U.S. 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 August 22, 2005 (Date of earliest event reported) EACO CORPORATION (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 0-14311 59-2597349 (Commission File Number) (IRS Employer Identification No.) 2113 Florida Boulevard, Neptune Beach, FL 32266 (Address principal executive offices) (Zip Code) Registrant's telephone number, including area code (904) 249-4197 Item 2.01 Results of Operations and Financial Condition On August 22, 2005, the Company announced operating results for the second quarter of 2005. Item 9.01. Financial Statements and Exhibits (c) Exhibits. 99. Press Release dated August 22, 2005. 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. EACO Corporation Date: August 22, 2005 By: /s/ Edward B. Alexander Edward B. Alexander, President/ Chief Operating Officer EXHIBIT INDEX Exhibit No. 99.1 Press Release dated August 22, 2005 issued by EACO Corporation. Exhibit 99.1 Contact: FOR IMMEDIATE RELEASE Edward B. Alexander President (904) 249-4197 August 22, 2004 EACO CORPORATION REPORTS SECOND QUARTER RESULTS, SEEKS TO REDEPLOY CASH NEPTUNE BEACH, FLORIDA - EACO Corporation (OTCBB:EACO), today reported operating results for the second quarter and year to date periods ended June 29, 2005. Net income for the second quarter was $2,542,900 ($0.62 per share) compared to a net loss of $571,400 ($0.15 per share) for the same period in 2004. For the six months ended June 29, 2005, net income was $2,801,100 ($0.70 per share) compared to a net loss of $902,100 ($0.24 per share) for the same period in 2004. Loss from continuing operations for the second quarter was $36,300 ($0.01 per share) compared to $256,800 ($0.07 per share) in 2004. Loss from continuing operations for the six months ended June 29, 2005 was $285,300 ($0.08 per share) compared to $524,300 ($0.14 per share) in 2004. Income from discontinued operations, net of income tax benefit was $2,579,200 ($0.63 per share) for the second quarter of 2005 compared to a loss of $314,600 ($0.08 per share) in 2004. Income from discontinued operations for the six months ended June 29, 2005 was $3,086,400 ($0.78 per share) compared to a loss of $377,800 ($0.10 per share) in 2004. As previously announced, the Company sold all of its operating restaurants on June 30, 2005, the first day of the Company's third quarter. The operating results of these sold restaurants are reported as "Income or loss from discontinued operations." Results for the quarter and six months were impacted by income tax benefits totaling $3,061,800, including $213,200 from continuing operations and $2,848,600 from discontinued operations. As a result of the sale of its restaurants, the Company has approximately $10 million in cash, and is seeking business opportunities for strategic investment of these funds. The Company intends to pursue and consider any acquisitions or investments that it believes will maximize shareholder value. EACO Corporation Consolidated Results of Operations (Unaudited) For The Quarters Ended For The Six Months Ended -------------------------------------------------- June 29, June 30, June 29, June 30, 2005 2004 2005 2004 -------------------------------------------------- Revenues: Rental income $32,800 $32,800 $65,600 $65,600 ---------- ----------- ----------- ----------- Total revenues 32,800 32,800 65,600 65,600 ---------- ----------- ----------- ----------- Cost and expenses: Payroll and benefits 6,400 4,600 13,400 11,600 Depreciation and amortization 35,800 48,000 83,100 95,300 Other operating expenses 45,800 50,100 84,300 103,900 General and administrative expenses 190,200 180,400 365,200 354,100 ---------- ----------- ----------- ----------- Total costs and expenses 278,200 283,100 546,000 564,900 ---------- ----------- ----------- ----------- Loss from continuing operations (245,400) (250,300) (480,400) (499,300) Investment gain 2,100 10,800 2,100 10,800 Interest and other income 28,600 19,300 49,500 37,800 Interest expense (34,800) (36,600) (69,700) (73,600) ---------- ----------- ----------- ----------- Loss from continuing operations, before income taxes (249,500) (256,800) (498,500) (524,300) Income tax benefit 213,200 -- 213,200 -- ---------- ----------- ----------- ----------- Loss from continuing operations (36,300) (256,800) (285,300) (524,300) Income (loss) on discontinued operations, net of income tax benefit 2,579,200 (314,600) 3,086,400 (377,800) ---------- ----------- ----------- ----------- Net income (loss) attributable to common shareholders 2,542,900 (571,400) 2,801,100 (902,100) Cumulative preferred stock dividend (19,100) --- (38,300) --- ---------- ----------- ----------- ----------- Net income (loss) available for basic and diluted earnings (loss) per share $2,523,800 ($571,400) $2,762,800 ($902,100) ========== =========== =========== =========== Basic income (loss) per share Continuing operations ($0.01) ($0.07) ($0.08) ($0.14) Discontinued operations 0.66 (0.08) 0.79 (0.10) ---------- ----------- ----------- ----------- Net income (loss) $0.65 ($0.15) $0.71 ($0.24) ========== =========== =========== =========== Basic weighted average common shares outstanding 3,881,900 3,771,000 3,881,900 3,744,000 ========== =========== =========== =========== Diluted income (loss) per share Continuing operations ($0.01) ($0.07) ($0.08) ($0.14) Discontinued operations 0.63 (0.08) 0.78 (0.10) ---------- ----------- ----------- ----------- Net income (loss) $0.62 ($0.15) $0.70 ($0.24) ========== =========== =========== =========== Diluted weighted average common shares outstanding 4,072,900 3,771,000 3,972,800 3,744,000 ========== =========== =========== ===========