UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO
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Commission File Number: 0-21737
Zimmerman Sign Company
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(Exact name of registrant as specified in its charter)
TEXAS 75-0864498
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(State of Incorporation) (I.R.S. Employer
Identification No.)
9846 HIGHWAY 31 EAST, TYLER, TEXAS 75705
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(Address of principal executive offices) (Zip Code)
(903) 535-7400
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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Former name, former address and fiscal year, if changed since last report.
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. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
1,269,549 SHARES OF COMMON STOCK, $0.01 PAR VALUE
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Common Stock Outstanding as of October 30, 2000
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<TABLE>
<CAPTION>
ZIMMERMAN SIGN COMPANY
INDEX
PART I - FINANCIAL INFORMATION PAGE NO.
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Item 1. Financial Statements (Unaudited)
<S> <C>
Balance Sheets as of September 30, 2000 and December 31, 1999. . 1
Statements of Operations for the three and nine months ended
September 30, 2000 and 1999. . . . . . . . . . . . . . . . . . 2
Statements of Cash Flows for the nine months ended September 30,
2000 and 1999. . . . . . . . . . . . . . . . . . . . . . . . . 3
Notes to Financial Statements. . . . . . . . . . . . . . . . . . 4
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations. . . . . . . . . . . . . . . . . . . . . 5
Item 3. Quantitative and Qualitative Disclosure about Market Risk. . . . 8
PART II - OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . 9
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Exhibit Index. . . . . . . . . . . . . . . . . . . . . . . . . . 10
</TABLE>
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<TABLE>
<CAPTION>
ZIMMERMAN SIGN COMPANY
Balance Sheets
September 30, 2000 and December 31, 1999
(Unaudited)
2000 1999
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<S> <C> <C>
Assets
------
Current assets:
Cash $ 19,838 $ 113,914
Accounts receivable, net of allowance for doubtful accounts
of $100,000 in 2000 and 1999 11,183,038 10,139,711
Inventories 12,924,715 16,081,386
Prepaids and other current assets 208,484 147,828
Deferred tax assets 465,189 529,911
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Total current assets 24,801,264 27,012,750
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Property, plant and equipment, net 3,260,852 3,353,990
Other assets 163,609 234,140
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$28,225,725 $30,600,880
============ ============
Liabilities and Stockholders' Deficit
-------------------------------------
Current liabilities:
Current installments of long-term debt $ 1,305,000 $ 1,219,000
Accounts payable 6,152,017 6,179,551
Accrued expenses 1,164,342 1,610,358
Income taxes payable - 81,228
Customer deposits 523,200 789,452
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Total current liabilities 9,144,559 9,879,589
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Deferred tax liability 81,516 40,318
Long-term debt, excluding current installments:
Bank debt 16,432,679 18,083,695
Subordinated notes 3,942,214 3,933,546
------------ ------------
Total long-term debt 20,374,893 22,017,241
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Redeemable preferred stock:
8% Series A, $.01 par value, redemption value of
$5,250,000; 52,500 shares authorized, issued and
outstanding 4,673,914 4,601,904
6% Series B, $.01 par value, redemption value of $700,000;
7,000 shares authorized, issued and outstanding 700,000 700,000
6% Series C, $.01 par value, redemption value of $625,000;
6,250 shares authorized, issued and outstanding 625,000 625,000
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Total redeemable preferred stock 5,998,914 5,926,904
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Stockholders' deficit:
Common stock, $.01 par value. Authorized 15,000,000
shares; issued 1,854,692 shares; outstanding 1,269,549
shares 18,547 18,547
Additional paid in capital 406,636 478,647
Accumulated deficit (5,751,340) (5,712,366)
Treasury stock, at cost, 585,143 common shares (2,048,000) (2,048,000)
------------ ------------
Total stockholders' deficit (7,374,157) (7,263,172)
------------ ------------
$28,225,725 $30,600,880
============ ============
</TABLE>
See accompanying notes to financial statements.
1
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<TABLE>
<CAPTION>
ZIMMERMAN SIGN COMPANY
Statements of Operations
Three and Nine Months Ended September 30, 2000 and 1999
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
------------------------ -------------------------
2000 1999 2000 1999
----------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
Net sales $11,775,515 $14,737,834 $35,345,927 $40,636,896
Cost of goods sold 9,189,424 11,734,816 28,637,616 32,386,933
----------- ----------- ----------- ------------
Gross profit 2,586,091 3,003,018 6,708,311 8,249,963
Selling, general and administrative
expenses 1,388,203 1,342,566 4,230,804 4,326,130
Interest expense, net 578,829 566,889 1,717,703 1,729,282
----------- ----------- ----------- ------------
Income before income taxes 619,059 1,093,563 759,804 2,194,551
Income taxes 320,818 377,417 419,989 763,604
----------- ----------- ----------- ------------
Net income 298,241 716,146 339,815 1,430,947
Preferred stock dividends and accretion 153,041 148,879 450,799 444,676
----------- ----------- ----------- ------------
Net income (loss) applicable to
common stock $ 145,200 $ 567,267 $ (110,984) $ 986,271
=========== =========== =========== ============
Basic and diluted net income (loss)
per common share $ 0.11 $ 0.45 $ (0.09) $ 0.78
=========== =========== =========== ============
</TABLE>
See accompanying notes to financial statements.
2
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<TABLE>
<CAPTION>
ZIMMERMAN SIGN COMPANY
Statements of Cash Flows
Nine Months Ended September 30, 2000 and 1999
(Unaudited)
2000 1999
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<S> <C> <C>
Cash flows from operating activities:
Net income $ 339,815 $ 1,430,947
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 354,474 437,006
Provision for losses on accounts receivable - 12,328
Deferred income tax expense 105,920 94,776
Changes in operating assets and liabilities:
Accounts receivable (1,043,327) (1,036,003)
Inventories 3,156,671 184,491
Prepaids and other current assets (60,656) ( 11,384)
Other assets 26,909 53,890
Accounts payable and accrued expenses (554,778) 160,135
Customer deposits (266,252) 553,022
----------- ------------
Net cash provided by operating activities 2,058,776 1,879,208
----------- ------------
Cash flows used in investing activities - purchases of property, plant
and equipment (209,049) (706,344)
----------- ------------
Cash flows from financing activities:
Net (payments) borrowings on revolving line of credit (593,665) 350,000
Principal payments on long-term debt (971,351) (550,288)
Dividends paid (378,787) (372,664)
Purchase of treasury stock - (723,000)
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Net cash used in financing activities (1,943,803) (1,295,952)
----------- ------------
Net decreases in cash (94,076) (123,088)
Cash at beginning of period 113,914 126,339
Cash at end of period $ 19,838 $ 3,251
=========== ============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
ZIMMERMAN SIGN COMPANY
Notes to Financial Statements
September 30, 2000
(Unaudited)
1. Basis of Presentation
The accompanying financial statements have been prepared by Zimmerman Sign
Company (the "Company"), without audit. In the opinion of management, all
adjustments (which consist only of normal recurring adjustments) necessary
to present fairly the financial position, results of operations and changes
in cash flows at September 30, 2000 and for the three and nine months ended
September 30, 2000 and 1999 have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. These financial statements
should be read in conjunction with the financial statements and notes
thereto included in the Company's 1999 Annual Report to Stockholders. The
results of operations for the period ended September 30, 2000 are not
necessarily indicative of the operating results for the full year.
2. Long-Term Debt
Long-term debt consists of the following at September 30, 2000 and December
31, 1999:
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<CAPTION>
2000 1999
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<S> <C> <C>
Revolving line of credit with a bank, due September 30, 2002,
monthly interest at prime plus .25% or LIBOR plus 2.75%
(9.75% to 9.39% at September 30, 2000) $14,331,335 $14,925,000
Secured term notes payable to a bank, due between October
1, 2002, and October 1, 2005, monthly payments of
$108,750 plus interest at prime plus .25% to 1.5%
or LIBOR plus 2.75% to 4.0% (9.75% to 10.65% at
September 30, 2000) 3,406,344 4,377,695
Subordinated notes, $4,000,000 principal amount, due
September 30, 2005, interest payable quarterly at 12%,
quarterly payments of principal of $500,000 due beginning
September 30, 2003, net of discount of $57,786 at September
30, 2000 and $66,454 at December 31, 1999 3,942,214 3,933,546
----------- -----------
21,679,893 23,236,241
Less current installments 1,305,000 1,219,000
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$20,374,893 $22,017,241
=========== ===========
</TABLE>
On July 31, 2000, the Company entered into an amendment to its existing
credit facilities with its senior lender. The terms and conditions of the
amended credit facilities are substantially the same as the original
facility except that the revolving line of credit term was extended to
September 30, 2002, and that several definitions and certain financial
covenants were redefined.
4
<PAGE>
On September 30, 2000, the Company amended its senior subordinated note,
preferred stock and warrant purchase agreement with its subordinated
lenders. The terms and conditions of the amended agreement were
substantially the same as the original agreement except that several
definitions and certain financial covenants were redefined.
3. Net Income Per Share
Basic earnings per share (EPS) is computed by dividing income available to
common stockholders by the weighted-average number of common shares
outstanding for the period. Diluted EPS reflects the potential dilution
that could occur if securities or other contracts to issue common stock
were exercised or converted into common stock or resulted in the issuance
of common stock that then shared in earnings of the entity. Income
applicable to common stock gives effect to preferred stock dividends and
accretion of preferred stock for the difference between carrying value and
liquidation preference.
Shares used in calculating basic and diluted net income (loss) per share
are as follows:
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<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
-------------------- --------------------
<S> <C> <C> <C> <C>
2000 1999 2000 1999
--------- --------- --------- ---------
Weighted average common shares outstanding 1,269,549 1,269,549 1,269,549 1,269,549
Dilutive securities - common stock options - - - 2,008
--------- --------- --------- ---------
Weighted average common and potentially dilutive
shares outstanding 1,269,549 1,269,549 1,269,549 1,271,557
========= ========= ========= =========
</TABLE>
Stock options and warrants totaling 1,008,338 shares and 1,003,338 shares
were excluded from the three months ended September 30, 2000 and 1999 net
income per share calculations, respectively, and stock options and warrants
totaling 1,008,338 shares and 916,059 shares were excluded from the nine
months ended September 30, 2000 and 1999 net income (loss) per share
calculations, respectively, as their inclusion would have been
antidilutive.
4. Capital Stock Transactions
During January 1999, the Company purchased 357,143 shares of its common
stock from its largest stockholder at a cost of $625,000 in cash and 6,250
shares of the Company's 6% Series C Preferred Stock, which has a
liquidation and redemption value of $625,000. Additionally, the Company
purchased 228,000 shares of its common stock from an officer of the Company
at a cost of $98,000 in cash and 7,000 shares of the Company's 6% Series B
Preferred Stock, which has a liquidation and redemption value of $700,000.
The Series B and Series C Preferred Stock are subordinate to the Company's
Series A Preferred Stock. The Company had 1,269,549 shares of common stock
outstanding immediately following the above stock purchases. In connection
with the above transactions, the Company cancelled 343,655 of its
outstanding warrants. Common shares outstanding assuming exercise of the
outstanding options (including 30,921 options which have not yet been
granted) and warrants would be 2,308,808.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the attached
unaudited financial statements and notes thereto, and with the Company's Annual
Report on Form 10-K for the year ended December 31, 1999, including audited
financial statements and notes thereto for the year ended December 31, 1999.
5
<PAGE>
The Company's net sales for the three-month period ended September 30, 2000
decreased $2,962,000 or 20.1% to $11,776,000 from $14,738,000 for the same
period last year. Net sales for the nine months ended September 30, 2000
decreased $5,291,000 or 13.0% to $35,346,000 compared to $40,637,000 for the
same period in 1999. The net sales decreases are due primarily to decreased
sales to petroleum, convenience, financial services and retail customers offset
partially by increased sales to automotive customers. The decreased sales to
these customers is due largely to slowing purchases of old style products as new
images have begun being implemented but have not yet shipped in significant
quantities.
The Company's gross profit margin for the three months ended September 30, 2000
increased to 22.0% from 20.4% for the same period in 1999 due largely to a mix
of products with a better direct margin contribution. For the nine months ended
September 30, 2000 the gross profit percentage decreased to 19.0% from 20.3% in
1999. The decrease for the nine month period is primarily due to higher direct
manufacturing costs, including a larger portion of sales related to
subcontracted installation efforts which have a lower direct contribution
margin, along with increased costs of factory maintenance and higher than
expected expenses related to the larger Kodak Boulevard facility in Longview and
to several large health insurance claims for plant personnel.
Selling, general and administrative expenses were $1,388,000 or 11.8% of net
sales for the quarter ended September 30, 2000 compared to $1,343,000 or 9.1%
of net sales for the same period in the prior year. For the nine months ended
September 30, 2000, selling, general and administrative expenses decreased
$95,000 to $4,231,000 and were 12.0% of net sales compared to $4,326,000 and
10.6% of net sales for the nine months ended September 30, 1999. The decrease
for the nine month period is primarily the result of lower selling costs and
lower depreciation and amortization being partially offset by higher office
payrolls and related taxes, travel expenses, consulting fees and property tax
increases.
Interest expense increased slightly to $579,000 for the three-month period ended
September 30, 2000 from $567,000 for the same period in the prior year. Interest
expense for the nine months ended September 30, 2000 decreased slightly to
$1,718,000 from $1,729,000 for the nine months ended September 30, 2000. The
decrease was due primarily to lower borrowings partially offset by higher
interest rates under the Company's revolving line of credit for both the three
month and nine month periods.
Income before income taxes decreased $475,000 to $619,000 for the three month
period ended September 30, 2000 compared to $1,094,000 for the same period in
the prior year. Income before income taxes for the nine months ended September
30, 2000 decreased $1,435,000 to $760,000 from $2,195,000 for the same period in
1999. Decreased income before income taxes in both periods resulted primarily
from lower sales volume and higher direct cost of sales, as noted above.
The effective tax rates for the quarter and nine months ended September 30, 2000
increased compared to the comparable prior years' periods due primarily to
revision of prior year estimates of state income taxes.
Liquidity and Capital Resources
Operating working capital (defined as accounts receivable plus inventories, less
accounts payable, including accrued expenses, income taxes payable and customer
deposits) decreased $1,293,000 to $16,268,000 at September 30, 2000 from
$17,561,000 at December 31, 1999. The decrease in operating working capital
resulted from a reduction in inventory, which was partially offset by an
increase in accounts receivable and decreases in accounts payable and accrued
expenses and customer deposits. Net cash of $2,059,000 was provided by
operating activities for the nine months ended September 30, 2000 compared to
$1,879,000 for the nine months ended September 30, 1999. Decreased inventory
was the primary source of cash provided by operating activities, which was
partially offset by an increase in accounts receivable and decreases in accounts
payable and accrued expenses and customer deposits.
6
<PAGE>
Investing activities used $209,000 for the first nine months of 2000 as a result
of net property and equipment purchases. Financing activities used net cash of
$1,944,000 as a result of preferred dividends and net repayments of debt.
The Company's future capital expenditures will relate principally to the
acquisition of new machinery and equipment designed to increase productivity and
factory efficiency. The Company believes its cash generated from operations and
funds available under the senior credit facilities are sufficient for its
planned requirements during 2000.
On July 31, 2000, the Company entered into an amendment to its existing credit
facilities with its senior lender. The terms and conditions of the amended
credit facilities are substantially the same as the original facility except
that the revolving line of credit term was extended to September 30, 2002, and
that several definitions and certain financial covenants were redefined.
On September 30, 2000, the Company amended its senior subordinated note,
preferred stock and warrant purchase agreement with its subordinated lenders.
The terms and conditions of the amended agreement were substantially the same as
the original agreement except that several definitions and certain financial
covenants were redefined.
Seasonality
The Company's sales exhibit limited seasonality, with sales in the first quarter
generally being the lowest of the four calendar quarters. First quarter sales
tend to be relatively lower because of weather constraints which may restrict
customers' construction activities and may reduce their sign purchases.
Recent Accounting Pronouncements
In June 1998, the Financial Accounting Standards Board (FASB) issued Statement
on Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative
Instruments and Hedging Activities" that impacts the Company's accounting
treatment and/or its disclosure obligations. The statement establishes
accounting and reporting standards for derivative instruments, including
derivative instruments embedded in other contracts, and for hedging activities.
It requires that an entity recognize all derivatives as either assets or
liabilities in the statement of financial position and measure those instruments
at fair value. The statement, as amended by SFAS No. 137, "Accounting for
Derivative Instruments and Hedging Activities - Deferral of the Effective Date
of FASB Statement No. 133," is effective for all fiscal quarters of fiscal years
beginning after June 15, 2000. The adoption of SFAS No. 133 is not expected to
have a material impact on the Company, which will adopt the provisions of SFAS
No. 133 in the first quarter of fiscal year 2001.
In December 1999, the Securities and Exchange Commission staff issued Staff
Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" ("SAB
101"). SAB 101 summarizes certain of the SEC staff's views in applying generally
accepted accounting principles to revenue recognition in financial statements
and affects a broad range of industries. Subsequently, the SEC has issued Staff
Accounting Bulletins No. 101A and 101B which defer the effective date of SAB
101. The accounting and disclosure requirements of SAB 101 will now be effective
for the Company in the last quarter of fiscal 2000. The Company does not expect
the impact of SAB 101 to have a material impact on the Company's results of
operations or financial position.
7
<PAGE>
Forward-Looking Information
This report and other reports and statements filed by the Company from time to
time with the Securities and Exchange Commission (collectively, "SEC Filings")
contain or may contain certain forward-looking statements and information that
are based on beliefs of, and information currently available to, the Company's
management as well as estimates and assumptions made by the Company's
management. When used in SEC Filings, the words "anticipate," "believe,"
"estimate," "expect," "future," "intend," "plan" and similar expressions as they
relate to the Company or the Company's management, identify forward-looking
statements. Such statements reflect the current views of the Company with
respect to future events and are subject to certain risks, uncertainties and
assumptions relating to the Company's operations and results of operations,
competitive factors and pricing pressures, shifts in market demand, the
performance and needs of the industries served by the Company, the costs for
product development and other risks and uncertainties, including, in addition to
any uncertainties specifically identified in the text surrounding such
statements, uncertainties with respect to changes or development in social,
economic, business, industry, market, legal and regulatory circumstances and
conditions and actions taken or omitted to be taken by third parties, including
the Company's shareholders, customers, suppliers, business partners,
competitors, and legislative, regulatory, judicial and other governmental
authorities and officials. Should one or more of these risks or uncertainties
materialize, or should the underlying assumptions prove incorrect, actual
results may vary significantly from those anticipated, believed, estimated,
expected, intended or planned.
The Company does not intend to and undertakes no obligation to update any
forward-looking statements and information, but investors are advised to consult
previous and any future disclosures by the Company in its SEC Filings regarding
important factors that could cause actual results to differ from expected or
historical results. It is not possible to foresee or identify all such factors
and, as such, investors should not consider any list of such factors to be an
exhaustive statement of all risks, uncertainties or potentially inaccurate
assumptions.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The principal market risk (i.e. the risk of loss arising from adverse changes in
market rates and prices) to which the Company is exposed is interest rates on
its outstanding debt. At September 30, 2000, the Company has $17.7 million of
debt outstanding under its senior credit facilities which provide for interest
to be charged at the prime rate plus a margin of 0.25% to 1.5% or at a LIBOR
rate plus a margin of 2.75% to 4.0%. Based on the Company's level of outstanding
debt, a 1.0% change in the interest rate would result in a $0.2 million annual
change in interest expense. The Company does not own nor is it obligated for
other significant debt or equity securities that would be affected by
fluctuations in market risk.
The Company has limited involvement with derivative financial instruments and
uses them to manage well-defined interest rate risks. Interest rate collar
agreements are used to reduce the potential impact of fluctuations in interest
rates on floating-rate long-term debt. At September 30, 2000, the Company has a
one-year interest rate collar agreement for notional amounts aggregating
$15,000,000.
8
<PAGE>
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) See Exhibit Index on page 10.
(b) No reports on Form 8-K were filed during the quarter
ended September 30, 2000.
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, on November 8, 2000.
ZIMMERMAN SIGN COMPANY
Registrant
/s/Jeffrey P. Johnson
---------------------------------------
Vice President, Chief Financial Officer
(Authorized Officer and Principal Financial Officer)
9
<PAGE>
EXHIBIT INDEX
All of the following exhibits are being or have heretofore been filed with the
Commission and are incorporated herein by reference:
Exhibit No. Title
------------ -----
3.1 Amended and Restated Articles of Incorporation of Zimmerman Sign
Company. (1)
3.2 Amended and Restated Bylaws of Zimmerman Sign Company, amended and
restated as of September 29, 1998. (1)
4.1 Distribution Agreement, dated as of November 26, 1996, by and between
Zimmerman Sign Company and Independence Holding Company. (2)
4.2 Registration Rights Agreement, dated as of September 30, 1998, by and
between Zimmerman Sign Company, Continental Illinois Venture
Corporation, MIG Partners VIII and certain shareholders. (1)
4.3 Stockholders Agreement, dated as of September 30, 1998, by and between
Zimmerman Sign Company and certain shareholders. (1)
10.1 Second Amended and Restated Revolving Credit and Term Loan Agreement,
dated as of September 30, 1998, by and between Zimmerman Sign
Company and Comerica Bank-Texas. (1)
10.2 Senior Subordinated Note, Preferred Stock and Warrant Purchase
Agreement, dated as of September 30, 1998, by and between
Zimmerman Sign Company, Continental Illinois Venture Corporation, MIG
Partners VIII and certain management purchasers. (1)
10.3 Stock Option Plan of Zimmerman Sign Company, dated as of December 1,
1996. (2)
10.9 Share Option Purchase Agreement, dated as of September 30, 1998, by and
between Zimmerman Sign Company and certain shareholders. (1)
10.10 Purchase Agreement, dated as of September 30, 1998, by and between
Zimmerman Sign Company and David E. Anderson. (1)
10.11 Letter Agreement, dated as of September 30, 1998, by and between
Zimmerman Sign Company and certain shareholders. (1)
10.12 Form of 12% Senior Subordinated Note issued by Zimmerman Sign Company
in connection with the Senior Subordinated Note, Preferred Stock and
Warrant Purchase Agreement, dated as of September 30, 1998. (1)
10.13 Form of Stock Purchase Warrants issued by Zimmerman Sign Company in
connection with the Senior Subordinated Note, Preferred Stock and
Warrant Purchase Agreement, dated as of September 30, 1998. (1)
10.14 First Amendment to the Second Restated Revolving Credit and Term Loan
Agreement, dated as of July 31, 2000, by and between Zimmerman Sign
Company and Comerica Bank-Texas.
10.15 Amendment No. 1 to Senior Subordinated Note, Preferred Stock and
Warrant Purchase Agreement, dated as of September 30, 2000, by and
between Zimmerman Sign Company, Continental Illinois Venture
Corporation, MIG Partners VIII and certain management purchasers.
27.1 Financial Data Schedule.
99.1 Registration Statement on Form 10/A-2 filed by Zimmerman Sign Company
with the Securities and Exchange Commission and declared effective on
December 16, 1996. (3)
(1) Previously filed as an exhibit to the Company's Form 10-Q for the
quarter ended September 30, 1998 and incorporated herein by reference.
(2) Previously filed as an exhibit to the Company's Registration Statement
on Form 10 (No. 000-21737) and incorporated herein by reference.
(3) Previously filed (No. 000-21737).
10
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