related to these lawsuits. Potential remaining insurance proceeds of up to approximately $30 million may be available and will be recognized when received. | ||||
| The Company is a party to various other legal proceedings incidental to its business and is subject to a variety of environmental and pollution control laws and regulations in the jurisdictions in which it operates. As is the case with other companies in similar industries, the Company faces exposure from actual or potential claims and legal proceedings involving environmental matters. | ||||
| A number of factors affect the cost of environmental remediation, including the determination of the extent of contamination, the length of time the remediation may require, the complexity of environmental regulations, and the continuing improvements in remediation techniques. Taking these factors into consideration, the Company has estimated the undiscounted costs of remediation, which will be incurred over several years. The Company accrues an amount consistent with the estimates of these costs when it is probable that a liability has been incurred. At March 31, 2004 and December 31, 2003, the Company has recorded environmental liabilities of $13.8 million and $14.2 million, respectively, primarily related to remediation and decommissioning at the Company’s closed manufacturing sites in St. George, Utah, Newark, New Jersey, and Vasset, France. These amounts are included in other long-term liabilities. | ||||
| Although it is difficult to quantify the potential impact of compliance with or liability under environmental protection laws, the Company believes that any amount it may be required to pay in connection with environmental matters, as well as other legal proceedings arising out of operations in the normal course of business, is not reasonably likely to exceed amounts accrued by an amount that would have a material adverse effect upon its financial condition, results of operations, or cash flows. | ||||
Note H Pension and Other Postretirement Benefits
| The components of the Company’s net periodic benefit expense (income) for its defined benefit pension plan and other postretirement benefits are shown below: |
| Three months ended | ||||||||||||||||
| March 31, | ||||||||||||||||
| Defined Benefit | Other Postretirement | |||||||||||||||
| Pension Plan | Benefits | |||||||||||||||
| 2004 | 2003 | 2004 | 2003 | |||||||||||||
Service cost |
$ | — | $ | — | $ | — | $ | 42 | ||||||||
Interest cost |
216 | 217 | 50 | 81 | ||||||||||||
Expected return on plan assets |
(243 | ) | (258 | ) | — | — | ||||||||||
Other |
8 | 44 | (8 | ) | (5 | ) | ||||||||||
Net periodic benefit (income) expense |
$ | (19 | ) | $ | 3 | $ | 42 | $ | 118 | |||||||
| The Medicare Prescription Drug, Improvement and Modernization Act (“Act”) was enacted on December 8, 2003. The Act introduces a prescription drug benefit under Medicare Part D, in addition to a federal subsidy |
| to sponsors of postretirement benefit plans that provide a prescription drug benefit that is at least actuarially equivalent to Medicare Part D. In accordance with FASB Staff Position No. FAS 106-1, Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003, the Company has elected to defer recognition of the Act. Therefore, the effects of this Act have not been reflected in the postretirement benefit obligation or expense. The Company may choose to amend the postretirement medical plan to reflect the benefits of the Act. | ||||
| In May 2004, the Financial Accounting Standards Board issued FSP No. 106-2, which requires measures of the accumulated postretirement benefit obligation and net periodic postretirement benefit cost to reflect the effects of the Act and supercedes FSP No. 106-1. FSP No. 106-2 is effective for interim or annual periods beginning after June 15, 2004. The adoption of FSP No. 106-2 will not have a material impact on the Company’s results of operations or financial position. | ||||
Note I Earnings Per Share