UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF
1934
FOR THE QUARTER ENDED MARCH 31, 2003
COMMISSION FILE NO. 0-22810
MACE SECURITY INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
| DELAWARE (State or other jurisdiction of incorporation or organization) |
03-0311630 (I.R.S. Employer Identification No.) |
1000 Crawford Place, Suite 400, Mt. Laurel, NJ 08054
(Address of Principal Executive
Offices)
Registrants Telephone No., including area code: (856) 778-2300
Indicate by checkmark 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 report), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate the number of shares outstanding of each of the issuers classes of Common Stock:
As of May 7, 2003, there were 12,402,034 Shares of Registrants Common Stock, par value $.01 per share, outstanding.
Mace Security International, Inc.
Form 10-Q
Quarter Ended March 31, 2003
Contents
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FINANCIAL INFORMATION |
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Item 1 |
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Consolidated Balance Sheets - March 31, 2003 (Unaudited) and December 31, 2002 |
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Consolidated Statements of Operations (Unaudited) for the three months ended March 31, 2003 and 2002 (Restated) |
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Consolidated Statement of Stockholders Equity for the three months ended March 31, 2003 (Unaudited) |
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Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 31, 2003 and 2002 (Restated) |
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Item 2 |
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Managements Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3 |
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Item 4 |
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24 | |
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| PART II |
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OTHER INFORMATION |
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Item 1 |
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25 | |
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Item 2 |
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Not applicable |
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Item 3 |
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Not applicable |
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Item 4 |
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Not applicable |
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Item 5 |
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Item 6 |
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| 26 |
1
Item 1.
Financial Statements
Mace Security International, Inc.
Consolidated Balance Sheets
(In thousands except share information)
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March 31, |
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December 31, |
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(Unaudited) |
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| ASSETS |
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| Current assets: |
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| Cash and cash equivalents |
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$ |
5,461 |
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$ |
6,189 |
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| Accounts receivable, less allowance for doubtful accounts of $206 and $198 in 2003 and 2002, respectively |
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1,029 |
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772 |
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| Inventories |
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3,336 |
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2,675 |
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| Deferred income taxes |
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227 |
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230 |
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| Prepaid expenses and other current assets |
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1,722 |
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1,968 |
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| Total current assets |
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11,775 |
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11,834 |
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| Property and equipment: |
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| Land |
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31,804 |
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31,804 |
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| Buildings and leasehold improvements |
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35,504 |
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35,470 |
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| Machinery and equipment |
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9,601 |
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9,485 |
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| Furniture and fixtures |
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444 |
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444 |
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| Total property and equipment |
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77,353 |
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77,203 |
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| Accumulated depreciation and amortization |
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(9,562 |
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(9,082 |
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| Total property and equipment, net of accumulated depreciation and amortization |
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67,791 |
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68,121 |
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| Goodwill |
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13,430 |
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13,430 |
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| Other intangible assets, net of accumulated amortization of $1,425 and $1,415 in 2003 and 2002, respectively |
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956 |
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959 |
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| Deferred income taxes |
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1,530 |
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1,700 |
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| Other assets |
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238 |
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244 |
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| Total assets |
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$ |
95,720 |
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$ |
96,288 |
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See accompanying notes.
2
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March 31, |
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December 31, |
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(Unaudited) |
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| LIABILITIES AND STOCKHOLDERS EQUITY |
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| Current liabilities: |
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| Current portion of long-term debt and capital lease obligations |
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$ |
8,755 |
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$ |
8,812 |
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| Accounts payable |
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2,178 |
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2,598 |
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| Income taxes payable |
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227 |
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210 |
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| Deferred revenue |
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343 |
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380 |
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| Accrued expenses and other current liabilities |
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2,167 |
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2,044 |
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| Total current liabilities |
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13,670 |
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14,044 |
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| Long-term debt, net of current portion |
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23,672 |
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24,168 |
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| Capital lease obligations, net of current portion |
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295 |
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332 |
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| Other liabilities |
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62 |
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75 |
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| Stockholders equity: |
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| Preferred stock, $.01 par value: |
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| Authorized shares - 10,000,000 |
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| Issued and outstanding shares - none |
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| Common stock, $.01 par value: |
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| Authorized shares - 100,000,000 |
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| Issued and outstanding shares of 12,412,034 and 12,407,655 in 2003 and 2002, respectively |
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124 |
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124 |
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| Additional paid-in capital |
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69,720 |
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69,710 |
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| Accumulated deficit |
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(11,823 |
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(12,165 |
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| Total stockholders equity |
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58,021 |
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57,669 |
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| Total liabilities and stockholders equity |
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$ |
95,720 |
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$ |
96,288 |
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See accompanying notes.
3
Mace Security International, Inc.
Consolidated Statements of Operations
(Unaudited)
(In thousands except share information)
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Three Months Ended |
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2003 |
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2002 |
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(Restated) |
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| Revenues: |
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| Car wash and detailing services |
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$ |
9,545 |
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$ |
9,966 |
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| Lube and other automotive services |
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1,021 |
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1,035 |
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| Fuel and merchandise sales |
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920 |
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695 |
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| Security product sales |
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1,115 |
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| Operating agreements |
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60 |
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12,601 |
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11,756 |
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| Cost of revenues: |
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| Car wash and detailing services |
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6,705 |
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6,526 |
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| Lube and other automotive services |
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777 |
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789 |
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| Fuel and merchandise sales |
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795 |
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601 |
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| Security product sales |
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654 |
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8,931 |
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7,916 |
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| Selling, general and administrative expenses |
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2,210 |
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1,793 |
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| Depreciation and amortization |
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485 |
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472 |
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| Operating income |
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975 |
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1,575 |
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| Interest expense, net |
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(522 |
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(563 |
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| Other income |
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82 |
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66 |
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| Income before income taxes |
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535 |
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1,078 |
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| Income tax expense |
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193 |
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388 |
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| Income before cumulative effect of a change in accounting principle |
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342 |
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690 |
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| Cumulative effect of a change in accounting principle, net of tax benefit of $2,188 |
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(5,733 |
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| Net income (loss) |
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$ |
342 |
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$ |
(5,043 |
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| Per share of common stock (basic and diluted): |
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| Income before cumulative effect of a change in accounting principle |
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$ |
0.03 |
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$ |
0.05 |
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| Cumulative effect of a change in accounting principle, net of tax |
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(0.45 |
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| Net income (loss) |
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$ |
0.03 |
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$ |
(0.40 |
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| Weighted average shares outstanding: |
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| Basic |
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12,410,279 |
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12,693,377 |
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