-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MwJhvJZ9Q5cNtnh2sSeF20DnZ1uuofeTRXXx54Co2V6SnYHmAoGoVn3ROYsd1uk5 tJp3Hw2f6MA53r1huAGxVQ== 0000950147-97-000872.txt : 19971216 0000950147-97-000872.hdr.sgml : 19971216 ACCESSION NUMBER: 0000950147-97-000872 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971031 FILED AS OF DATE: 19971215 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: CRUISE AMERICA INC CENTRAL INDEX KEY: 0000733775 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 591403609 STATE OF INCORPORATION: FL FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-09471 FILM NUMBER: 97738192 BUSINESS ADDRESS: STREET 1: 11 W HAMPTON AVE CITY: MESA STATE: AZ ZIP: 85210-5258 BUSINESS PHONE: 602-464-7300 MAIL ADDRESS: STREET 2: 11 W. HAMPTON AVE. CITY: MESA STATE: AZ ZIP: 852105258 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN LAND CRUISERS INC DATE OF NAME CHANGE: 19880807 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Second Quarter Ended October 31, 1997 Commission File No. 1-9471 --------------------------------------------------------- CRUISE AMERICA, INC. State of Florida I.R.S. No. 59-1403609 11 West Hampton Avenue Mesa, Arizona 85210-5258 Telephone: (602) 464-7300 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding twelve (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 ninety (90) days. YES X No --------- --------- Common Stock, $.01 Par Value As of October 31, 1997, 5,783,059 shares of the registrants common stock were outstanding of which 4,377,963 were held by non-affiliates of the registrant. TABLE OF CONTENTS ----------------- CRUISE AMERICA, INC. AND SUBSIDIARIES Quarterly Report on Form 10-Q for the Period Ended October 31, 1997 ITEM PAGE - -------------------------------------------------------------------------------- PART I FINANCIAL INFORMATION 1. FINANCIAL STATEMENTS Condensed Consolidated Balance Sheets................................1 Condensed Consolidated Statements of Operations......................3 Condensed Consolidated Statements of Cash Flows......................4 Notes to Condensed Consolidated Financial Statements.................5 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS..................................7 PART II OTHER INFORMATION 1. LEGAL PROCEEDINGS...................................................10 2. CHANGES IN SECURITIES AND USE OF PROCEEDS...........................10 6. EXHIBITS AND REPORTS ON FORM 8-K....................................10 PART I. FINANCIAL INFORMATION ITEM 1 FINANCIAL STATEMENTS CRUISE AMERICA, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS A S S E T S (In thousands) Unaudited ------------------------ 10/31/97 4/30/97 ------------------------ Current Assets: Cash and Cash Equivalents...................... $ 4,835 4,029 Accounts Receivable, Net....................... 8,308 5,897 Inventories.................................... 12,588 11,909 Prepaid Expenses and Other Current Assets...... 1,417 1,067 ------------ -------- Total Current Assets.................. 27,148 22,902 ------------ -------- Rental Vehicles................................ 111,191 92,463 Less Accumulated Depreciation.................. 21,011 18,498 ------------ -------- Net Rental Vehicles................... 90,180 73,965 ------------ -------- Property and Equipment......................... 14,943 14,408 Less Accumulated Depreciation.................. 6,777 6,467 ------------ -------- Net Property and Equipment............ 8,166 7,941 ------------ -------- Deposits and Other Assets...................... 2,803 2,416 ------------ -------- $128,297 107,224 ------------ -------- See accompanying notes to condensed consolidated financial statements. 1 CRUISE AMERICA, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS LIABILITIES AND STOCKHOLDERS' EQUITY (In thousands except share data)
Unaudited ------------------------------- 10/31/97 4/30/97 ------------- --------------- Current Liabilities: Floor Plan Contracts.......................................................... $ 4,169 3,665 Current Installments of Rental Vehicle Financing.............................. 19,953 13,014 Current Installments of Long-Term Debt........................................ 4,512 4,128 Accounts Payable and Accrued Expenses......................................... 3,108 2,704 Customer Deposits............................................................. 516 5,648 Litigation Accrual............................................................ 10,000 -- ------------- --------------- Total Current Liabilities............................................ 42,258 29,159 ------------- --------------- Rental Vehicle Financing, Excluding Current Installments...................... 40,619 36,466 Long-Term Debt, Excluding Current Installments................................ 12,198 13,771 Deferred Income Taxes......................................................... 3,917 1,764 Stockholders' Equity: Preferred Stock $1.00 par value; 1,000,000 shares authorized, none issued or outstanding......................................................... -- -- Common Stock $.01 par value, 15,000,000 shares authorized, 5,783,000 and 5,753,000 issued and outstanding at October 31, 1997 and April 30, 1997 respectively............................................... 58 58 Additional Paid-in Capital.................................................... 25,081 24,993 Retained Earnings............................................................. 5,126 1,811 Translation Adjustment........................................................ (960) (798) ------------- --------------- Total Net Stockholders' Equity....................................... 29,305 26,064 Contingencies................................................................. ------------- --------------- $128,297 107,224 ------------- ---------------
See accompanying notes to condensed consolidated financial statements. 2 CRUISE AMERICA, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (In thousands except per share data)
Three Months Ended Six Months Ended --------------------------------- ----------------------------------- 10/31/97 10/31/96 10/31/97 10/31/96 ------------- -------------- -------------- --------------- Rental Revenue...................................... $23,571 22,108 49,730 46,271 Sales............................................... 19,602 11,485 26,517 18,318 ------------- -------------- -------------- --------------- Total Revenue.............................. 43,173 33,593 76,247 64,589 ------------- -------------- -------------- --------------- Cost of Rentals..................................... 9,982 9,023 18,034 16,597 Cost of Sales....................................... 18,667 10,978 24,349 16,784 ------------- -------------- -------------- --------------- Total Costs................................ 28,649 20,001 42,383 33,381 ------------- -------------- -------------- --------------- Gross Profit from Operations........................ 14,524 13,592 33,864 31,208 Interest Expense.................................... 1,991 2,076 3,922 3,967 Selling, General and Administrative Expenses........ 6,990 6,177 14,474 12,856 Unusual Item; Litigation Accrual.................... 10,000 -- 10,000 -- ------------- -------------- -------------- --------------- Earnings (Loss) Before Income Taxes................. (4,457) 5,339 5,468 14,385 Income Tax Expense (Benefit) ....................... (1,420) 1,658 2,153 4,468 Net Earnings (Loss)................................. ($3,037) 3,681 3,315 9,917 Earnings (Loss) per Share (Primary and Fully Diluted)............................................ ($.51) .62 .56 1.67 Shares Used in Calculation.......................... 6,000 5,924 6,000 5,924 ------------- -------------- -------------- ---------------
See accompanying notes to condensed consolidated financial statements. 3 CRUISE AMERICA, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (In thousands)
Six Months Ended --------------------------------- 10/31/97 10/31/96 -------------- --------------- Cash Flows from Operating Activities: Net Earnings......................................................... $ 3,315 9,917 Unusual Item: Litigation Accrual..................................... 10,000 -- Depreciation and Amortization........................................ 9,597 8,921 Increase in Deferred Income Taxes.................................... 2,153 4,468 Gain on Sale of Rental Vehicles...................................... (982) (471) Decrease (Increase) in Accounts Receivable, Net...................... (2,411) 67 Decrease (Increase) in Inventories................................... (679) 303 Increase in Accounts Payable and Accrued Expenses.................... 404 1,945 Increase in Floor Plan Contracts..................................... 504 670 Decrease in Customer Deposits........................................ (5,132) (3,826) Other, Net........................................................... (966) (711) -------------- --------------- Net Cash Provided by Operating Activities............................ 15,803 21,283 -------------- --------------- Cash Flows from Financing Activities: Proceeds from Rental Vehicle Borrowing............................... 45,416 44,990 Repayment of Rental Vehicle Borrowing................................ (34,324) (30,113) Repayment of Long-Term Borrowing..................................... (1,189) (101) Exercise of Stock Options............................................ 88 40 -------------- --------------- Net Cash Provided by Financing Activities............................ 9,991 14,816 -------------- --------------- Cash Flows from Investing Activities: Purchase of Rental Vehicles.......................................... (45,057) (46,596) Proceeds from Rental Vehicle Sales................................... 20,604 11,933 Purchase of Property and Equipment................................... (535) (247) -------------- --------------- Net Cash Used in Investing Activities................................ (24,988) (34,910) -------------- --------------- Increase in Cash and Cash Equivalents...................................... 806 1,189 Cash and Cash Equivalents at April 30...................................... 4,029 2,341 -------------- --------------- Cash and Cash Equivalents at October 31.................................... $ 4,835 3,530 -------------- ---------------
See accompanying notes to condensed consolidated financial statements. 4 CRUISE AMERICA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SIX MONTHS ENDED OCTOBER 31, 1997 NOTE 1. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all the adjustments (principally consisting of normal recurring accruals) necessary to present fairly the financial position of Cruise America, Inc. and Subsidiaries (the Company) as of October 31, 1997, and the results of operations for the six month periods ended October 31, 1996 and 1997. Certain items in the prior year financial statements have been reclassified to conform with the current period presentations. NOTE 2. Supplemental Disclosures of Cash Flow Information (in thousands): Six Months Ended ------------------------------------ 10/31/97 10/31/96 -------------- -------------- Cash paid during the period for: Interest on Borrowings $ 3,802 3,690 -------------- -------------- NOTE 3. In October 1997, a California jury awarded damages of approximately $7.4 million against the Company in the lawsuit entitled Altman's America, et al. v. American Land Cruisers of California, et al. The judgment included a $2.6 million award of punitive damages. In addition, in November 1997, the court awarded plaintiff's counsel fees and expenses of $2.5 million. The Company believes the jury verdict is unjust and that the damages awarded are inappropriate and excessive. The Company intends to vigorously pursue a reversal of the jury decision or the elimination of the damages awarded through the California Court of Appeal. The action rose out of a claim for an alleged wrongful termination by the Company of a sublease agreement with one of its former concession operators. The lawsuit has been pending since May 1987 and has been tried twice previously. The first trial resulted in a judgment for the plaintiff of approximately $3.5 million that was reversed on appeal and remanded for retrial. The second trial resulted in a net judgment for the Company of $399,000, which was reduced on appeal and again remanded for a retrial. Pending appeal, the Company has taken a one-time charge to establish an accrual of $10 million for damages in its second fiscal quarter, which ended October 31, 1997. This one-time charge will adversely affect the Company's results of operations for the three and six month periods ended October 31, 1997. The Company is a party to various claims, legal actions and complaints arising in the ordinary course of business. In the opinion of management, the disposition of these matters will not have a material adverse effect on the financial condition of the Company. NOTE 4. On November 25, 1997, the Company, Budget Group, Inc., a Delaware corporation ("Budget"), and CA Acquisition Corporation, a newly formed Florida corporation and wholly owned subsidiary of Budget ("Sub"), entered into a Plan 5 CRUISE AMERICA, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS and Agreement of Merger dated as of November 25, 1997, pursuant to which Sub will merge with and into the Company (the "Merger"), with the Company thereafter becoming a wholly owned subsidiary of Budget. See Item 2, "Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations -- Recent Developments -- Pending Merger" for additional information regarding the Merger. 6 PART I. FINANCIAL INFORMATION ITEM 2 CRUISE AMERICA, INC. AND SUBSIDIARIES Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations Six Months Ended October 31, 1997 This Quarterly Report on Form 10-Q contains forward-looking statements which involve risks and uncertainties. The Company's actual results could differ materially from those anticipated in the forward-looking statement as a result of certain factors, including those set forth in Exhibit 99 of the Company's Annual Report on Form 10-K for April 30, 1997. RECENT DEVELOPMENTS Pending Merger On November 25, 1997, the Company, Budget Group, Inc., a Delaware corporation ("Budget"), and CA Acquisition Corporation, a newly formed Florida corporation and wholly owned subsidiary of Budget ("Sub"), entered into a Plan and Agreement of Merger dated as of November 25, 1997 (the "Merger Agreement"), pursuant to which Sub will merge with and into the Company (the "Merger"), with the Company thereafter becoming a wholly owned subsidiary of Budget. Pursuant to the terms of the Merger Agreement, each share of the Company's common stock, $.01 par value per share (the "Cruise America Common Stock"), outstanding immediately prior to the effective time (the "Effective Time") of the Merger will be converted into the right to receive .28073 of a share of Budget's Class A common stock, $.01 par value per share (the "Budget Common Stock"), and cash, without interest, in lieu of fractional shares. It is intended that the Merger will qualify as a tax-free reorganization under 368(a) of the Internal Revenue Code of 1986, as amended, for federal income tax purposes. Consummation of the Merger is subject to various conditions, including: (i) receipt of the approval of the holders of a majority of the outstanding shares of Cruise America Common Stock; (ii) expiration of early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended; (iii) receipt of certain tax and legal opinions; and (iv) listing, subject to notice of issuance, on the New York Stock Exchange of the shares of Budget Common Stock to be issued in the Merger. The Merger Agreement and the Merger will be submitted for approval at a special meeting of the shareholders (the "Special Meeting") of the Company. Prior thereto, Budget will file a registration statement (including a prospectus that will serve as a proxy statement for the Special Meeting) with the Securities and Exchange Commission to register under the Securities Act of 1933, as amended, the shares of Budget Common Stock to be issued to the Company's shareholders in connection with the Merger. In connection with the Merger Agreement, certain of the Company's shareholders, namely, Robert A. Smalley (Chairman of the Board of the Company), Randall S. Smalley (President and Chief Executive Officer of the Company), Robert A. Smalley, Jr. (Executive Vice President and Chief Operating Officer of the Company), and Sally Smalley DiLuncente, who beneficially own or control in the aggregate approximately 30% of the outstanding shares of Cruise America Common Stock, have executed Irrevocable Proxy Agreements (the "Irrevocable Proxy Agreements") appointing Budget, with full power of substitution, as proxy holder to represent their shares at the Special Meeting and to vote in favor of approval of the Merger. 7 In connection with the execution of the Merger Agreement and the Irrevocable Proxy Agreements, the Company amended the Rights Agreement, dated as of March 8, 1989 (as amended, the "Rights Agreement"), between the Company and ChaseMellon Shareholder Services, LLC (formerly Mellon Securities Trust Company), as rights agent, so that: (i) execution of such agreements and consummation of the Merger and the other transactions contemplated thereby did not and will not cause the Rights (as such term is defined in the Rights Agreement) to be triggered or become exercisable; and (ii) the Rights Agreement will terminate at the Effective Time. The foregoing summary of the Merger is qualified in its entirety by reference to the text of the Merger Agreement, Amendment No. 1 to the Rights Agreement and Budget's Press Release dated November 25, 1997, which are attached hereto as Exhibit 2.1, 4.1 and 99.1, respectively, and are incorporated herein by reference. Contested Litigation In October 1997, a California jury awarded damages of approximately $7.4 million against the Company in the lawsuit entitled Altman's America, et al. v. American Land Cruisers of California, et al. The judgment included a $2.6 million award of punitive damages. In addition, in November 1997, the court awarded plaintiff's counsel fees and expenses of $2.5 million. The Company believes the jury verdict is unjust and that the damages awarded are inappropriate and excessive. The Company intends to vigorously pursue a reversal of the jury decision or the elimination of the damages awarded through the California Court of Appeal. The action rose out of a claim for an alleged wrongful termination by the Company of a sublease agreement with one of its former concession operators. The lawsuit has been pending since May 1987 and has been tried twice previously. The first trial resulted in a judgment for the plaintiff of approximately $3.5 million that was reversed on appeal and remanded for retrial. The second trial resulted in a net judgment for the Company of $399,000, which was reduced on appeal and again remanded for a retrial. Pending appeal, the Company has taken a one-time charge to establish an accrual of $10 million for damages in its second fiscal quarter, which ended October 31, 1997. This one-time charge will adversely affect the Company's results of operations for the three and six month periods ended October 31, 1997. SEASONALITY The Company's business is seasonal. In the first and second fiscal quarters, the Company historically records profits. In the third and fourth quarters, the Company historically records losses. The Company's purchases of motorhomes for the rental fleet are also seasonal, with the majority of purchases being made in the first and fourth fiscal quarters. Due to the seasonality of rental and sales operations, certain accounts fluctuate from quarter to quarter. LIQUIDITY AND CAPITAL RESOURCES As of October 31, 1997, the Company had current liabilities in excess of current assets in the amount of $15,110,000. The Company's working capital, as presented, includes a significant portion of Rental Vehicle Financing. The Company's working capital does not, however, include any portion of the related assets--Rental Vehicles, even though a significant portion of these vehicles are expected to be sold during the year through the Company's normal fleet rotation. The Company estimates that if these assets were classified as current assets, the Company would not have a working capital deficit. The Company believes that, during the next year, cash generated from operations and financing available from banks and other financial institutions will be sufficient for its capital and operating needs. SIX MONTHS ENDED OCTOBER 31, 1997 AS COMPARED WITH SIX MONTHS ENDED OCTOBER 31, 1996 Rental Revenue for the six months ended October 31, 1997 was $49,730,000 compared to $46,721,000 for the six months ended October 31, 1996. This 6% increase was due primarily to a 4% increase in average revenue per day as well as a 2% increase in revenue days. The increase in revenue days was due to a 5% increase in average fleet size offset in part by a decrease in utilization to 70% in 1997 from 72% in 1996. 8 Sales for the six months ended October 31, 1997, were $26,517,000, compared to $18,318,000, for the same period a year ago. During 1997, the Company focused on reducing its peak fleet as quickly as possible after the summer in order to reduce holding costs over the last six months of the fiscal year. Cost of Rentals as a percentage of Rental Revenue was 36% in 1997 and 1996. An increase in average revenue per day was offset by slightly lower fleet utilization. Cost of Sales as a percentage of Sales was 92% for the six months ended October 31, 1997 and 1996. A shift in mix toward lower margin Rental Vehicle Sales was offset by increased margins on New and Used as well as Rental Vehicle Sales. Interest Expense for the six months ended October 31, 1997, was $3,922,000 compared to $3,967,000 in 1996. Higher Rental Vehicle Financing was offset by lower average interest rates. Selling, General and Administrative Expenses as a percentage of Total Revenue was 19% in 1997 compared to 20% in 1996. Increased expenses were offset by increases in Rental and Sales Revenue. THREE MONTHS ENDED OCTOBER 31, 1997 AS COMPARED WITH THREE MONTHS ENDED OCTOBER 31, 1996 Rental Revenue for the quarter ended October 31, 1997 was $23,571,000 compared to $22,108,000 for the quarter ended October 31, 1996. This increase was due primarily to a 4% increase in average revenue per day and a 2% increase in revenue days. Revenue days increased due to an increase in utilization to 70% in 1997 from 68% in 1996. Sales for the quarter ended October 31, 1997 were $19,602,000 compared to $11,485,000 in 1996. During 1997, the Company focused on reducing its peak fleet as quickly as possible after the summer in order to reduce holding costs over the last six months of the fiscal year. Cost of Rentals as a percentage of Rental Revenue was 42% in 1997 compared to 41% in 1996. Economies generated by a slight increase in utilization were offset by slightly higher maintenance costs. Cost of Sales as a percentage of Sales was 95% in 1997 compared to 96% in 1996. A shift in mix toward lower margin Rental Vehicle Sales was offset by increased margins on New and Used as well as Rental Vehicle Sales. Interest Expense for the quarter ended October 31, 1997 was $1,991,000 compared to $2,076,000 in 1996. Lower interest rates were mostly offset by higher Rental Vehicle Financing during the period. Selling, General and Administrative Expenses as a percentage of Total Revenue was 16% in 1997 compared to 18% in 1996. Increased expenses were offset by increases in Rental and Sales Revenue. 9 PART II OTHER INFORMATION ITEM 1 LEGAL PROCEEDINGS Reference is made to Item 2, "Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations--Recent Developments--Contested Litigation" of Part I of this Report on Form 10-Q. ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS Reference is made to Item 2, "Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations--Recent Developments--Pending Merger" of Part I of this Report on Form 10-Q. ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K A. Exhibits 2.1* Plan and Agreement of Merger dated as of November 25, 1997, among Budget Group, Inc., CA Acquisition Corporation and Cruise America, Inc. (incorporated by reference to Exhibit 2.1 in the Company's Current Report on Form 8-K dated December 5, 1997 (the "Form 8-K")). 4.1* Form of Amendment No. 1 to Rights Agreement dated as of March 8, 1989 between Cruise America, Inc. and ChaseMellon Shareholder Services, LLC (formerly Mellon Securities Trust Company) (incorporated by reference to Exhibit 4.1 in the Form 8-K). 27.1 Financial Data Schedule (for SEC use only). 99.1* Press Release of Budget Group, Inc. dated November 25, 1997 (incorporated by reference to Exhibit 99.1 in the Form 8-K). B. Reports on Form 8-K During the quarter ended October 31, 1997, the Company filed a Current Report on Form 8-K dated October 3, 1997, concerning Item 5, with the Securities and Exchange Commission on October 13, 1997. * Incorporated by reference. 10 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 thereunto duly authorized. CRUISE AMERICA, INC. December 11, 1997 Eric R. Bensen --------------------------- Eric R. Bensen Vice President Chief Financial Officer December 11, 1997 Randall Smalley --------------------------- Randall Smalley President Chief Executive Officer 11 EX-27 2 ART. 5 FDS 2ND QUARTER 10-Q
5 1000 U.S. DOLLARS 6-MOS APR-30-1997 MAY-01-1997 OCT-31-1997 1 4,835 0 8,308 0 12,588 27,148 126,134 27,788 128,297 42,258 52,817 0 0 58 29,247 128,297 26,517 49,730 24,349 42,383 24,474 0 3,922 5,468 2,153 3,315 0 0 0 3,315 .56 .56
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