- --------------------------------------------------------------------------------
FORM 10-Q/A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------------
This Amendment No. 1 on Form 10-Q/A (this "Amendment") does not make any
substantive change to the Form 10-Q for the fiscal quarter ended June 30, 1996,
as electronically filed with the Commission on August 6, 1996 (the "Original
10-Q"). This Amendment has been filed because, due to clerical error, the
EDGARized Original 10-Q did not reflect the fact that the Original 10-Q had been
signed and dated at the time of its filing.
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 1996
-------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________________ to _______________
Commission file number: 0-27992
ELAMEX, S.A. de C.V.
(Exact name of registrant as specified in its charter)
Mexico Not Applicable
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
Avenida Insurgentes No. 4145-B Ote.
Cd. Juarez, Chihuahua Mexico C.P. 32340
(Address of principal executive offices) (Zip code)
(915) 774-8252
Registrant's telephone number, including area code
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 Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
The number of shares of Class I Common Stock, no par value of the
Registrant outstanding as of July 9, 1996 was:
7,400,000
- --------------------------------------------------------------------------------
<PAGE>
ELAMEX, S.A. DE C.V. AND SUBSIDIARIES
TABLE OF CONTENTS
Page No.
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Balance Sheets as of
June 30, 1996 and December 31, 1995...............................2
Consolidated Statements of Earnings for the thirteen and
twenty-six weeks ended June 30, 1996 and July 2, 1995...........3
Consolidated Statements of Cash Flows for the twenty-six
weeks ended June 30, 1996 and July 2, 1995......................4
Notes to Consolidated Financial Statements........................5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations...............................7
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders...............9
Item 6. Exhibits and Reports on Form 8-K.................................10
SIGNATURES...................................................................11
Page 1 of 12
<PAGE>
<TABLE>
<CAPTION>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
ELAMEX, S.A. DE C.V. AND SUBSIDIARIES
Consolidated Balance Sheets
(In U.S. Dollars)
June 30, December 31,
1996 1995
(unaudited)
----------- -------------
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 1,727,635 2,848,628
Receivables:
Trade accounts, less allowance for doubtful accounts 19,419,501 14,860,718
Other 1,445,445 831,740
---------- ----------
Total receivables 20,864,946 15,692,458
---------- ----------
Inventories, net 14,956,191 11,358,182
Prepaid expenses 491,904 686,766
---------- ----------
Total current assets 38,040,676 30,586,034
Property, plant and equipment, net 27,115,817 24,022,728
Other assets, net 320,417 501,726
----------- ----------
$65,476,910 55,110,488
========== ==========
Liabilities and Stockholders' Equity
Current liabilities:
Notes payable $ 3,000,000 2,000,000
Accounts payable 7,169,025 7,134,943
Accrued expenses 3,278,776 1,902,198
Current installments of long-term debt 401,159 2,691,054
Current obligations of capital leases 420,987 565,555
Taxes payable 1,100,357 861,797
---------- ----------
Total current liabilities 15,370,304 15,155,547
Subordinated debentures - 2,044,558
Long-term debt, excluding current installments 1,414,498 12,986,621
Capital lease obligations, excluding current obligations 82,594 181,062
Other liabilities 195,707 181,964
Deferred income taxes, net 3,013,850 1,364,407
---------- ----------
Total liabilities 20,076,953 31,914,159
Stockholders' equity:
Preferred stock - -
Common stock, 7,400,000 and 5,000,000 shares issued and
outstanding at June 30, 1996 and December 31, 1995 35,010,468 16,270,459
Retained earnings 10,389,489 6,925,870
---------- ----------
Total stockholders' equity 45,399,957 23,196,329
---------- ----------
Commitments and contingencies - -
$65,476,910 55,110,488
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
Page 2 of 12
<PAGE>
<TABLE>
<CAPTION>
ELAMEX, S.A. DE C.V. AND SUBSIDIARIES
Consolidated Statements of Earnings
(In U. S. Dollars)
(Unaudited)
13 weeks ended 26 weeks ended
------------------------------ ------------------------------
June 30, July 2, June 30, July 2,
1996 1995 1996 1995
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Net sales $ 30,924,505 24,130,740 56,261,707 49,077,895
Cost of sales 25,681,125 20,504,864 47,165,533 41,843,253
---------- ---------- ---------- ----------
Gross profit 5,243,380 3,625,876 9,096,174 7,234,642
---------- ---------- ---------- ----------
Operating expenses:
General and administrative 1,856,499 1,244,776 3,355,860 2,653,153
Selling 162,777 149,864 333,715 319,479
---------- ---------- ---------- ----------
Total operating expenses 2,019,276 1,394,640 3,689,575 2,972,632
---------- ---------- ---------- ----------
Operating income 3,224,104 2,231,236 5,406,599 4,262,010
---------- ---------- ---------- ----------
Other income (expense):
Interest income 42,827 378,085 101,637 639,538
Interest expense (126,890) (545,203) (635,589) (1,059,633)
Other, net (36,614) 669,092 452,720 92,969
---------- ---------- ---------- ----------
Total other income (expense) (120,677) 501,974 (81,232) (327,126)
---------- ---------- ---------- ----------
Income before income taxes 3,103,427 2,733,210 5,325,367 3,934,884
Income tax provision 1,084,958 672,231 1,861,748 967,981
---------- ---------- ---------- ----------
Net income 2,018,469 2,060,979 3,463,619 2,966,903
========== ========== ========== ==========
Net income per common share 0.27 0.39 0.54 0.56
Weighted average shares outstanding 7,400,000 5,000,000 6,358,242 5,000,000
========== ========== ========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
Page 3 of 12
<PAGE>
<TABLE>
<CAPTION>
ELAMEX, S.A. DE C.V. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In U.S. Dollars)
(Unaudited)
26 weeks ended
-----------------------------
June 30, July 2,
1996 1995
-------------- --------------
<S> <C> <C>
Cash flows provided by operating activities:
Net income $ 3,463,619 2,966,903
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation and amortization 1,423,840 1,162,262
Allowance for doubtful trade accounts receivable 9,019 38,122
Allowance for excess and obsolete inventory 37,073 412,930
Deferred income taxes, net 1,649,443 706,865
(Gain) loss on disposal of equipment - (2,414)
Change in assets and liabilities:
Increase in trade accounts receivable (4,567,802) (1,061,559)
Increase in other receivables (613,705) (117,145)
Increase in inventories (3,635,082) (4,806,767)
(Increase) decrease in prepaid expenses 194,862 (88,086)
(Increase) decrease in other assets 7,164 (73,696)
Increase in accounts payable 34,082 814,630
Increase in accrued expenses and taxes
payable 1,615,138 888,890
Increase (decrease) in other liabilities 13,743 (22,708)
-------------- ---------
Net cash provided (used) by operating activities (368,606) 818,227
-------------- ---------
Cash flows used by investing activities:
Purchase of property, plant and equipment (4,342,784) (1,496,949)
Proceeds from disposal of equipment - 16,771
-------------- ----------
Net cash used by investing activities (4,342,784) (1,480,178)
-------------- ----------
Cash flows provided by financing activities:
Net increase in notes payable 1,000,000 3,000,000
Proceeds from long-term debt - 1,100,000
Repayment of long-term debt (15,906,576) (1,133,333)
Principal repayments of capital lease obligations (243,036) (319,235)
Proceeds from sale of stock, net 18,740,009 -
-------------- ----------
Net cash provided by financing activities 3,590,397 2,647,432
-------------- ----------
Net increase (decrease) in cash and cash equivalents (1,120,993) 1,985,481
Cash and cash equivalents, beginning of period 2,848,628 1,694,987
-------------- ----------
Cash and cash equivalents, end of period $ 1,727,635 3,680,468
============== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
Page 4 of 12
<PAGE>
ELAMEX, S.A. DE C.V. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(In U.S. Dollars)
June 30, 1996
(1) General
The financial statements of Elamex, S.A. de C.V. and subsidiaries ("Elamex"
or the "Company") are unaudited and certain information and footnote disclosures
normally included in financial statements have been omitted. While the
management of the Company believes that the disclosures presented are adequate,
interim financial statements should be read in conjunction with the financial
statements and notes included in the Company's 1995 annual report on Form 10-K.
In the opinion of management, the accompanying unaudited financial
statements contain all normal recurring adjustments necessary for a fair
presentation of the Company's financial statements for the interim period. The
results of operations for the thirteen-week and twenty-six-week period ended
June 30, 1996 are not necessarily indicative of the results to be expected for
the entire year.
(2) Inventories
Inventories consist of the following:
June 30, December 31,
1996 1995
------------ ------------
Raw materials $ 12,261,861 8,717,922
Work-in-process 2,433,021 2,286,032
Finished goods 1,769,749 1,825,595
---------- ---------
16,464,631 12,829,549
Reserve for excess and obsolete inventory (1,508,440) (1,471,367)
---------- ----------
$ 14,956,191 11,358,182
=========== ==========
(3) Purchase of property and plant
During May 1996, the Company exercised an option to purchase from a related
party two manufacturing facilities, located in Torreon and Chihuahua, Mexico.
The purchase price of approximately $3,100,000 represents the fair market value
as determined by an independent appraiser. The Company has a manufacturing
operation in the Torreon facility and intends to establish an operation at the
Chihuahua facility.
(4) Sale of Common Stock and Long-Term Debt
Effective March 19, 1996, the Company completed a public offering of
2,400,000 shares of Class I, no par value, common stock. The shares are traded
on the NASDAQ National Market. The total amount of common stock outstanding
after the offering is 7,400,000 shares. Upon completion of the offering, Accel,
S.A. de C.V. ("Accel") remained the Company's majority stockholder; accordingly,
Accel has the ability to elect a majority of the Company's directors, subject to
certain limitations, and will continue to control the Company. Proceeds from the
public offering, net of expenses of $2,900,000, were approximately $18,700,000.
During March 1996, the Company used proceeds from its initial public
offering to pay approximately $15,900,000 of long-term debt and subordinated
debentures, including accrued interest. The only long-term debt agreement that
was not paid is a note payable to a financing corporation, due August 30, 1999
and bearing interest at a rate of 13.64% per annum. The balance outstanding at
June 30, 1996 was $1,815,657. Prepayment of this note is subject to penalty.
(5) Stockholders' Equity
On April 18, 1996, at the Company's annual stockholders' meeting, $897,406
of retained earnings was reserved for the future repurchase and cancellation of
outstanding common stock.
Page 5 of 12
<PAGE>
ELAMEX, S.A. DE C.V. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(In U.S. Dollars)
June 30, 1996
(6) Foreign Currency Translation
Included in "other" on the accompanying consolidated statements of
operations are foreign exchange gains of $309,551 and $131,133 for the quarters
ended June 30, 1996 and July 2, 1995, respectively. Assets and liabilities
denominated in pesos are summarized as follows in U.S. dollars:
June 30, December 31,
1996 1995
------------ ------------
Cash and cash equivalents $ 802,547 73,000
Other receivables 1,119,426 585,491
Prepaid expenses 85,883 363,796
Other assets, net 72,252 42,905
Accounts payable (459,756) (101,662)
Accrued expenses (2,215,885) (961,973)
Other Liabilities (195,707) (598,257)
---------- --------
Net non-U.S. currency position $ (791,240) (596,700)
========== ========
(7) Income Taxes
Pursuant to Statement of Financial Accounting Standards No. 109, Accounting
for Income Taxes ("FAS 109"), the Company has estimated income taxes using an
expected effective tax rate of 21.8% for the twelve months ended December 31,
1996. The actual effective tax rate for the year ended December 31, 1996 may
differ from that used to estimate taxes at June 30, 1996.
(8) Earnings per Share
Earnings per share of common stock ("EPS") for the twenty-six weeks ended
June 30, 1996 was calculated using the weighted average of common shares
outstanding. EPS for the same period ended July 2, 1995 were calculated using
the number of common shares outstanding immediately prior to the same date of
the stock sale. The weighted average number of shares outstanding for the
thirteen-week period ended June 30, 1996 was 7,400,000, and the number of shares
used to determine EPS at July 2, 1995 was 5,000,000. Amounts attributed to the
rights of holders of senior securities of $166,006 and $109,552 were deducted
from net income in arriving at the earnings per share amount for the twenty-six
weeks and thirteen weeks ended July 2, 1995, respectively. There were no amounts
attributable to the rights of senior securities for the thirteen weeks ended
June 30, 1996.
Page 6 of 12
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
General
The following table sets forth income statement data as a percentage of net
sales, derived from Consolidated Financial Statements included elsewhere herein,
for each period indicated, unless otherwise indicated.
<TABLE>
<CAPTION>
Percentage of Net Sales
Thirteen weeks ended, Twenty-six weeks ended,
----------------------- -----------------------
June 30, July 2, June 30, July 2,
1996 1995 1996 1995
(unaudited) (unaudited) (unaudited) (unaudited)
<S> <C> <C> <C> <C>
Net sales. . . . . . . . . . . . . . . . . . . . . . . . 100.0% 100.0% 100.0% 100.0%
Cost of sales. . . . . . . . . . . . . . . . . . . . . . 83.0 85.0 83.8 85.3
Gross profit . . . . . . . . . . . . . . . . . . . . . . 17.0 15.0 16.2 14.7
Selling, general and administrative expenses . . . . . . 6.5 5.8 6.6 6.1
Operating income . . . . . . . . . . . . . . . . . . . . 10.4 9.2 9.6 8.7
Other income (expense), net. . . . . . . . . . . . . . . (0.4) 2.1 (0.1) (0.7)
Income before income taxes . . . . . . . . . . . . . . . 10.0 11.3 9.5 8.0
Income tax provision . . . . . . . . . . . . . . . . . . 3.5 2.8 3.3 2.0
Net income (loss). . . . . . . . . . . . . . . . . . . . 6.5 8.5 6.2 6.0
</TABLE>
Net Sales. Net sales for the thirteen weeks ended June 30, 1996 increased
28.2% to $30.9 million from $24.1 million in the comparable period of 1995. Net
sales also increased in the twenty-six week period ended June 30, 1996 by 14.6%
to $56.2 million compared with $49.0 million in the comparable period of 1995.
For the thirteen weeks ended June 30, 1996, the Company's sales mix changed from
that of the comparable period of 1995, as turnkey sales increased. Also, sales
mix changed due to an increase in both assembly and turnkey sales in the
twenty-six weeks ended June 30, 1996, although the change was less significant
than the change that occurred during the thirteen-week period ended June 30,
1996.
Gross Profit. Gross profit increased 44.6% to $5.2 million in the thirteen
weeks ended June 30, 1996, compared to $3.6 million for the same period of the
prior year. Gross profit increased 25.7% to $9.1 million in the twenty-six weeks
ended June 30, 1996, compared to $7.2 million for the twenty-six weeks ended
July 2, 1995. Gross profit as a percentage of net sales ("Gross Margin")
increased to 17.0% in the thirteen weeks ended June 30, 1996, from 15% for the
thirteen weeks ended July 2, 1995; and to 16.2% in the twenty-six weeks ended
June 30, 1996, from 14.7% for the comparable period of 1995. These increases
were due primarily to economies of scale in utilization of the Company's
manufacturing facilities.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses increased 44.8% to $2.0 million, or 6.5% of net sales,
in the thirteen weeks ended June 30, 1996, as compared to $1.4 million, or 5.8%
of net sales, in the thirteen weeks ended July 2, 1995. Selling, general and
administrative expenses increased 24.1% to $3.7 million, or 6.6% of net sales in
the twenty-six weeks ended June 30, 1996, as compared to $3.0 million, or 6.1%
of net sales in the twenty-six weeks ended July 2, 1995. This increase resulted
in part from an increase in costs associated with personnel restructuring in
several departments, in addition to an increase in other corporate expenses.
Operating Income. Operating income increased by 44.5% to $3.2 million, or
10.4% of net sales, in the thirteen weeks ended June 30, 1996, from $2.2
million, or 9.2% of net sales, in the thirteen weeks ended July 2, 1995. This
item also increased by 26.9% to $5.4 million, or 9.6% of net sales, in the
twenty-six weeks ended June 30, 1996 from $4.3 million, or 8.7% of net sales, in
the comparable period of 1995. These increases were attained as a result of the
above factors, the most significant of which were the net sales increase,
changes in sales mix and the economies of scale described under "-Gross Profit."
Page 7 of 12
<PAGE>
Other income (expense), net. Interest and other expenses were ($0.1)
million or (0.4%) of sales for the thirteen weeks ended June 30, 1996, compared
with $0.5 million or 2.1% of net sales, in the thirteen weeks ended July 2,
1995. Interest and other expenses were ($0.1) million or (0.1%) of sales for
twenty-six weeks ended June 30, 1996, compared with ($0.3) million or (0.7%) of
net sales, in the twenty-six weeks ended July 2, 1995. This decrease resulted
principally from a translation loss on a foreign currency net asset position in
the first quarter of 1995. Other factors contributing to the decrease were
decreased borrowings and lower interest rates as compared with the same period
of the prior year.
Income tax. Income tax expense increased to $1.1 million, or 3.5% of net
sales for the thirteen weeks ended June 30, 1996, from $0.7 million or 2.8% of
net sales for the thirteen weeks ended July 2, 1995; Income tax expense
increased to $1.9 million, or 3.3% of sales for the twenty-six weeks ended June
30, 1996, from $1.0 million or 2.0% for the comparable period in 1995. The lower
effective tax rate for the twenty-six weeks ended July 2, 1995 was due to the
utilization of net operating losses. There were no remaining net operating
losses available to be utilized during the twenty-six weeks ended June 30, 1996.
Liquidity and Capital Resources
During the twenty-six weeks ended June 30, 1996, the Company had gross
operating funds flow of $6.5 million which consisted of net income of $3.5
million plus depreciation and amortization of $1.4 million and deferred taxes of
$1.6 million; this funds flow financed an increase in trade accounts receivable
of $4.5 million, inventories of $3.6 million and other current assets of $0.4
million offset by an increase in accrued expenses of $1.6 million, resulting in
net cash used by operations of ($0.4) million. The increases in accounts
receivable and inventories arose almost entirely from the Company's increased
net sales during the period. Cash used by operations plus the issuance of notes
payable of $1.0 million and proceeds from its initial public offering of
approximately $18.7 million allowed the Company to pay down $16.1 million of
indebtedness and to invest $4.3 million in property, plant and equipment.
The Company had the following lines of credit and outstanding borrowings at
June 30, 1996:
<TABLE>
<CAPTION>
Amount Interest
Lender or Outstanding at Rate at
Class of Securities Type June 30, 1996 June 30, 1996 Maturity Date
------------------- ---- -------------- ------------- -------------
<S> <C> <C> <C> <C>
Comerica Bank $10 million Line of Credit $ 3,000,000 8.75% May 1, 1998
Bank of America
N.T. & S.A. $7 million Line of Credit - 8.72 July 15, 1996
Confia S.A. $2.2 million Line of Credit - 9.09 January 8, 1997
AT&T Credit
Corporation Term Loan 1,815,657 13.64 August 30, 1999
----------
Total $ 4,815,657
</TABLE>
Under its several credit agreements, Elamex has committed to maintain: (a)
a debt service coverage ratio of 1.3, (b) a current ratio no lower than 1.25,
(c) a leverage ratio (defined as the ratio of senior indebtedness to the sum of
capital plus subordinated indebtedness) no greater than 1.5 and (d) equity plus
subordinated indebtedness of no less than $18 million. The Company may not
invest in or advance significant amounts to other companies that are not a party
to one of the debt agreements. At June 30, 1996 the Company was in compliance
with all material covenants related to its debt obligations.
Page 8 of 12
<PAGE>
PART II
OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
The Company's annual General Ordinary Stockholders' Meeting was held on
April 18, 1996. At the meeting the following items were voted upon and passed:
(i) a resolution approving the Audited Financial Statements and Statutory
Auditor's Report for the fiscal year ended December 31, 1995 and ratifying,
confirming and approving all actions taken by the Board of Directors during
1995; (ii) a resolution dealing with the application of net income in accordance
with Mexican law and the Company's By-Laws, in which $897,406 was applied to the
stock repurchase fund; (iii) a resolution to elect Directors and the Statutory
Auditor; (iv) a resolution appointing KPMG Peat Marwick LLP to be the Company's
independent auditors for the fiscal year that will end on December 31, 1996; and
(v) a resolution approving payment of fees to the Board of Directors and the
Statutory Auditor. Each of these resolutions received 4,250,000 votes in favor
of passage. There were 3,150,000 abstentions. No negative votes, no withheld
votes and no broker non-votes were recorded.
The following nominees were elected to serve as Directors until the next
annual General Ordinary Stockholders' Meeting. Voting for Directors was as
follows:
Nominee For Abstaining
---------------------------------------------------------------------
Eloy S. Vallina 4,250,000 3,150,000
Federico Barrio 4,250,000 3,150,000
Jesus Alvarez-Morodo 4,250,000 3,150,000
Hector M. Raynal 4,250,000 3,150,000
Jesus E. Vallina 4,250,000 3,150,000
Rafael Vallina 4,250,000 3,150,000
Eduardo L. Gallegos 4,250,000 3,150,000
Robert J. Whetten 4,250,000 3,150,000
Charles H. Dodson 4,250,000 3,150,000
Antonio L. Elias 4,250,000 3,150,000
Jerry W. Neely 4,250,000 3,150,000
Page 9 of 12
<PAGE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Description
------- -----------
3 Estatutos Sociales (By-Laws) of the Registrant (including English
translation).*
10.1 Modification Agreement Between Fonlyser, S.A. and Accel, S.A. de
C.V., with a translation in English, and subsequent modification
letter, with a translation in English.*
10.2 Credit Agreement with Confia, S.A., with a summary in English, and
renewal letter, with a translation in English.*
10.3 Revolving Credit Agreement with Comerica Bank.*
10.4 Contract for the Opening of Credit with Bancomer, S.A., with a
summary of subsequent modifications in English.*
10.5 Tax Sharing Agreement between Accel, S.A. de C.V. and Elamex, S.A.
de C.V.*
10.6 Lease of Elamex de Juarez Plant #3, with a translation in English.*
10.7 Lease of Elamex de Juarez Plant #4, with a translation in English.*
10.8 Lease of Elamex de Juarez Plant #5, with a translation in English.*
10.9 Lease of Elamex de Juarez Plant #9.*
10.10 Lease of Elamex de Nuevo Laredo Plant.*
10.11 Lease of Elamex de Torreon Plant.*
10.12 Executive Phantom Stock Plan.*
* Filed as an exhibit to the Company's Registration Statement on Form S-1, File
No. 333-01768
(b) No reports on Form 8-K were filed during the period covered by this
report.
Page 10 of 12
<PAGE>
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, in Ciudad Juarez, Chihuahua, Mexico.
ELAMEX, S.A. de C.V.
Date: August 6, 1996 By: /s/Hector M. Raynal
---------------- --------------------------------------
Hector M. Raynal
President and Chief Executive Officer
(Duly Authorized Officer)
Date: August 6, 1996 By: /s/ Salvador Almeida
---------------- --------------------------------------
Salvador Almeida
Vice President of Finance and Chief
Financial Officer
(Principal Financial Officer)
Page 11 of 12
<PAGE>
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, in Ciudad Juarez, Chihuahua, Mexico.
ELAMEX, S.A. de C.V.
Date: August 23, 1996 By: /s/Hector M. Raynal
----------------- -------------------------------------
Hector M. Raynal
President and Chief Executive Officer
(Duly Authorized Officer)
Date: August 23, 1996 By: /s/ Salvador Almeida
----------------- -------------------------------------
Salvador Almeida
Vice President of Finance and Chief
Financial Officer
(Principal Financial Officer)
Page 12 of 12
<PAGE>
