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Previous: INTELIDATA TECHNOLOGIES CORP, 10-Q/A, 1997-05-14 |
Next: JAVELIN SYSTEMS INC, 10QSB, 1997-05-14 |
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
- --- ACT OF 1934 For the quarterly period ended March 30, 1997.
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 No. 333-11801 (Aetna Industries, Inc.)
Commission File No. 333-11801-01 (M.S. Acquisition Corp.)
AETNA INDUSTRIES, INC.
M.S. ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
Delaware 38-200-7550/13-3379803
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
24331 Sherwood Avenue, P.O. Box 3067, Centerline, Michigan 48015-0067
- --------------------------------------------------------------------------------
(Address of principal executive officer) (Zip Code)
Registrant's telephone number, including area code (810) 759-2200
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
---- ----
<PAGE> 2
TABLE OF ADDITIONAL REGISTRANTS
NONE
The principal executive offices and telephone number of each co-registrant is
as specified on the cover page.
2
<PAGE> 3
INDEX
<TABLE>
<CAPTION>
PART I FINANCIAL INFORMATION PAGE
<S> <C> <C>
Item 1. FINANCIAL STATEMENTS OF AETNA INDUSTRIES, INC.
Condensed Consolidated Balance Sheets - 4
March 30, 1997 and December 29, 1996
Consolidated Statements of Income 5
Three months ended March 30, 1997 and
March 31, 1996
Consolidated Statements of Cash Flows - 6
Three months ended March 30, 1997
and March 31, 1996
Notes to Consolidated Financial Statements 7
FINANCIAL STATEMENTS OF MS ACQUISITION CORP.
Condensed Consolidated Balance Sheets - 8
March 30, 1997 and December 29, 1996
Consolidated Statements of Income 9
Three months ended March 30, 1997 and
March 31, 1996
Consolidated Statements of Cash Flows - 10
Three months ended March 30, 1997
and March 31, 1996
Notes to Consolidated Financial Statements 11
Item 2. Management's Discussion and Analysis of 13
Financial Condition and Results of Operations
PART II OTHER INFORMATION AND SIGNATURE 16
EXHIBIT INDEX 18
</TABLE>
3
<PAGE> 4
AETNA INDUSTRIES, INC.
(A WHOLLY-OWNED SUBSIDIARY OF
MS ACQUISITION CORP.)
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
MARCH 30, 1997 DECEMBER 29, 1996
(UNAUDITED)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash $ 35 $ 4,011
Accounts receivable (less allowance for doubtful
accounts of $523 and $510, respectively) 48,544 32,753
Inventories, including tooling 14,508 10,348
Other current assets 936 969
---------- -----------
Total current assets 64,023 48,081
---------- -----------
Property, plant and equipment, net 50,925 49,434
Deferred costs and other assets 5,778 5,769
Cost in excess of net assets acquired 25,573 25,774
---------- -----------
$ 146,299 $ 129,058
========== ===========
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES:
Accounts payable $ 35,715 $ 24,958
Accrued expenses 14,398 12,104
Current portion of long-term debt 3,117
---------- -----------
Total current liabilities 53,230 37,062
---------- -----------
Long-term debt, less current portion 85,000 85,000
Deferred income taxes 8,146 8,136
Stockholder's equity
Common stock - $.01 par value; 1,000 issued
and outstanding
Contributed capital 9,024 9,024
Retained earnings (accumulated deficit) (9,101) (10,164)
---------- -----------
(77) (1,140)
---------- -----------
$ 146,299 $ 129,058
========== ===========
</TABLE>
See accompanying notes to unaudited condensed consolidated financial
statements.
4
<PAGE> 5
AETNA INDUSTRIES, INC.
(A WHOLLY-OWNED SUBSIDIARY OF
MS ACQUISITION CORP.)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 30, MARCH 31,
1997 1996
(UNAUDITED)
<S> <C> <C>
Net sales $ 55,097 $ 53,993
Cost of sales 46,975 47,274
Selling, general and administrative expenses 3,829 3,410
--------- ---------
Operating income 4,293 3,309
--------- ---------
Interest expense, net 2,561 2,040
--------- ---------
Income before income taxes 1,732 1,269
--------- ---------
Income tax provision 669 552
--------- ---------
Net income $ 1,063 $ 717
========= =========
</TABLE>
See accompanying notes to unaudited condensed consolidated financial
statements.
5
<PAGE> 6
AETNA INDUSTRIES, INC.
(A WHOLLY-OWNED SUBSIDIARY OF
MS ACQUISITION CORP.)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 30, MARCH 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,063 $ 717
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 1,823 1,784
Deferred interest 1,025
Deferred income taxes 10
Changes in other assets and liabilities (6,867) (4,314)
-------- ---------
Net cash used by operating activities (3,971) (788)
-------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment (3,005) (627)
Disposals of property, plant and equipment (117) (55)
-------- ---------
Net cash used for investing activities (3,122) (682)
-------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in line of credit 3,117 2,429
Repayment of long-term debt (1,250)
-------- ---------
Net cash provided by financing 3,117 1,179
-------- ---------
Decrease in cash (3,976) (291)
Cash - beginning of year 4,011 291
-------- ---------
Cash - end of period $ 35 $ -
======== =========
</TABLE>
See accompanying notes to unaudited condensed consolidated financial
statements.
6
<PAGE> 7
AETNA INDUSTRIES, INC.
(A WHOLLY-OWNED SUBSIDIARY OF
MS ACQUISITION CORP.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS)
(UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements of
Aetna Industries, Inc. (Aetna) have been prepared in accordance with Rule
10-01 of Regulation S-X and do not include all the information and notes
required by generally accepted accounting principles for complete financial
statements. All adjustments, which include only normal recurring
adjustments that are, in the opinion of management, necessary for a fair
presentation of the results of the interim periods have been made. The
results of operations for such interim periods are not necessarily
indicative of results of operations for a full year. The unaudited
condensed consolidated financial statements should be read in conjunction
with Aetna's consolidated financial statements and notes thereto for the
year ended December 29, 1996.
2. INVENTORIES
Inventories are comprised of the following:
<TABLE>
<CAPTION>
MARCH 30, DECEMBER 29,
1997 1996
<S> <C> <C>
Inventories valued at LIFO
Raw materials $ 1,598 $ 1,758
Work in progress 3,085 3,458
Finished goods 2,025 2,195
--------- ---------
6,708 7,411
LIFO reserve (335) (335)
--------- ---------
Inventories valued at FIFO 6,376 7,076
--------- ---------
Tooling 6,647 1,592
Purchased parts and expenses 1,488 1,680
--------- ---------
Total inventories and tooling $ 14,508 $ 10,348
========= =========
</TABLE>
3. STOCKHOLDER'S EQUITY
<TABLE>
<CAPTION>
RETAINED
EARNINGS TOTAL
CONTRIBUTED (ACCUMULATED STOCKHOLDER'S
CAPITAL DEFICIT) EQUITY
<S> <C> <C> <C>
Balance at December 29, 1996 $ 9,024 $ (10,164) $ (1,140)
Net income 1,063 1,063
---------- --------- --------
Balance at September 29, 1996 $ 9,024 $ (9,101) $ (77)
========== ========= ========
</TABLE>
7
<PAGE> 8
MS ACQUISITION CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
MARCH 30, 1997 DECEMBER 29, 1996
(UNAUDITED)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash $ 35 $ 4,011
Accounts receivable (less allowance for doubtful
accounts of $523 and $510, respectively) 46,570 32,113
Inventories, including tooling 14,508 10,348
Other current assets 936 969
----------- -----------
Total current assets 62,049 47,441
----------- -----------
Property, plant and equipment, net 50,925 49,434
Deferred costs and other assets 5,778 5,769
Cost in excess of net assets acquired 25,573 25,774
----------- -----------
$ 144,325 $ 128,418
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 35,725 $ 24,958
Accrued expenses 14,516 12,361
Current portion of long-term debt 4,499 2,427
----------- -----------
Total current liabilities 54,740 39,746
----------- -----------
Long-term debt, less current portion 85,000 85,000
Junior subordinated debentures 6,802 6,802
Deferred income taxes 8,146 8,136
Redeemable preferred stock
Series A - $100 stated value;
121,380 and 114,967 shares issued and outstanding 12,138 11,979
Series B - $100 stated value; 2,000,000 shares authorized
Stockholders' Equity
Class A, common stock - $.01 par value, 5,000,000
shares authorized, 525,000 and
issued and outstanding 4 4
Class B, common stock - $.01 par value, 5,000,000
shares authorized, 516,590
shares issued and outstanding 5 5
Additional paid-in capital 15,340 15,509
Accumulated deficit (30,574) (31,487)
Fair market value in excess of historical cost of net
assets acquired from entities partially under
common control (7,276) (7,276)
----------- -----------
(22,501) (23,245)
----------- -----------
$ 144,325 $ 128,418
=========== ===========
</TABLE>
See accompanying notes to unaudited condensed consolidated financial
statements.
8
<PAGE> 9
MS ACQUISITION CORP.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 30, MARCH 31,
1997 1996
(UNAUDITED)
<S> <C> <C>
Net sales $ 55,097 $ 53,993
Cost of sales 46,975 47,274
Selling, general and administrative expenses 3,833 3,410
--------- ---------
Operating income 4,289 3,309
--------- ---------
Interest expense, net 2,800 2,040
--------- ---------
Income before income taxes 1,489 1,269
--------- ---------
Income tax provision 576 552
--------- ---------
Net income before preferred stock dividend 913 $ 717
--------- =========
Preferred stock dividend requirements (169)
---------
Net income available for common stockholders $ 744
=========
</TABLE>
See accompanying notes to unaudited condensed consolidated financial
statements.
9
<PAGE> 10
MS ACQUISITION CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 30, MARCH 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 913 $ 717
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 1,823 1,784
Deferred interest 1,025
Deferred income taxes 10
Changes in other assets and liabilities (5,672) (4,314)
-------- --------
Net cash used for operating activities (2,926) (788)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment (3,005) (627)
Disposals of property, plant and equipment (117) (55)
-------- --------
Net cash used for investing activities (3,122) (682)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of long-term debt and junior subordinated debentures (1,045) (1,250)
Net increase in line of credit 3,117 2,429
-------- --------
Net cash provided by (used for) financing 2,072 1,179
-------- --------
Net decrease in cash (3,976) (291)
Cash - beginning of year 4,011 291
-------- --------
Cash - end of period $ 35 $ -
======== ========
</TABLE>
See accompanying notes to unaudited condensed consolidated financial
statements.
10
<PAGE> 11
MS ACQUISITION CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS)
(UNAUDITED)
1. BASIS OF PRESENTATION
MS Acquisition Corp. (MS Acquisition) was formed primarily for the purpose
of purchasing Aetna Industries, Inc. (Aetna). It does not have any
significant assets or liabilities, other than preferred stock, junior
subordinated debentures and accruals.
The accompanying unaudited condensed consolidated financial statements of
MS Acquisition have been prepared in accordance with Rule 10-01 of
Regulation S-X and do not include all the information and notes required by
generally accepted accounting principles for complete financial statements.
All adjustments, which include only normal recurring adjustments that are,
in the opinion of management, necessary for a fair presentation of the
results of the interim periods have been made. The results of operations
for such interim periods are not necessarily indicative of results of
operations for a full year. The unaudited condensed consolidated financial
statements should be read in conjunction with MS Acquisition's consolidated
financial statements and notes thereto for the year ended December 29,
1996.
2. INVENTORIES
Inventories are comprised of the following:
<TABLE>
<CAPTION>
MARCH 30, DECEMBER 29,
1997 1996
<S> <C> <C>
Inventories valued at LIFO
Raw materials $ 1,598 $ 1,758
Work in progress 3,085 3,458
Finished goods 2,025 2,195
--------- ---------
6,708 7,411
LIFO reserve (335) (335)
---------- ---------
Inventories valued at FIFO 6,376 7,076
--------- ---------
Tooling 6,647 1,592
Purchased parts and expenses 1,488 1,680
--------- ---------
Total inventories and tooling $ 14,508 $ 10,348
========= =========
</TABLE>
11
<PAGE> 12
MS ACQUISITION CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS)
(UNAUDITED)
3. STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
FAIR MARKET
VALUE IN
EXCESS OF
RETAINED HISTORICAL
CLASS A CLASS B ADDITIONAL EARNINGS COST OF TOTAL
COMMON COMMON PAID IN (ACCUMULATED NET ASSETS STOCKHOLDERS'
STOCK STOCK CAPITAL DEFICIT) ACQUIRED EQUITY
<S> <C> <C> <C> <C> <C> <C>
Balance at December 29, 1996 $ 5 $ 4 $ 15,509 $ (31,487) $ (7,276) $ 23,245
Net income 913 913
Dividends on redeemable
preferred stock (169) (169)
------- ----- -------- ---------- --------- ----------
Balance at March 30, 1997 $ 5 $ 4 $ 15,340 $ (30,574) $ (7,276) $ (22,501)
======= ===== ======== ========== ========= ==========
</TABLE>
12
<PAGE> 13
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, Aetna and MS
Acquisition's statement of operations expressed as a percentage of net sales.
This table and subsequent discussions should be read in conjunction with the
condensed consolidated financial statements and related notes thereto of Aetna
and MS Acquisition included elsewhere. MS Acquisition was formed primarily for
the purpose of purchasing Aetna and it does not have any significant assets or
liabilities, other than preferred stock, junior subordinated debentures and
accruals. Similarly, it does not have any incremental net sales or significant
expenses, other than the interest expense associated with the junior
subordinated debentures and the related income tax benefit.
AS A PERCENTAGE OF NET SALES
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 30, 1997 MARCH 31,1996
MS AETNA/MS
AETNA ACQUISITION ACQUISITION
<S> <C> <C> <C>
Net sales 100.0% 100.0% 100.0%
Cost of sales 85.3 85.3 87.6
Gross profit 14.7 14.7 12.4
SG&A expense 6.9 6.9 6.3
Operating profit 7.8 7.8 6.1
Interest expense 5.0 4.7 3.8
Income tax provision 1.1 1.2 1.0
---- ---- ----
Net income 1,7% 1.9% 1.3%
==== ==== ====
</TABLE>
THREE MONTHS ENDED MARCH 30, 1997 COMPARED TO THE THREE MONTHS ENDED MARCH 31,
1996
NET SALES: Net sales for Aetna and MS Acquisition for the first quarter of
1997 were $55.1 million, or 2.0% higher than first quarter 1996 sales of $54.0
million. Production sales of $53.8 million in the first quarter 1997 were up
$3.5 million from $50.3 million in the first quarter of 1996, while tooling and
prototype sales were down $2.4 million for the same period. Production sales
were favorably impacted by the addition of several jobs in the fourth quarter
of 1996 and the first quarter of 1997. Tooling sales of $3.7 million in the
first quarter of 1996 included GM full-size car tooling of $2.0 million.
GROSS PROFIT: Aetna's and MS Acquisition's gross profit was $8.1 million, or
14.7% of net sales, for the first quarter of 1997, compared to $6.7 million or
12.4% of net sales, for the first quarter of 1996. Cost reduction programs
implemented in the fourth quarter of 1996 resulted in a 4.5% reduction of
tooling costs as a percentage of sales for the first quarter of 1997.
13
<PAGE> 14
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (CONTINUED)
SELLING, GENERAL AND ADMINISTRATIVE ("SG&A") EXPENSES: SG&A expenses for Aetna
and MS Acquisition for the first quarter 1997 of $3.8 million, or 6.9% of
sales, were up 12.3% from $3.4 million, or 6.3% of sales, for the same period
of 1996.
INTEREST EXPENSE: Aetna's interest expense for the first quarter of 1997 was
$2.6 million, or 4.7% of net sales, compared to $2.0 million or 3.8% of net
sales in the same period in the prior year. Interest expense was impacted by
higher levels of debt outstanding. MS Acquisition also had additional interest
expense of $0.2 million of interest expense, or 0.3% of sales, which is
attributed to the junior subordinated debentures.
INCOME TAXES: The income tax provision for Aetna in the first quarter of 1997
was $0.7 million with an effective rate of 38.6% as compared to a provision of
$0.5 million with an effective tax rate of 43.5% in the same period in the
prior year. The income tax provision for MS Acquisition in the first quarter
of 1997 was $0.6 million with an effective rate of 38.6% as compared to a
provision of $0.5 million with an effective tax rate of 43.5% in the same
period in the prior year. The effective rates in both periods and for both
Aetna and MS Acquisition differed from the statutory rate due principally to
the effect of non-deductible amortization of cost in excess of assets acquired.
LIQUIDITY AND CAPITAL RESOURCES
Aetna and MS Acquisition's principal capital requirements are to fund working
capital needs, to meet required debt payments and to complete planned
maintenance and expansion expenditures. At March 30, 1997 there was $31.8
million available under the Senior Revolving Credit Facility. Management
currently anticipates that its operating cash flow, together with available
borrowings under the Senior Revolving Credit Facility, will be sufficient to
meet working capital requirements, capital expenditure requirements, and
interest requirements on debt obligations.
Net cash flow used for operations for the three months ended March 30, 1997
aggregated $4.0 million and $2.9 million for Aetna and MS Acquisition,
respectively. This compares to $0.8 million for both Aetna and MS Acquisition
in the same period in the prior year. The increase at Aetna and MS Acquisition
was attributable to a $5.0 million increase in accounts receivable, net of
accounts payable and other changes in working capital accounts aggregating $1.8
million, the increase is partially offset by an increase in net income of $0.3
million and the elimination of the deferred interest component of $1.0
million. Net cash used for operations at MS Acquisition is also offset by an
increase in intercompany balances aggregating $1.1 million.
Net cash flow used for investing activities at both Aetna and MS Acquisition
consists principally of capital expenditures and aggregated $3.2 million for
the three months ended March 30, 1997 as compared to $0.7 million for the same
period in the prior year. Major capital projects during 1997 include the
construction of Plant 10, which will be used in the production of the new Jeep
Grand Cherokee (WJ).
Net cash flows provided by financing aggregated $3.1 million and represented
increases in the Senior Revolving Credit Facility for Aetna and MS Acquisition.
In addition, MS Acquisition paid $1.0 million of its junior subordinated
debentures during the first quarter of 1997. Net cash provided by financing
in the same period in 1996 totaled $1.2 million and represented the net
increase in the line of credit, offset partially by the payment of long-term
debt.
14
<PAGE> 15
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (CONTINUED)
To the extent dividends to Aetna Holdings, Inc. (Aetna Holdings) to fund the
interest payments on the Junior Subordinated Debentures and interest payments
on the unfunded contractual obligations to former option holders are permitted
under the 11-7/8 % Senior Note Indenture and the Senior Revolving Credit
Facility, interest on the Junior Subordinated Debentures and the contractual
obligations will be funded by cash dividends by Aetna to Aetna Holdings.
Additionally, up to $2.5 million in the aggregate principal amount of the
Junior Subordinated Debentures will be required to be redeemed by Aetna
Holdings from time to time to the extent dividends to Aetna Holdings are
permitted to be paid by the 11-7/8% Senior Note Indenture and the Senior
Revolving Credit Facility. In February 1997, Aetna paid $1.5 million
representing interest and prepayment of principal on these debentures and
obligations on behalf of Aetna Holdings.
15
<PAGE> 16
PART II. OTHER INFORMATION
AETNA INDUSTRIES, INC.
MS ACQUISITION CORP.
There have been no reportable events under Items 1, 2, 3, 4 or 5.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT NO. DESCRIPTION OF EXHIBITS
27.1 Financial Data Schedules for Aetna Industries, Inc.
27.2 Financial Data Schedules for MS Acquisition Corp.
(b) No reports on Form 8-K were filed by the registrants during the
three months ended March 30, 1997.
16
<PAGE> 17
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
Aetna Industries, Inc.
MS Acquisition Corp.
Aetna Holdings, Inc.
Aetna Export Sales, Inc.
(Registrants)
Date: May 14, 1997 By: s/ Harold A. Brown
-------------------
Harold A. Brown
Vice President, Finance,
Secretary
(Principal Financial and Accounting
Officer)
Date: May 14, 1997 By: s/ Harold A. Brown
-------------------
Harold A. Brown
Vice President, Finance,
Secretary
of MS Acquisition Corp.
(Principal Financial and Accounting
Officer)
Date: May 14, 1997 By: s/ Harold A. Brown
-------------------
Harold A. Brown
Vice President, Finance,
Secretary
of Aetna Holdings, Inc.
(Principal Financial and Accounting
Officer)
Date: May 14, 1997 By: s/ Harold A. Brown
-------------------
Harold A. Brown
Treasurer and Secretary of Aetna
Export Sales, Inc.
(Principal Financial and Accounting
Officer)
17
<PAGE> 18
AETNA INDUSTRIES, INC.
EXHIBIT INDEX
EXHIBIT
27.1 Financial Data Schedules for Aetna Industries, Inc.
27.2 Financial Data Schedules for MS Acquisition Corp.
18
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM (A) THE
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND BALANCE SHEETS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH (B) STATEMENTS.
</LEGEND>
<CIK> 0001022657
<NAME> AETNA INDUSTRIES, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-28-1997
<PERIOD-START> DEC-30-1996
<PERIOD-END> MAR-30-1997
<CASH> 35
<SECURITIES> 0
<RECEIVABLES> 49,067
<ALLOWANCES> 523
<INVENTORY> 14,508
<CURRENT-ASSETS> 64,023
<PP&E> 85,507
<DEPRECIATION> 34,582
<TOTAL-ASSETS> 146,299
<CURRENT-LIABILITIES> 53,230
<BONDS> 85,000
0
0
<COMMON> 0
<OTHER-SE> (77)
<TOTAL-LIABILITY-AND-EQUITY> 146,299
<SALES> 55,097
<TOTAL-REVENUES> 55,097
<CGS> 46,975
<TOTAL-COSTS> 46,975
<OTHER-EXPENSES> 3,829
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,561
<INCOME-PRETAX> 1,732
<INCOME-TAX> 669
<INCOME-CONTINUING> 1,063
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,063
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM (A) THE
CONDENSED CONSOLIDATED STATEMENTS OF OPERATION AND BALANCE SHEETS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH (B) STATEMENTS.
</LEGEND>
<CIK> 0001021907
<NAME> M.S. ACQUISITION CORP.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-28-1997
<PERIOD-START> DEC-30-1997
<PERIOD-END> MAR-30-1997
<CASH> 35
<SECURITIES> 0
<RECEIVABLES> 47,093
<ALLOWANCES> 523
<INVENTORY> 14,508
<CURRENT-ASSETS> 62,049
<PP&E> 85,507
<DEPRECIATION> 34,582
<TOTAL-ASSETS> 50,925
<CURRENT-LIABILITIES> 54,470
<BONDS> 91,802
12,138
0
<COMMON> 9
<OTHER-SE> (22,490)
<TOTAL-LIABILITY-AND-EQUITY> 144,325
<SALES> 55,097
<TOTAL-REVENUES> 55,097
<CGS> 46,975
<TOTAL-COSTS> 46,975
<OTHER-EXPENSES> 3,833
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,800
<INCOME-PRETAX> 1,489
<INCOME-TAX> 576
<INCOME-CONTINUING> 913
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 913
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
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