UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Quarterly Period Ended June 30, 2004
OR
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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: 0-11774
INVESTORS TITLE COMPANY
(Exact name of registrant
as specified in its charter)
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North Carolina |
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56-1110199 |
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(State of Incorporation) |
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(I.R.S. Employer Identification No.) |
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121 North Columbia Street, Chapel Hill, North Carolina 27514 |
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(Address of Principal Executive Offices) (Zip Code) |
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(919) 968-2200 |
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(Registrants Telephone Number Including Area Code) |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 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
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes |_| No |X|
As of June 30, 2004, there were 2,855,744 outstanding shares of common stock of Investors Title Company, including 354,380 shares held by Investors Title Insurance Company, a wholly owned subsidiary of Investors Title Company.
INVESTORS
TITLE COMPANY
AND SUBSIDIARIES
INDEX
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PART I. |
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Item 1. |
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Consolidated Balance Sheets as of June 30, 2004 and December 31, 2003 |
1 |
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2 |
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3 |
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4 |
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5 |
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Item 2. |
10 |
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Item 3. |
17 |
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Item 4. |
17 |
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PART II. |
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Item 2. |
Changes in Securities, Use of Proceeds & Issuer Purchases of Equity Securities |
18 |
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Item 4. |
19 |
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Item 6. |
20 |
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21 |
Investors
Title Company and Subsidiaries
Consolidated Balance Sheets
As
of June 30, 2004 and December 31, 2003
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June 30, 2004 |
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December 31, 2003 |
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(Unaudited) |
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(Audited) |
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Assets |
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Cash and cash
equivalents |
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$ |
5,013,645 |
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$ |
5,125,356 |
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Investments in
securities: |
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Fixed maturities: |
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Held-to-maturity,
at amortized cost |
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3,341,240 |
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3,526,030 |
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Available-for-sale,
at fair value |
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71,188,047 |
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60,803,807 |
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Equity
securities, at fair value |
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6,628,712 |
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14,556,785 |
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Other investments |
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1,280,494 |
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955,561 |
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Total investments |
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82,438,493 |
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79,842,183 |
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Premiums
receivable, less allowance for doubtful accounts of $2,360,000 and $2,474,000
for 2004 and 2003, respectively |
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7,995,639 |
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8,031,803 |
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Accrued interest
and dividends |
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679,458 |
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667,147 |
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Prepaid expenses
and other assets |
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1,488,550 |
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934,345 |
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Property acquired
in settlement of claims |
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286,517 |
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286,517 |
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Property, net |
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4,143,845 |
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4,099,243 |
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Deferred income
taxes, net |
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1,172,598 |
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1,485,217 |
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Total
Assets |
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$ |
103,218,745 |
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$ |
100,471,811 |
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Liabilities
and Stockholders Equity |
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Liabilities: |
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Reserves for
claims (Note 2) |
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$ |
30,476,000 |
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$ |
30,031,000 |
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Accounts payable
and accrued liabilities |
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4,653,737 |
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5,782,470 |
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Commissions and reinsurance payables |
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489,598 |
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726,191 |
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Premium taxes
payable |
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461,436 |
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Current income
taxes payable |
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356,278 |
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281,968 |
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Total liabilities |
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35,975,613 |
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37,283,065 |
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Commitments
and Contingencies (Note 6) |
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Stockholders
Equity: |
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Class A Junior
Participating preferred stock (shares authorized 100,000; no shares issued) |
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Common stock-no
par value (shares authorized 10,000,000; 2,501,364 and 2,503,923 shares
issued and outstanding 2004 and 2003, respectively, excluding 354,380 and
351,821 shares 2004 and 2003, respectively, of common stock held by the
Companys subsidiary) |
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1 |
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1 |
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Retained earnings |
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64,435,785 |
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59,756,927 |
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Accumulated other
comprehensive income, net of deferred taxes of $1,447,096 and $1,768,477 for
2004 and 2003, respectively (Note 3) |
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2,807,346 |
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3,431,818 |
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Total
stockholders equity |
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67,243,132 |
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63,188,746 |
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Total
Liabilities and Stockholders Equity |
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$ |
103,218,745 |
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$ |
100,471,811 |
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See notes to consolidated financial statements.
1
Investors
Title Company and Subsidiaries
Consolidated Statements of Income
For the Three and Six Months Ended June 30,
2004 and 2003
(Unaudited)
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For The Three |
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For The Six |
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2004 |
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2003 |
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2004 |
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2003 |
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Revenues: |
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Underwriting
income: |
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Premiums written |
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$ |
19,743,434 |
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$ |
23,415,757 |
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$ |
36,794,716 |
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$ |
43,180,931 |
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Less - premiums for reinsurance ceded |
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93,782 |
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93,128 |
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163,308 |
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190,317 |
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Net premiums
written |
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19,649,652 |
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23,322,629 |
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36,631,408 |
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42,990,614 |
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Investment income
- interest and dividends |
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691,996 |
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679,857 |
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1,365,322 |
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1,354,435 |
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Net realized gain on sales of investments |
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16,956 |
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41,867 |
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20,387 |
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64,914 |
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Exchange services
revenue (Note 5) |
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542,304 |
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389,812 |
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1,022,198 |
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490,901 |
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Other |
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580,579 |
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745,478 |
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1,058,741 |
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1,307,222 |
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Total |
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21,481,487 |
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25,179,643 |
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40,098,056 |
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46,208,086 |
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Operating
Expenses: |
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Commissions to
agents |
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7,913,200 |
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11,462,988 |
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14,911,795 |
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20,855,778 |
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Provision for
claims (Note 2) |
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2,185,024 |
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2,687,693 |
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4,029,403 |
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4,770,731 |
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Salaries,
employee benefits and payroll taxes (Note 6) |
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4,328,260 |
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3,708,942 |
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8,176,165 |
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7,255,999 |
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Office occupancy and operations |
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1,322,957 |
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1,365,677 |
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2,533,255 |
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2,462,793 |
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Business
development |
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523,523 |
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402,204 |
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876,937 |
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783,156 |
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Taxes, other than
payroll and income |
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97,940 |
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121,159 |
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299,054 |
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175,282 |
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Premium and
retaliatory taxes |
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389,391 |
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462,819 |
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722,395 |
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884,105 |
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Professional fees |
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408,871 |
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250,795 |
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819,546 |
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458,139 |
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Other |
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5,133 |
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147,914 |
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36,507 |
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199,845 |
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Total |
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17,174,299 |
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20,610,191 |
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32,405,057 |
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37,845,828 |
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Income
Before Income Taxes |
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4,307,188 |
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4,569,452 |
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7,692,999 |
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8,362,258 |
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Provision
For Income Taxes |
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1,426,793 |
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1,482,000 |
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2,591,000 |
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2,666,245 |
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Net
Income |
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$ |
2,880,395 |
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$ |
3,087,452 |
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$ |
5,101,999 |
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$ |
5,696,013 |
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Basic
Earnings Per Common Share (Note 4) |
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$ |
1.15 |
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$ |
1.24 |
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$ |
2.04 |
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$ |
2.27 |
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Weighted
Average Shares Outstanding - Basic (Note 4) |
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2,502,807 |
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2,494,036 |
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2,504,088 |
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2,503,773 |
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