e8vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 30, 2007
Eagle Materials Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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1-12984
(Commission File Number)
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75-2520779
(IRS Employer
Identification No.) |
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3811 Turtle Creek Blvd., Suite 1100, Dallas, Texas
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75219 |
(Address of principal executive offices)
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(Zip code) |
Registrants telephone number including area code: (214) 432-2000
Not Applicable
(Former name or former address if changed from last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations
and Financial Condition.
On
July 30, 2007, Eagle Materials Inc., a Delaware corporation (Eagle), announced its results of operations for the
quarter ended
June 30, 2007. A copy of Eagles earnings press release
announcing these results is being furnished as Exhibit 99.1 hereto
and is hereby incorporated in this Item 2.02 in its entirety by reference.
Item 9.01. Financial Statements
and Exhibits.
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Exhibit |
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Number |
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Description |
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99.1 |
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Earnings Press Release
dated July 30, 2007 issued by Eagle Materials Inc.
(announcing quarterly operating results) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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EAGLE MATERIALS INC. |
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By: |
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/s/ William R.
Devlin
Name: William R.
Devlin
Title: Vice President and Controller
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Date:
July 30, 2007
EXHIBIT INDEX
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Exhibit |
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Number |
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Description |
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99.1 |
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Earnings Press Release
dated July 30, 2007 issued by Eagle Materials Inc.
(announcing quarterly operating results) |
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exv99w1
Exhibit 99.1
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Contact at (214) 432-2000
Steven R. Rowley
President & CEO |
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Arthur R. Zunker, Jr.
Senior Vice President & CFO |
News For Immediate Release
EAGLE MATERIALS INC. REPORTS
FIRST QUARTER EARNINGS
(Dallas, TX July 30, 2007): Eagle Materials Inc. (NYSE: EXP) today reported financial
results for the first quarter of fiscal 2008 ended June 30, 2007. Eagle produces and distributes
Gypsum Wallboard, Cement, Recycled Paperboard and Concrete and Aggregates.
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SECOND HIGHEST FIRST QUARTER OPERATING EARNINGS IN OUR HISTORY |
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RECORD HIGH FIRST QUARTER CEMENT OPERATING EARNINGS |
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RECORD HIGH QUARTERLY SALES VOLUME IN CEMENT 963,000 TONS |
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HIGHEST QUARTERLY CEMENT AVERAGE NET SALES PRICE IN OUR
HISTORY INCREASED APPROXIMATELY $5 PER TON FROM LAST YEARS
FIRST QUARTER |
For the quarter ended June 30, 2007, revenues and net earnings were $221.2 million and $38.7
million, respectively. The current contraction in U.S. homebuilding negatively impacted our
wallboard sales volumes and pricing, causing our revenues to decline by 15% from the prior years
first quarter and our net earnings to decline 35% from the same period last year. Diluted earnings
per share for the first quarter of fiscal 2008 were $0.80.
Eagle remains well positioned to adapt to changing industry conditions because of our
low-cost, diversified mix of construction products and building materials. In fact, all of Eagles
business lines, with the exception of our gypsum wallboard business, experienced a year-over-year
increase in operating earnings this quarter.
Demand for cement in the U.S. remains at high levels requiring approximately 25% of total U.S.
cement needs to be met by foreign imports. Cement demand in some U.S. regions has been negatively
impacted by seasonal weather events, while in other regions it has been more severely impacted by
the residential slowdown; however, underlying cement demand in all four of our regional markets
remains at high levels. Due to this strength in our cement markets, we expect fiscal 2008 to be
our 22nd consecutive year of selling out our four cement plants.
The Gypsum Association reported that approximately 15.8 billion square feet of wallboard was
shipped by U.S. manufacturers during the first six months of calendar 2007, a 17% decrease from the
prior year, and industry utilization averaged approximately 83% over this time period. Significant
excess housing inventories continue to put downward pressure on new residential construction and
the outlook for residential construction remains weak. Weak residential construction, combined
with the new wallboard capacity that has begun to enter the market, will
continue to negatively impact wallboard industry capacity utilization until older, high cost
plants are closed.
GYPSUM WALLBOARD
Gypsum Wallboard revenues for the first quarter totaled $104.8 million, a 29% decrease from
the $147.7 million for the same quarter a year ago. Gypsum Wallboards first quarter operating
earnings were $27.2 million, down 58% from the $64.0 million for the same quarter last year. The
revenue and earnings decline for the quarter resulted from lower sales prices and sales volumes.
The average net sales price for this fiscal years first quarter was $128 per MSF, 24% less than
the $168 per MSF for the same quarter last year. Gypsum Wallboard sales volume of 642 million
square feet (MMSF) for the quarter declined 13% from the prior years first quarter.
CEMENT
Operating earnings from Cement increased 26% to $27.6 million for the first quarter this year
from $22.0 million for the same quarter last year. The earnings gain was due primarily to a record
high average net sales price and record first quarter sales volumes. Cement revenues, including
joint venture and intersegment revenues, for the first quarter totaled $97.1 million, 9% greater
than the $88.8 million for the same quarter a year ago. Cement sales volume for the first quarter
totaled a record 963,000 tons, 6% above the 910,000 tons for the same quarter last year. Eagle was
able to meet these strong market requirements with increased manufactured production from the
recently expanded Illinois Cement plant and by continuing to supplement our markets with lower
margin purchased cement. Eagles purchased cement sales volumes for the quarter declined to
approximately 195,000 tons, or 20% of total sales volume, versus approximately 240,000 tons in the
prior years first quarter. The average net sales price for this fiscal years first quarter was
$96 per ton, 6% greater than the $91 per ton for the same quarter last year.
PAPERBOARD
Eagles Paperboard operation reported first quarter revenues, including sales to Eagles
Wallboard operations, of $34.8 million, which was even with last years first quarter. Paperboard
operating earnings of $6.1 million for the first quarter this year were up 15% from last years
first quarter operating earnings due primarily to higher sales prices. For this years first
quarter, Paperboard sales volume was 71,000 tons, down 8% from last years first quarter sales
volume of 77,000 tons due to decreased gypsum paperboard demand. This years first quarter average
net sales price of $481 per ton was 9% above last years first quarter average net sales price of
$440 per ton.
2
CONCRETE AND AGGREGATES
Revenues from Concrete and Aggregates were $24.1 million for this years first quarter, 1%
greater than the $24.0 million for the first quarter a year ago. Concrete and Aggregates reported
a $4.0 million operating profit for this years first quarter, up 7% from the same quarter last
year, due to increased net sales prices for both products.
Concrete sales volume declined 6% for the first quarter this year to 210,000 cubic yards from
223,000 cubic yards for the same quarter last year. Our Concrete quarterly average net sales price
of $75 per cubic yard for the first quarter of fiscal 2008 was a record and was 9% higher than the
$69 per cubic yard for the first quarter a year ago. Our Aggregates operation reported sales
volume of 1.2 million tons for the current quarter, 10% less than the 1.3 million tons reported in
the first quarter last year. Our Aggregates quarterly average net sales price was a record high
$7.15 per ton during the first quarter and was 9% above last years first quarter Aggregates
average net sales price.
DETAILS OF FINANCIAL RESULTS
We conduct one of our cement plant operations through a 50/50 joint venture, Texas Lehigh
Cement Company LP (the Joint Venture). We utilize the equity method of accounting for our 50%
interest in the Joint Venture. For segment reporting purposes only, we proportionately consolidate
our 50% share of the Joint Ventures revenues and operating earnings, which is consistent with the
way management organizes the segments within the Company for making operating decisions and
assessing performance.
In addition, for segment reporting purposes, we report intersegment revenues as a part of a
segments total revenues. Intersegment sales are eliminated on the income statement. Refer to
Attachment 4 for a reconciliation of the amounts referred to above.
3
Eagles senior management will conduct a conference call to discuss the financial results,
forward-looking information and other matters at 10:00 a.m. Eastern Standard Time (9:00 a.m.
Central Standard Time) on Tuesday, July 31, 2007. The conference call will be webcast
simultaneously on the Eagle Web site http://www.eaglematerials.com. A replay of the
webcast and the presentation will be archived on that site for one year. For more information,
contact Eagle at (214) 432-2000.
###
Forward-Looking Statements. This press release contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the context of the statement and generally arise when the Company
is discussing its beliefs, estimates or expectations. These statements are not historical facts or
guarantees of future performance but instead represent only the Companys belief at the time the
statements were made regarding future events which are subject to certain risks, uncertainties and
other factors, many of which are outside the Companys control. Actual results and outcomes may
differ materially from what is expressed or forecast in such forward-looking statements. The
principal risks and uncertainties that may affect the Companys actual performance include the
following: the cyclical and seasonal nature of the Companys business; public infrastructure
expenditures; adverse weather conditions; availability of raw materials; changes in energy costs
including, without limitation, natural gas; changes in the cost and availability of transportation;
unexpected operational difficulties; inability to timely execute announced capacity expansions;
governmental regulation and changes in governmental and public policy; changes in economic
conditions specific to any one or more of the Companys markets; competition; announced increases
in capacity in the gypsum wallboard and cement industries; changes in the demand for residential
housing construction or commercial construction; general economic conditions; and interest rates.
For example, increases in interest rates, decreases in demand for construction materials or
increases in the cost of energy (including natural gas) could affect the revenues and operating
earnings of our operations. In addition, changes in national or regional economic conditions and
levels of infrastructure and construction spending could also adversely affect the Companys result
of operations. These and other factors are described in the Companys Annual Report on Form 10-K
for the fiscal year ended March 31, 2007. This report is filed with the Securities and Exchange
Commission. All forward-looking statements made herein are made as of the date hereof, and the risk
that actual results will differ materially from expectations expressed herein will increase with
the passage of time. The Company undertakes no duty to update any forward-looking statement to
reflect future events or changes in the Companys expectations.
Steven R. Rowley
President and Chief Executive Officer
Arthur R. Zunker, Jr.
Senior Vice President and Chief Financial Officer
Attachment 1 Summary of Consolidated Earnings
Attachment 2 Revenues and Earnings by Lines of Business (Quarter)
Attachment 3 Sales Volume, Net Sales Prices and Intersegment and Cement Revenues
Attachment 4 Consolidated Balance Sheets
4
Eagle Materials Inc.
Attachment 1
Eagle Materials Inc.
Summary of Consolidated Earnings
(dollars in thousands, except per share data)
(unaudited)
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Quarter Ended June 30, |
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2007 |
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2006 |
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Change |
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Revenues |
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$ |
221,237 |
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$ |
259,974 |
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-15 |
% |
Earnings Before Income Taxes |
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$ |
57,463 |
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$ |
89,756 |
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-36 |
% |
Net Earnings |
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$ |
38,702 |
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$ |
59,092 |
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-35 |
% |
Earnings Per Share: |
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Basic |
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$ |
0.81 |
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$ |
1.17 |
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-31 |
% |
Diluted |
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$ |
0.80 |
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$ |
1.16 |
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-31 |
% |
Average Shares Outstanding: |
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Basic |
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47,951,048 |
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50,335,024 |
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-5 |
% |
Diluted |
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48,594,712 |
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51,157,170 |
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-5 |
% |
5
Eagle Materials Inc.
Attachment 2
Eagle Materials Inc.
Revenues and Earnings by Lines of Business
(dollars in thousands)
(unaudited)
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Quarter Ended June 30, |
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2007 |
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2006 |
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Change |
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Revenues* |
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Gypsum Wallboard |
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$ |
104,827 |
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$ |
147,687 |
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-29 |
% |
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48 |
% |
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57 |
% |
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Cement (Wholly Owned) |
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71,450 |
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68,300 |
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5 |
% |
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32 |
% |
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26 |
% |
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Paperboard |
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20,646 |
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19,491 |
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6 |
% |
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9 |
% |
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8 |
% |
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Concrete & Aggregates |
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23,792 |
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23,671 |
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1 |
% |
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11 |
% |
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9 |
% |
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Other, net |
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522 |
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825 |
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-37 |
% |
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0 |
% |
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0 |
% |
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Total |
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$ |
221,237 |
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$ |
259,974 |
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-15 |
% |
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100 |
% |
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100 |
% |
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Operating Earnings |
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Gypsum Wallboard |
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$ |
27,174 |
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$ |
63,975 |
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-58 |
% |
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42 |
% |
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67 |
% |
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Cement: |
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Wholly Owned |
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21,418 |
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15,959 |
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34 |
% |
Joint Venture |
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6,176 |
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5,997 |
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3 |
% |
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27,594 |
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21,956 |
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26 |
% |
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42 |
% |
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23 |
% |
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Paperboard |
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6,065 |
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5,267 |
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15 |
% |
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9 |
% |
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5 |
% |
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Concrete & Aggregates |
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4,049 |
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3,775 |
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7 |
% |
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6 |
% |
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4 |
% |
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Other, net |
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522 |
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825 |
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-37 |
% |
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1 |
% |
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1 |
% |
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Total Operating Earnings |
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65,404 |
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95,798 |
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-32 |
% |
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100 |
% |
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100 |
% |
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Corporate General Expenses |
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(4,347 |
) |
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(4,279 |
) |
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Interest Expense, net |
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(3,594 |
) |
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(1,763 |
) |
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Earnings Before Income Taxes |
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$ |
57,463 |
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$ |
89,756 |
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-36 |
% |
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*Net of Intersegment and Joint Venture Revenues listed on Attachment 3.
6
Eagle Materials Inc.
Attachment 3
Eagle Materials Inc.
Sales Volume, Net Sales Prices and Intersegment and Cement Revenues
(unaudited)
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Sales Volume |
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Quarter Ended |
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June 30, |
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2007 |
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2006 |
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Change |
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Gypsum Wallboard (MMSFs) |
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642 |
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|
735 |
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-13 |
% |
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Cement (M Tons): |
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Wholly Owned |
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705 |
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|
707 |
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0 |
% |
Joint Venture |
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|
258 |
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203 |
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27 |
% |
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963 |
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910 |
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6 |
% |
Paperboard (M Tons): |
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Internal |
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26 |
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31 |
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-16 |
% |
External |
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45 |
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46 |
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-2 |
% |
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71 |
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77 |
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-8 |
% |
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Concrete (M Cubic Yards) |
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210 |
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223 |
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-6 |
% |
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Aggregates (M Tons) |
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|
1,163 |
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|
1,299 |
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-10 |
% |
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Average Net Sales Price * |
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Quarter Ended |
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June 30, |
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2007 |
|
2006 |
|
Change |
Gypsum Wallboard (MSF)
|
|
$ |
128.21 |
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|
$ |
167.85 |
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|
-24 |
% |
Cement (Ton)
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|
$ |
96.27 |
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$ |
91.04 |
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|
6 |
% |
Paperboard (Ton)
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|
$ |
481.30 |
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$ |
440.06 |
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|
9 |
% |
Concrete (Cubic Yard)
|
|
$ |
75.19 |
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$ |
68.75 |
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|
9 |
% |
Aggregates (Ton)
|
|
$ |
7.15 |
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$ |
6.57 |
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|
9 |
% |
*Net of freight and delivery costs billed to customers.
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Intersegment and Cement |
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Revenues |
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|
($ in thousands) |
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|
Quarter Ended |
|
|
|
June 30, |
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|
|
2007 |
|
|
2006 |
|
Intersegment Revenues: |
|
|
|
|
|
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|
|
Cement |
|
$ |
2,068 |
|
|
$ |
2,256 |
|
Paperboard |
|
|
14,139 |
|
|
|
15,227 |
|
Concrete and Aggregates |
|
|
329 |
|
|
|
317 |
|
|
|
|
|
|
|
|
|
|
$ |
16,536 |
|
|
$ |
17,800 |
|
|
|
|
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|
|
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Cement Revenues: |
|
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|
|
|
|
|
|
Wholly Owned |
|
$ |
71,450 |
|
|
$ |
68,300 |
|
Joint Venture |
|
|
23,573 |
|
|
|
18,212 |
|
|
|
|
|
|
|
|
|
|
$ |
95,023 |
|
|
$ |
86,512 |
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|
|
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7
Eagle Materials Inc.
Attachment 4
Eagle Materials Inc.
Consolidated Balance Sheets
(dollars in thousands)
(unaudited)
|
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|
|
June 30, |
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March 31, |
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2007 |
|
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2006 |
|
|
2007* |
|
ASSETS |
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Current
Assets |
|
|
|
|
|
|
|
|
|
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|
|
Cash and Cash Equivalents |
|
$ |
23,463 |
|
|
$ |
97,233 |
|
|
$ |
17,215 |
|
Accounts and Notes Receivable, net |
|
|
84,673 |
|
|
|
105,785 |
|
|
|
77,486 |
|
Inventories |
|
|
81,718 |
|
|
|
67,401 |
|
|
|
78,908 |
|
|
|
|
|
|
|
|
|
|
|
Total Current Assets |
|
|
189,854 |
|
|
|
270,419 |
|
|
|
173,609 |
|
|
|
|
|
|
|
|
|
|
|
Property, Plant and Equipment |
|
|
1,017,790 |
|
|
|
893,886 |
|
|
|
986,821 |
|
Less: Accumulated Depreciation |
|
|
(343,875 |
) |
|
|
(307,054 |
) |
|
|
(333,641 |
) |
|
|
|
|
|
|
|
|
|
|
Property, Plant and Equipment, net |
|
|
673,915 |
|
|
|
586,832 |
|
|
|
653,180 |
|
Notes Receivable |
|
|
8,224 |
|
|
|
|
|
|
|
8,270 |
|
Investments in Joint Venture |
|
|
42,039 |
|
|
|
27,594 |
|
|
|
43,862 |
|
Goodwill and Intangibles |
|
|
70,058 |
|
|
|
67,695 |
|
|
|
70,218 |
|
Other Assets |
|
|
101,460 |
|
|
|
15,384 |
|
|
|
22,271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,085,550 |
|
|
$ |
967,924 |
|
|
$ |
971,410 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts Payable |
|
$ |
48,412 |
|
|
$ |
55,444 |
|
|
$ |
52,359 |
|
Federal Income Taxes Payable |
|
|
40,776 |
|
|
|
26,877 |
|
|
|
|
|
Accrued Liabilities |
|
|
63,187 |
|
|
|
49,378 |
|
|
|
55,665 |
|
|
|
|
|
|
|
|
|
|
|
Total Current Liabilities |
|
|
152,375 |
|
|
|
131,699 |
|
|
|
108,024 |
|
|
|
|
|
|
|
|
|
|
|
Long-term Debt |
|
|
200,000 |
|
|
|
200,000 |
|
|
|
200,000 |
|
Deferred Income Taxes |
|
|
188,630 |
|
|
|
117,995 |
|
|
|
117,340 |
|
Stockholders Equity |
|
|
|
|
|
|
|
|
|
|
|
|
Preferred Stock, Par Value $0.01; Authorized 5,000,000
Shares; None Issued |
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock, Par Value $0.01; Authorized 100,000,000
Shares; Issued and Outstanding 48,028,947, 50,406,400 and
47,909,103 Shares, respectively. |
|
|
480 |
|
|
|
504 |
|
|
|
479 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital in Excess of Par Value |
|
|
4,003 |
|
|
|
3,220 |
|
|
|
|
|
Accumulated Other Comprehensive Losses |
|
|
(850 |
) |
|
|
(1,404 |
) |
|
|
(850 |
) |
Retained Earnings |
|
|
540,912 |
|
|
|
515,910 |
|
|
|
546,417 |
|
|
|
|
|
|
|
|
|
|
|
Total Stockholders Equity |
|
|
544,545 |
|
|
|
518,230 |
|
|
|
546,046 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,085,550 |
|
|
$ |
967,924 |
|
|
$ |
971,410 |
|
|
|
|
|
|
|
|
|
|
|
*From audited financial statements.
8