SOURCE: Schawk, Inc.

August 01, 2006 08:30 ET

Schawk Announces Earnings for Second-Quarter and First Six-Month Periods of 2006

Operating Margin From Continuing Operations (Before Acquisition Integration Expenses and Favorable Lawsuit Settlement) Increases 230 Basis Points in Q2 2006 to 10.8 Percent Versus 8.5 Percent in Q1 2006

Further Margin Improvement Is Expected in the Second Half of 2006

Recent Acquisitions Continue Company's Long-Term Business Strategy

DES PLAINES, IL -- (MARKET WIRE) -- August 1, 2006 --Schawk, Inc. (NYSE: SGK), one of the world's leading providers of digital imaging graphic services to the consumer products and brand imaging markets, today reported second-quarter 2006 earnings of $0.32 per fully diluted share compared to $0.29 per fully diluted share in the second quarter of 2005. Excluding discontinued operations, acquisition integration expenses, a reserve reversal in connection with a favorable lawsuit settlement and non-recurring other income, second-quarter 2006 earnings were $0.28 per fully diluted share compared to $0.34 per fully diluted share on the same basis for the second quarter of 2005.

For the six months ended June 30, 2006, the Company reported earnings of $0.50 compared to $0.51 per fully diluted share in the first six months of 2005. Excluding discontinued operations, acquisition integration expenses, a reserve reversal in connection with a favorable lawsuit settlement and non-recurring other income, six-month earnings per fully diluted share were $0.48 compared to $0.57 per fully diluted share on the same basis for the first six months of 2005.

Sales from continuing operations in the second quarter of 2006 decreased 3.5 percent to $140.1 million from $145.2 million in the same period of 2005. As expected, approximately 60 percent, or $3.0 million, of the decline in sales is attributable to the Company's largest retail client, which is consistent with this client's previously announced intention to reduce overall advertising spending in 2006 as reported previously. The Company expects sales to this client will be lower by $3 to $4 million in each of the next two quarters compared to the prior-year periods unless the client increases advertising spending.

The decrease in sales from continuing operations in the 2006 second quarter is also attributable to mixed results throughout the business. Consumer products packaging accounts produced an increase in sales of 6.0 percent, or $4.6 million, in the quarter primarily as a result of new business wins, however, advertising and entertainment accounts experienced a decline in sales of 12.5 percent, or $6.7 million, primarily due to accounts the Company resigned from at closed facilities and lower advertising accounts revenues due to lower spending levels on promotions compared to the 2005 second quarter. Schawk currently anticipates overall higher sales in the third quarter of 2006 compared to the second quarter of 2006.

Gross margin from continuing operations increased to 35.5 percent in the second quarter of 2006 from 35.2 percent in the prior-year second quarter. Despite a reduction in sales, gross margin increased due to cost reduction efforts at certain operating locations.

Included as Other income in the operating income section of the statement of operations is a reserve reversal associated with a lawsuit settlement that resulted from an out of court settlement in the Company's favor, which increased operating income from continuing operations $2.1 million pretax. The reserve related to a pre-acquisition contingency associated with a lawsuit from 1997 involving a former Seven Worldwide business. In accordance with accounting rules, the resolution of a preacquisition contingency is recognized in the statement of operations.

Operating income from continuing operations increased to $17.0 million in the second quarter of 2006 from $15.0 million in the prior-year second quarter. Operating margin from continuing operations was 12.1 percent compared to 10.4 percent in the 2005 second quarter. Excluding the reserve reversal in connection with the lawsuit settlement and acquisition integration expenses, operating income from continuing operations in the second quarter decreased to $15.1 million in 2006 from $16.8 million in 2005, and operating margin from continuing operations decreased to 10.8 percent from 11.6 percent, respectively. The decrease in operating income and margin was primarily caused by a decrease in sales as detailed above, as well as operating losses at an East Coast facility that previously housed certain accounts that were sold with the discontinued operations and lower results in Europe than in the prior-year second quarter. The East Coast facility was closed on June 30, 2006, and retained client accounts were relocated to other facilities. In Europe, operations have returned to profitability in the 2006 second quarter compared to a loss in the first quarter of this year. Additionally, stock option expense of $0.2 million was recorded in the second quarter of 2006 as a result of the new rules for expensing stock options.

Although the operating margin from continuing operations decreased in the 2006 second quarter compared to the same period of the prior year, operating margin from continuing operations excluding the reserve reversal for the lawsuit settlement and acquisition integration expenses increased 230 basis points to 10.8 percent compared to 8.5 percent in the first quarter of 2006 on the same basis.

Other income (expense) from continuing operations resulted in net other expense of $2.7 million as compared to $1.5 million in the prior-year second quarter. Net interest expense, the largest component of this category, increased to $2.7 million from $2.0 million in the 2005 second quarter. The increase in interest expense was from a combination of higher short-term borrowing rates and increased amortization interest expense as a result of higher reserves for rent and operating expenses of vacant properties that were included in the Seven Worldwide acquisition. There was also a non-recurring other income item of $0.5 million (proceeds of a life insurance policy) in the 2005 second quarter.

The income tax provision from continuing operations is at an effective rate of 37.7 percent, comparable to the 37.6 percent effective tax rate in the 2005 second quarter.

Income from continuing operations increased to $8.9 million from $8.4 million in the prior-year second quarter as a result of items previously discussed.

Income (Loss) from discontinued operations was $44 thousand of income in the 2006 second quarter as a result of the finalization of the accounting for the sale of the discontinued operations. Effective February 28, 2006, the Company sold its Book and Publishing assets, and the results of these operations are included in discontinued operations for all periods presented. In the prior-year second quarter discontinued operations had a net loss of $0.6 million.

Net income was $9.0 million in the second quarter of 2006 compared to $7.9 million in the second quarter of 2005, an increase of 14.2 percent.

Consolidated Results for Six Months Ended June 30, 2006

For the six-month period ended June 30, 2006, net sales from continuing operations increased 3.6 percent to $273.8 million compared to $264.4 million for the same period of the prior year, primarily due to additional revenues from the acquisition of Seven. Seven contributed approximately $19.8 million of acquisition revenues from continuing operations in January 2006, increasing first-half 2006 revenues. (As a reminder, the acquisition of Seven was at the end of January 2005, therefore first-half 2005 results did not include Seven's month of January 2005 revenues and expenses). Excluding the $19.8 million of revenue in the month of January 2006 to make the periods comparable on a pro forma basis, sales from continuing operations decreased 3.9 percent from $264.4 million in 2005 to $254.0 million in 2006. Approximately 73 percent, or $7.6 million, of the $10.4 million decrease is due to lower revenues, as expected, from the Company's large retail client as previously described. The balance of the change is a mix of increased revenue from consumer products packaging accounts of 2.5 percent, or $3.7 million, and a decrease in revenues from advertising accounts of 7.2 percent, or $6.5 million.

Gross margin from continuing operations for the first six months of 2006 of 34.9 percent was approximately the same as compared to 35.0 percent in the prior-year period.

Operating income from continuing operations increased 7.0 percent to $27.9 million for the six months ended June 30, 2006, compared to $26.0 million in the same period last year. Excluding the reserve reversal in connection with the lawsuit settlement and acquisition integration expenses, operating income from continuing operations for the first six months of 2006 totaled $26.5 million versus $27.8 million for the same period of 2005, a decrease of 4.7 percent. Operating margin from continuing operations for the 2006 six-month period was 10.2 percent compared to 9.8 percent for the prior-year period. Before acquisition integration expenses and the lawsuit settlement, the operating margin from continuing operations would have been 9.7 percent for the current six month period versus 10.5 percent in the same period of 2005. The lower operating results for the year-to-date period was primarily due to the low margin month of January in the 2006 results for certain former Seven operations (the prior year period did not include Seven's results for the month of January because Seven was acquired February 1, 2005) and negative comparisons for the East Coast facility and for Europe. In addition, six-month 2006 SG&A included $0.6 million of stock option expense.

Other income (expense) from continuing operations in the six-month period ended June 30, 2006, resulted in net other expense of $5.1 million, compared to $3.1 million of net expense in the comparable prior-year period primarily as a result of increased interest expense and for other reasons detailed above.

Income tax expense from continuing operations for the first half of 2006 was at an effective rate of 37.8 percent for both the current and prior-year periods. The Company currently anticipates that the effective tax rate from continuing operations will be in the range of 37.5 percent to 38.0 percent for the full year of 2006.

Income from continuing operations was $14.1 million compared to $14.2 million in the prior-year six-month period as a result of items previously discussed.

Net income increased 2.5 percent to $13.8 million compared to $13.4 million in the prior-year six-month period as a result of lower losses from discontinued operations in the current period compared to the 2005 period.

Other Information

Depreciation and amortization expense was $6.0 million for the second quarter of 2006 compared to $6.9 million in the prior-year second quarter. For the 2006 six-month period, depreciation and amortization expense was $12.5 million compared to $13.0 million in the prior-year six-month period. The decrease was primarily due to the depreciation and amortization that was associated with the discontinued operations in the 2005 periods.

Capital expenditures in the second quarter of 2006 were $7.2 million compared to $4.1 million in the same period of 2005. For the first six months of 2006, capital expenditures were $12.8 million compared to $7.5 million in the prior-year period. The increase in capital expenditures is due in part to the purchase of new software and hardware for new accounting, costing and billing systems, and equipment for the Anthem design office in York, England, as well as an additional month of capital spending in 2006 as compared to 2005 for the former Seven operations.

The Company's balance sheet as of June 30, 2006, improved compared to the year ended December 31, 2005, through a $36.0 million reduction in debt ($26.4 million from the sale of the Book and Publishing discontinued operations and $9.6 million from free cash flow). The percentage of total debt to equity improved to 53.3 percent from 73.3 percent. In addition, the percentage of total debt to total capital improved to 34.8 percent as of June 30, 2006, from 42.4 percent at December 31, 2005. The Company also had approximately $58 million of outstanding borrowings on its revolving credit facility and $57 million of additional availability as of June 30, 2006.

Management Comments

President and Chief Executive Officer David A. Schawk commented, "We are pleased with the marked improvement in our second quarter performance over the first quarter of 2006, particularly with the strong performance we experienced in the month of June. During the second quarter, we finalized the reorganization of our European operation. Additionally, we completed the closure of an East Coast facility, where a significant amount of revenue was sold with the discontinued operations. Remaining profitable production from this facility has been relocated to other Schawk operations. We currently are cautiously optimistic about the balance of 2006, as we see signs of increasing demand from certain of our major accounts which had been soft in the first half of the year. While the Company has been successful in bringing its cost structure in line with revenues, the process to identify cost saving and margin expansion opportunities continues. Moreover, we remain focused on growing revenues and improving results.

"Acquisitions and new business wins are positive trends for us this year. We recently announced the acquisition of WBK, Inc., a design agency based in Cincinnati, Ohio, effective July 1, 2006, which will be integrated with Anthem Worldwide, a Schawk strategic design company. In addition, we increased our ownership interest in our joint venture in India to 90 percent from 50 percent from our partner, Chennai-based RKKR Group, effective July 1, 2006.

"On the business development front, we have been awarded new additional business from our largest consumer products packaging client for certain product lines previously serviced by a competitor. This continues the strong new business trend of 2006, which we expect will produce an annual revenue run rate of approximately $20 million to $25 million within the next 9 months. A portion of this revenue will be recognized in 2006, which will partially but not completely offset the reduced revenue from advertising cutbacks at our largest retail client."

Mr. Schawk concluded, "Excellent progress in business development with major national and global consumer brands, and strong team work across the Schawk operations globally, are major contributors to our success. Increasingly, we are gaining opportunities to deliver our integrated service offering to major clients both in North America and globally. Through efficiencies realized in our operations, our operating margin from continuing operations has improved sequentially by 230 basis points from the first quarter of 2006. The Schawk vision of world-class service to our clients is being achieved each day, a fact that clients and prospects alike are recognizing. These strengths give us confidence in our ability to improve results in the second half of 2006."

Conference Call

Schawk invites you to join its second-quarter 2006 earnings conference call today at 9:30 a.m. central time. Hosting the call will be David A. Schawk, president and CEO, A. Alex Sarkisian, executive vice president and chief operating officer, and James J. Patterson, senior vice president and chief financial officer. To join the call, please dial 866-800-8649 or 617-614-2703 at least five minutes prior to the start time and ask for the Schawk, Inc. conference call. If you are unable to participate on the call, a replay will be available until August 8, 2006, at 11:59 p.m. eastern time, by dialing 888-286-8010 or 617-801-6888, entering conference ID 43000555, and following the prompts. To access the call on the Internet, go to: http://phx.corporate-ir.net/phoenix.zhtml?p=irol-eventDetails&c=82169&eventID=1354050

About Schawk, Inc.

Schawk, Inc., headquartered in suburban Chicago, is one of the world's largest independent brand image solutions companies. Schawk delivers a broad range of digital pre-media graphic services through 169 locations in 13 countries across North America, Europe, Asia and Australia. Schawk designs, creates and manages images and text for reproduction to exact specifications for a variety of media, including packaging for consumer products, point-of-sale displays and other promotional and advertising materials. Schawk provides its services to the food, beverage, health & beauty, pharmaceutical, home care and consumer products industries. For more information, visit www.schawk.com.

Note: This press release contains mention of various non-GAAP measures in an effort to better provide an understanding of Schawk's financial performance. Schawk has provided a reconciliation of GAAP to Non-GAAP numbers as they relate to integration costs and non-recurring other income in a table on the last two pages of today's press release.

Safe Harbor Statement

Certain statements in this press release are forward-looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended and are subject to the safe harbor created thereby. These statements are made based upon current expectations and beliefs that are subject to risk and uncertainty. Actual results might differ materially from those contained in the forward-looking statements because of factors, such as, among other things, higher than expected costs, or unanticipated difficulties associated with, integrating the acquired operations of Winnetts and Seven Worldwide, higher than expected costs associated with compliance with legal and regulatory requirements, the strength of the United States economy in general and specifically market conditions for the consumer products industry, the level of demand for Schawk's services, loss of key management and operational personnel, our ability to implement our growth strategy, the stability of state, federal and foreign tax laws, our continued ability to identify and exploit industry trends and exploit technological advances in the imaging industry, our ability to implement restructuring plans, the stability of political conditions in Asia and other foreign countries in which we have production capabilities, terrorist attacks and the U.S. response to such attacks, as well as other factors detailed in Schawk, Inc.'s filings with the Securities and Exchange Commission.

Financial Tables to Follow


                               Schawk, Inc.
                  Consolidated Statements of Operations
                Three Months Ended June 30, 2006 and 2005
                                (Unaudited)
                   (In Thousands, Except Share Amounts)



                                                        2006       2005
                                                      ---------  ---------

Net sales                                             $ 140,095  $ 145,229
Cost of sales                                            90,339     94,047
Selling, general, and administrative expenses            34,665     34,342
Acquisition integration expenses                            228      1,801
Other income                                             (2,120)        --
                                                      ---------  ---------
Operating income                                         16,983     15,039

Other income (expense):
  Interest income                                            77         82
  Interest expense                                       (2,738)    (2,090)
  Other income (expense)                                     --        486
                                                      ---------  ---------
                                                         (2,661)    (1,522)
                                                      ---------  ---------

Income from continuing operations before income taxes    14,322     13,517

Income tax provision                                      5,396      5,077
                                                      ---------  ---------

Income from continuing operations                         8,926      8,440

Income (loss) from discontinued operations, net of
 tax (benefit) expense
 of ($26) in 2006 and $364 in 2005                           44       (588)
                                                      ---------  ---------

Net Income                                            $   8,970  $   7,852
                                                      =========  =========


Earnings per share:
  Basic:
    Income from continuing operations                 $    0.34  $    0.33
    Gain (loss) from discontinued operations               0.00      (0.02)
                                                      ---------  ---------
    Net income per common share                       $    0.34  $    0.31
                                                      =========  =========

  Diluted:
    Income from continuing operations                 $    0.32  $    0.31
    Gain (loss) from discontinued operations               0.00      (0.02)
                                                      ---------  ---------
    Net income per common share                       $    0.32  $    0.29
                                                      =========  =========



Weighted average number of common and
 common equivalent shares outstanding - diluted          27,798     27,243

Dividends per common share                            $  0.0325  $  0.0325






                               Schawk, Inc.
                  Consolidated Statements of Operations
                  Six Months Ended June 30, 2006 and 2005
                                (Unaudited)
                   (In Thousands, Except Share Amounts)



                                                        2006       2005
                                                      ---------  ---------

Net sales                                             $ 273,849  $ 264,409
Cost of sales                                           178,377    171,891
Selling, general, and administrative expenses            68,981     64,675
Acquisition integration expenses                            758      1,801
Other income                                             (2,120)        --
                                                      ---------  ---------
Operating income                                         27,853     26,042

Other income (expense):
   Interest income                                          196        151
   Interest expense                                      (5,319)    (3,778)
   Other income (expense)                                    --        486
                                                      ---------  ---------
                                                         (5,123)    (3,141)
                                                      ---------  ---------

Income from continuing operations before income taxes    22,730     22,901

Income tax provision                                      8,589      8,662
                                                      ---------  ---------

Income from continuing operations                        14,141     14,239

Loss from discontinued operations, net of tax benefit
 of $240 in 2006 and $509 in 2005                          (389)      (823)
                                                      ---------  ---------

Net Income                                            $  13,752  $  13,416
                                                      =========  =========


Earnings per share:
  Basic:
      Income from continuing operations               $    0.54  $    0.57
      Loss from discontinued operations                   (0.02)     (0.03)
                                                      ---------  ---------
      Net income per common share                     $    0.52  $    0.54
                                                      =========  =========

  Diluted:
      Income from continuing operations               $    0.51  $    0.54
      Loss from discontinued operations                   (0.01)     (0.03)
                                                      ---------  ---------
      Net income per common share                     $    0.50  $    0.51
                                                      =========  =========



Weighted average number of common and common
 equivalent shares outstanding - diluted                 27,777     26,413

Dividends per common share                            $   0.065  $   0.065




                               Schawk, Inc.
                        Consolidated Balance Sheets
                   (In Thousands, Except Share Amounts)



                                               June 30,
                                                 2006        December 31,
                                              (Unaudited)        2005
                                            --------------  --------------
Assets
Current assets:
  Cash and cash equivalents                 $        5,341  $        7,519
  Trade accounts receivable, less allowance
   for doubtful accounts of $5,467 at June
   30, 2006 and $5,940 at December 31, 2005        116,985         117,723
  Inventories                                       26,119          24,868
  Prepaid expenses and other                        12,017           9,701
  Deferred income taxes                             12,202           9,845
  Assets of discontinued operations                     --          29,253
                                            --------------  --------------
Total current assets                               172,664         198,909

Property and equipment, less accumulated
 depreciation of $82,737 at June 30, 2006
 and $74,506 at December 31, 2005                   75,589          77,291
Goodwill                                           240,888         233,838
Intangible assets, net                              35,591          42,223
Other assets                                         5,040           6,557
                                            --------------  --------------
Total assets                                $      529,772  $      558,818
                                            ==============  ==============

Liabilities and Stockholders' Equity
Current liabilities:
  Trade accounts payable                    $       24,527  $       27,776
  Accrued expenses                                  52,392          61,967
  Income taxes payable                              17,988           6,367
  Current portion of long-term debt and
   capital lease obligations                           211             454
  Liabilities of discontinued operations                --           8,208
                                            --------------  --------------
Total current liabilities                           95,118         104,772

Long-term debt                                     133,501         169,528
Capital lease obligations                               32              51
Other                                               25,338          27,383
Deferred income taxes                               25,258          25,688

 Stockholders' equity:
  Common stock, $0.008 par value,
   40,000,000 shares authorized,
   28,865,130 and 28,441,689 shares issued
   at June 30, 2006 and December 31,
   2005, respectively; 26,430,527 and
   26,070,747 shares outstanding at
   June 30, 2006 and December 31, 2005,
   respectively                                        228             225
  Additional paid-in capital                       176,262         168,777
  Retained earnings                                100,470          88,424
  Accumulated comprehensive income                   2,750           1,933
                                            --------------  --------------
                                                   279,710         259,359
 Treasury stock, at cost, 2,434,603 and
  2,370,942 shares of common stock at June
  30, 2006 and December 31,
  2005, respectively                               (29,185)        (27,963)
                                            --------------  --------------
Total stockholders' equity                         250,525         231,396
                                            --------------  --------------
Total liabilities and stockholders' equity  $      529,772  $      558,818
                                            ==============  ==============





                               Schawk, Inc.
        Regulation G: Reconciliation of Non-GAAP measures to GAAP
                Three Months Ended June 30, 2006 and 2005
                   (In thousands, Except Share Amounts)



                                                        Three      Three
                                                        Months     Months
                                                        Ended      Ended
                                                      June 30,   June 30,
                                                        2006       2005
                                                      =========  =========

Operating income per GAAP                             $  16,983  $  15,039
Acquisition integration expenses                            228      1,801
Other income - reserve reversal from lawsuit
 settlement                                              (2,120)         -
                                                      ---------  ---------

Operating income before acquisition integration
 expenses and lawsuit settlement (Non-GAAP)           $  15,091  $  16,840
                                                      =========  =========
Income from continuing operations before income taxes
 per GAAP                                             $  14,322  $  13,517
Plus: Acquisition integration expenses (Non-GAAP)           228      1,801
Less: Other income - reserve reversal from lawsuit
 settlement (Non-GAAP)                                   (2,120)         -

Less: Other income (expense) - non-recurring
 proceeds from life insurance other income
 (Non-GAAP)                                                   -       (486)
                                                      ---------  ---------

Income from continuing operations before income
 taxes, acquisition integration expenses,
 lawsuit settlement and other non-recurring income
 (Non-GAAP)                                              12,430     14,832

Income tax provision on Non-GAAP pretax income            4,686      5,571
                                                      ---------  ---------

Income from continuing operations before acquisition
 integration expenses, lawsuit settlement and other
 non-recurring income (Non-GAAP)                      $   7,744  $   9,261
                                                      =========  =========

Weighted average number of common and common stock
 equivalent shares outstanding                           27,798     27,243

Earnings per share fully diluted from continuing
 operations before acquisition integration expenses,
 lawsuit settlement and other non-recurring income
 (Non-GAAP)                                           $    0.28  $    0.34
Less: acquisition integration expenses after tax per
 share fully diluted (Non-GAAP)                           (0.01)     (0.04)

Plus: lawsuit settlement and other non-recurring
 income after tax per share fully diluted (Non-GAAP)       0.05       0.01
                                                      ---------  ---------

Earnings per share fully diluted from continuing
 operations per GAAP                                  $    0.32  $    0.31

Loss from discontinued operations, net of a tax
 benefit per fully diluted share per GAAP                  0.00      (0.02)
                                                      ---------  ---------

Earnings per share fully diluted per GAAP             $    0.32  $    0.29
                                                      =========  =========





                               Schawk, Inc.
        Regulation G: Reconciliation of Non-GAAP measures to GAAP
                  Six Months Ended June 30, 2006 and 2005
                   (In thousands, Except Share Amounts)




                                                         Six        Six
                                                        Months     Months
                                                        Ended      Ended
                                                      June 30,   June 30,
                                                        2006       2005
                                                      =========  =========

Operating income per GAAP                             $  27,853  $  26,042
Acquisition integration expenses                            758      1,801
Other income - reserve reversal from lawsuit
 settlement                                              (2,120)         -
                                                      ---------  ---------

Operating income before acquisition integration
 expenses and lawsuit settlement (Non-GAAP)           $  26,491  $  27,843
                                                      =========  =========
Income from continuing operations before income taxes
 per GAAP                                             $  22,730  $  22,901
Plus: Acquisition integration expenses (Non-GAAP)           758      1,801
Less: Other income - reserve reversal from lawsuit
 settlement (Non-GAAP)                                   (2,120)        -

Less: Other income (expense) - non-recurring proceeds
 from life insurance other income (Non-GAAP)                  -       (486)
                                                      ---------  ---------
Income from continuing operations before income
 taxes, acquisition integration expenses, lawsuit
 settlement and other non-recurring income (Non-GAAP)    21,368     24,216

Income tax provision on Non-GAAP pretax income            8,077      9,154
                                                      ---------  ---------

Income from continuing operations before acquisition
 integration expenses, lawsuit settlement and other
 non-recurring income (Non-GAAP)                      $  13,291  $  15,062
                                                      =========  =========

Weighted average number of common and common stock
 equivalent shares outstanding                           27,777     26,413

Earnings per share fully diluted from continuing
 operations before acquisition integration expenses,
 lawsuit settlement and other non-recurring income
 (Non-GAAP)                                           $    0.48  $    0.57
Less: acquisition integration expenses after tax per
 share fully diluted (Non-GAAP)                           (0.02)     (0.04)
Plus: Lawsuit settlement and other non-recurring
 income after tax per share fully diluted (Non-GAAP)       0.05       0.01
                                                      ---------  ---------

Earnings per share fully diluted from continuing
 operations per GAAP                                  $    0.51  $    0.54

Loss from discontinued operations, net of a tax
 benefit per fully diluted share per GAAP                (0.01)     (0.03)
                                                      ---------  ---------

Earnings per share fully diluted per GAAP             $    0.50  $    0.51
                                                      =========  =========

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