<PAGE> 1
UNITED STATES 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 December 31, 1999
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 333-28751
NEENAH FOUNDRY COMPANY
(Exact name of each registrant as it appears in its charter)
Wisconsin 39-1580331
(State or other jurisdiction of (IRS Employer ID Number)
incorporation or organization)
2121 Brooks Avenue, P.O. Box 729, Neenah, Wisconsin 54957
(Address of principal executive offices) (Zip Code)
(920) 725-7000
(Registrant's telephone number, including area code)
None
(Former name, former address and former
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 periods 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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Common Stock, Class A, $100 par value- 1,000 shares as of January 31, 2000
Common Stock, Class B, $100 par value- 0 shares as of January 31, 2000
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NEENAH FOUNDRY COMPANY
Form 10-Q Index
For the Quarter Ended December 31, 1999
Page
Part 1. Financial Information
Item 1. Financial Statements
Condensed consolidated balance sheets -- December 31, 1999
and September 30, 1999 3
Condensed consolidated statements of operations -- Three months
ended December 31, 1999 and Three months ended December 31, 1998 4
Condensed consolidated statements of cash flows -- Three months
ended December 31, 1999 and Three months ended December 31, 1998 5
Notes to condensed consolidated financial statements -- December 31, 1999 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
Part II. Other Information
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 13
Exhibit Index 14
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NEENAH FOUNDRY COMPANY
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
December 31 September 30
1999 1999(1)
----------- ------------
(Unaudited)
[CAPTION]
<TABLE>
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 14,580 $ 17,368
Accounts receivable, net 63,815 77,696
Inventories 64,221 56,387
Deferred income taxes 3,534 3,534
Other current assets 5,772 5,223
-------- --------
Total current assets 151,922 160,208
Property, plant and equipment 280,103 255,245
Less accumulated depreciation 53,150 46,441
-------- --------
226,953 208,804
Identifiable intangible assets, net 71,520 73,303
Goodwill, net 192,958 190,469
Other assets 8,687 8,918
-------- --------
$652,040 $641,702
======== ========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
Accounts payable $ 31,444 $ 31,151
Income taxes payable 739 1,129
Accrued liabilities 26,781 38,632
Current portion of long-term debt 5,352 5,334
-------- --------
Total current liabilities 64,316 76,246
Long-term debt 447,634 423,887
Postretirement benefit obligations 5,673 5,641
Deferred income taxes 65,133 64,237
Other liabilities 8,125 7,941
-------- --------
Total liabilities 590,881 577,952
Commitments and contingencies
STOCKHOLDER'S EQUITY:
Preferred stock, par value $100 per share --
authorized 3,000 shares, no shares
issued or outstanding -- --
Common stock, par value $100 per share --
authorized 11,000 shares, issued
and outstanding 1,000 shares 100 100
Additional paid in capital 51,317 51,317
Retained earnings 9,742 12,333
-------- --------
Total stockholder's equity 61,159 63,750
-------- --------
$652,040 $641,702
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
(1) The balance sheet as of September 30, 1999 has been derived from the audited
financial statements as of that date but does not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
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NEENAH FOUNDRY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands)
Three Months Three Months
Ended Ended
December 31, December 31,
1999 1998
------------ ------------
(Unaudited)
[CAPTION]
<TABLE>
<S> <C> <C>
Net sales $126,850 $115,264
Cost of sales 106,057 93,492
-------- --------
Gross profit 20,793 21,772
Selling, general and administrative expenses 9,429 8,260
Amortization of intangible assets 2,707 3,415
-------- --------
Total operating expenses 12,136 11,675
-------- --------
Operating income 8,657 10,097
Net interest expense (11,501) (9,907)
-------- --------
Income (loss) before income taxes (2,844) 190
Provision (credit) for income taxes (253) 549
-------- --------
Net loss $ (2,591) $ (359)
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
4
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NEENAH FOUNDRY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Three Months Three Months
Ended Ended
December 31, December 31,
1999 1998
------------ -----------
( Unaudited)
[CAPTION]
<TABLE>
<S> <C> <C>
OPERATING ACTIVITIES
Net loss $ (2,591) $ (359)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation and amortization 9,653 8,826
Amortization of deferred financing costs and
premium on notes 271 269
Deferred income taxes (247) --
Changes in operating assets and liabilities (3,341) (3,616)
-------- -------
Net cash provided by operating
activities 3,745 5,120
INVESTING ACTIVITIES
Purchase of property, plant and equipment (7,451) (6,856)
Acquisition of Cast Alloys, Inc., net of cash
acquired of $488 -- (40,824)
Acquisition of Gregg Industries, Inc., net of cash
acquired of $403 (23,002) --
-------- -------
Net cash used in investing activities (30,453) (47,680)
FINANCING ACTIVITIES
Proceeds from long-term debt 25,000 90,864
Payments on long-term debt (1,080) (30,338)
Debt issuance costs -- (3,081)
-------- -------
Net cash provided by financing
activities 23,920 57,445
-------- -------
Increase (decrease) in cash and cash equivalents (2,788) 14,885
Cash and cash equivalents at beginning of period 17,368 19,798
-------- -------
Cash and cash equivalents at end of period $ 14,580 $34,683
======== =======
</TABLE>
See notes to condensed consolidated financial statements.
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NEENAH FOUNDRY COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
December 31, 1999
NOTE 1 -- BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and the instructions to Form 10-Q and Article 10
of Regulation S-X. Accordingly, they do not include all the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal and recurring adjustments) considered necessary for a fair
presentation have been included. Operating results for the three months ended
December 31, 1999 are not necessarily indicative of the results that may be
expected for the year ending September 30, 2000. For further information, refer
to the consolidated financial statements and footnotes thereto included in
Neenah Foundry Company's Annual Report on Form 10-K for the year ended
September 30, 1999.
NOTE 2 -- INVENTORIES
The components of inventories are as follows:
December 31 September 30
1999 1999
----------- ------------
(000's omitted)
[CAPTION]
<TABLE>
<S> <C> <C>
Raw materials $12,245 $ 9,702
Work in process and finished goods 42,252 37,654
Supplies 9,724 9,031
------ -------
$64,221 $56,387
======= =======
</TABLE>
If the FIFO method of inventory valuation had been used on all components,
inventories would have been approximately $318 lower than reported at
December 31, 1999, and $1,156 lower than reported at September 30, 1999.
NOTE 3 -- ACQUISITIONS
On December 31, 1998, the Company purchased Niemin Porter & Co. d/b/a Cast
Alloys, Inc. ("Cast Alloys"), a manufacturer of investment-cast titanium and
stainless steel golf club heads, for $40,824 in cash (including direct costs
of $1,206 and net of $488 of acquired cash). The Acquisition of Cast Alloys was
financed out of a portion of the proceeds of the issuance of the Company's
11-1/8% Senior Subordinated Notes due 2007 issued on November 24, 1998.
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On November 30, 1999, the Company purchased Gregg Industries, Inc. ("Gregg"), a
manufacturer of gray and ductile iron castings, for $23,002 (including direct
costs of $735 and net of $403 of acquired cash). The acquisition of Gregg was
financed through drawings under the Company's Acquisition Loan Facility. The
purchase price may be adjusted based on the operating results of Gregg for the
calendar years ended December 31, 1999 and 2000. The maximum additional payout
will be $6.75 million for each year based on Gregg's earnings level. Any
additional purchase price will be allocated to goodwill. Had the acquisition
occurred as of October 1, 1999, or October 1, 1998, there would have been no
material pro forma effect on net sales or net income for the three months ended
December 31, 1999 or 1998.
The acquisitions of Cast Alloys and Gregg have been accounted for using the
purchase method of accounting and, accordingly, the purchase price has been
allocated on the basis of fair values to the underlying assets acquired and
liabilities assumed. The allocation of the purchase price paid for Gregg was
based on preliminary estimates of fair values and will be revised when final
amounts of fair values are determined. The excess of the cost of acquisitions
over the fair value of the net tangible and identifiable assets acquired has
been allocated to goodwill. The operating results of Cast Alloys and Gregg are
included in the consolidated statements of operations since the date of their
respective acquisition.
NOTE 4 -- GUARANTOR SUBSIDIARIES
Neenah Transport, Inc., Hartley Controls Corporation, Deeter Foundry, Inc.,
Mercer Forge Corporation (and its subsidiary A&M Specialties, Inc.), Dalton
Corporation (and its subsidiaries Dalton Corporation, Warsaw Manufacturing
Facility, Dalton Corporation, Kendallville Manufacturing Facility, Dalton
Corporation, Ashland Manufacturing Facility, and Dalton Corporation, Stryker
Machining Facility, Inc.), Advanced Cast Products, Inc. (and its subsidiaries
Belcher Corporation and Peerless Corporation), Niemin Porter & Co.(and its
subsidiary International Golf, S.A. de, C.V.), and Gregg Industries, Inc.
(collectively, the "Guarantor Subsidiaries") are wholly-owned subsidiaries of
Neenah Foundry Company and have fully and unconditionally guaranteed the Senior
Subordinated Notes on a joint and several basis. The Guarantor Subsidiaries
comprise all of the Company's direct and indirect domestic subsidiaries. The
separate financial statements of the Guarantor Subsidiaries have not been
included herein because management has concluded that such financial statements
would not provide additional information that is material to investors.
The following is summarized combined financial information of the Guarantor
Subsidiaries. Net sales include net sales to Neenah Foundry Company of $1,680
and $1,504 for the three months ended December 31, 1999 and 1998, respectively.
<TABLE>
<CAPTION>
December 31, 1999 September 30, 1999
----------------- ------------------
(000's omitted) (000's omitted)
<S> <C> <C>
Current assets $ 60,600 $ 63,153
Noncurrent assets 256,615 236,185
Current liabilities 36,625 38,148
Noncurrent liabilities 31,491 30,570
Three Months Three Months
Ended Ended
December 31, 1999 September 30, 1999
----------------- ------------------
(000's omitted) (000's omitted)
<S> <C> <C>
Net sales $ 83,821 $ 74,071
Gross profit 6,619 9,078
Net loss (4,755) (1,127)
7
</TABLE>
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Note 5 -- SEGMENT INFORMATION
The Company has two reportable segments, Castings and Forgings. The Castings
segment manufactures and sells iron castings for the industrial and municipal
markets, while the Forgings segment manufactures forged components for the
industrial market.
The Other segment includes machining operations, manufacture of foundry
equipment and freight hauling.
<TABLE>
<CAPTION>
Three Months Ended
December 31,
-------------------------
1999 1998
--------- --------
<S> <C> <C>
Net sales to unaffiliated customers:
Castings $ 114,826 $ 98,240
Forgings 7,993 13,209
Other 8,705 8,045
Elimination of intersegment revenues (4,674) (4,230)
--------- ----------
Consolidated $ 126,850 $ 115,264
========= ==========
Net income (loss):
Castings $ (6,179) $ (1,801)
Forgings (1,031) 135
Other 315 180
Elimination of intersegment income 4,304 1,127
--------- ---------
Consolidated $ (2,591) $ (359)
========= =========
Identifiable Assets:
Castings $ 825,344 $ 747,640
Forgings 55,675 66,157
Other 19,336 15,429
Adjustments (248,315) (244,917)
--------- ---------
Total consolidated assets $ 652,040 $ 584,309
========= =========
</TABLE>
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NOTE 6 -- RESTRUCTURING CHARGE
During fiscal 1999, the Company recorded a restructuring charge of $6,713 to
close one of their manufacturing facilities. Impairment and abandonment of
assets at this facility that will no longer be used represented $6,030 of the
restructuring charge. The following is a breakdown of activity during the three
months ended December 31, 1999 of each cash component of the restructuring
charge:
<TABLE>
<CAPTION>
Balance at Balance at
September 30, Cash December 31,
1999 Payments 1999
------------- -------- ------------
<S> <C> <C> <C>
Employee severance costs $328 $126 $202
Lease commitment and contractual
obligations 130 32 98
Other exit activity costs, primarily
facility closure expenses 225 44 181
---- ---- ----
$683 $202 $481
==== ==== ====
</TABLE>
The fair value of assets that will no longer be used was determined based on an
appraisal performed with consideration given to offers received from prospective
buyers. Employee severance costs relate to 20 salaried employees and
146 bargaining unit employees and have been communicated in writing to
employees. As of December 31, 1999, a total of 130 salaried and bargaining
unit employees have actually been terminated and received severance benefits.
It is expected that substantially all actions related to the Company's
restructuring plan will be completed by September 30, 2000.
For the three months ended December 31, 1999 and 1998, net sales related to this
manufacturing facility were $3,510 and $4,029, respectively, and the operating
loss related to this manufacturing facility was $522 and $689, respectively.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
GENERAL
Certain matters discussed in this Management's Discussion and Analysis of
Financial Condition and Results of Operations and other sections of this annual
report are "forward-looking statements" intended to qualify for the safe harbors
from liability established by the private Securities Litigation Reform Act
of 1995. These forward looking statements can generally be identified as such
because the context of the statement will include words such as the Company
"believes," "anticipates," "expects" or words of similar import. Similarly,
statements that describe the Company's future plans, objectives or goals are
also forward-looking statements. Such forward-looking statements are subject
to certain risks and uncertainties which are described in close proximity
to such statements and which may cause actual results to differ materially
from those currently anticipated. The forward-looking statements made herein
are made only as of the date of this report and the Company undertakes no
obligation to publicly update such forward-looking statements to reflect
subsequent events or circumstances.
The following discussions compare the results of operations of the Company for
the three months ended December 31, 1999, to the results of the operations of
the Company for the three months ended December 31, 1998.
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RESULTS OF OPERATIONS (dollars in thousands)
THREE MONTHS ENDED DECEMBER 31, 1999 AND 1998
NET SALES. Net sales for the three months ended December 31, 1999 were $126,850
which are $11,586 or 10.1% higher than the quarter ended December 31, 1998.
The increase in net sales resulted from the inclusion of the operating results
of Cast Alloys and Gregg after their acquisition.
GROSS PROFIT. Gross profit for the three months ended December 31, 1999 was
$20,793, a decrease of $979, or 4.5%, as compared to the quarter ended
December 31, 1998. Gross profit as a percentage of net sales decreased to
16.4% for the three months ended December 31, 1999 from 18.9% for the quarter
ended December 31, 1998. The decline in gross profit is attributable to the
continuing negative effect of a strike at Mercer which began in April, 1999 and
was settled in July, 1999 as well as the inclusion in the quarter ended
December 31, 1999 of the operations of Cast Alloys, which was acquired on
December 31, 1998 and whose gross profit for the three months ended
December 31,1999 was breakeven.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses for the three months ended December 31, 1999 were
$9,429, an increase of $1,169, or 14.2%, as compared to the $8,260 for the
quarter ended December 31, 1998. The increase was due to the inclusion of the
operating results of Cast Alloys and Gregg after their acquisition which was
partially offset by lower professional and other expenses related to completed
and potential acquisitions. As a percentage of net sales, selling, general and
administrative expenses increased to 7.4% for the quarter ended December 31,
1999 from 7.2% for the three months ended December 31, 1998.
AMORTIZATION OF INTANGIBLE ASSETS. Amortization of intangible assets was $2,707
for the three months ended December 31, 1999, a decrease of $708, or 20.7%, as
compared to the $3,415 for the quarter ended December 31, 1998. The decrease is
due to the decreased amortization of certain identifiable intangible assets
which were fully amortized in the year ended September 30, 1999.
OPERATING INCOME. Operating income was $8,657 for the three months ended
December 31, 1999, a decrease of $1,440, or 14.3%, from the quarter ended
December 31, 1998. As a percentage of net sales, operating income decreased
from 8.8% for the quarter ended December 31, 1998 to 6.8% for the three months
ended December 31, 1999. The decrease in operating income and operating income
as a percent of sales was due to the factors discussed above under gross profit,
partially offset by decreased amortization of intangible assets.
NET INTEREST EXPENSE. Net interest expense was $11,501 for the three months
ended December 31, 1999 compared to $9,907 for the quarter ended December 31,
1998. The increased interest expense resulted from the interest on the drawings
under the Company's Senior Bank Facilities and the Senior Subordinated Notes
used to finance the purchase of Cast Alloys and Gregg.
PROVISION (CREDIT) FOR INCOME TAXES. The provision (credit) for income taxes
for the three months ended December 31, 1999 and 1998 is higher than the amount
computed by applying the statutory rate of approximately 40% to income before
income taxes mainly due to the amortization of goodwill which is not deductible
for income tax purposes.
10
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LIQUIDITY AND CAPITAL RESOURCES (dollars in thousands)
On April 30, 1997, the Company issued $150.0 million principal amount of
11-1/8% Senior Subordinated Notes due 2007 (the "Senior Subordinated Notes")
and entered into a credit agreement providing for term loans of $45.0 million
and a revolving credit facility of up to $50.0 million, as amended (the
"Senior Bank Facility" or "Credit Agreement"). On July 1, 1997, the Company
issued an additional $45.0 million principal amount of Senior Subordinated Notes
And used the proceeds of $47.6 million to pay the term loans, the accrued
interest thereon and related fees and expenses. On April 3, 1998, in connection
with the acquisition of Mercer, the Company amended the Credit Agreement
to provide availability of $75.0 million of term loans to the Company
(consisting of $20.0 million of Tranche A Loans and $55.0 million of Tranche B
Loans) in addition to the Company's existing $50.0 million Revolving Credit
Facility. On September 8, 1998, in connection with the acquisition of Dalton
and the contribution of the capital stock of ACP, the Company amended and
restated the Credit Agreement to provide for additional Tranche B Loans in
an aggregate principal amount of $70.0 million and an Acquisition Loan Facility
in aggregate principal amount outstanding at any one time not to exceed
$50.0 million. On November 24, 1998, the Company sold $87.0 million principal
amount of Senior Subordinated Notes, using $42.7 million of the proceeds
to finance the acquisition of Cast Alloys and $29 million of the proceeds to pay
down borrowings under the Acquisition Loan Facility, and Used the remaining
proceeds for general corporate purposes. On November 30, 1999, the Company used
drawings of $25.0 million on the Acquisition Loan Facility to finance the
acquisition of Gregg.
The Company's liquidity needs will arise primarily from debt service on the
above indebtedness, working capital needs and funding of capital expenditures
and additional acquisitions. Borrowings under the Senior Bank Facilities bear
interest at variable interest rates. The Senior Bank Facility imposes
restrictions on the Company's ability to make capital expenditures and both
the Senior Bank Facility and the indentures governing the Senior Subordinated
Notes limit the Company's ability to incur additional indebtedness. The
covenants contained in the Senior Bank Facility also, among other things,
restrict the ability of the Company and its subsidiaries to dispose of assets,
incur guarantee obligations, prepay the Senior Subordinated Notes or amend the
indentures, pay dividends, create liens on assets, enter into sale and
leaseback transactions, make investments, loans or advances, make acquisitions,
engage in mergers or consolidations, change the business conducted by the
Company, make capital expenditures or engage in certain transactions with
affiliates, and otherwise restrict corporate activities.
For the three months ended December 31, 1999 and December 31, 1998, capital
expenditures were $7,451 and $6,856, respectively. The $595 increase in capital
expenditures was primarily the result of planned enhancements to certain
equipment in the manufacturing area, and include expenditures of Cast Alloys
and Gregg in the quarter ended December 31, 1999.
The Company's principal source of cash to fund its liquidity needs will be net
cash from operating activities and borrowings under its Senior Bank Facilities.
Net cash from operating activities for the three months ended December 31, 1999
was $3,745, a decrease of $1,375 from $5,120 for the three months ended
December 31, 1998. The decrease in net cash from operating activities was
primarily the result of a larger paydown of accrued interest amounts and
a buildup in inventory balances, partially offset by improved control of
accounts receivable balances.
The Company believes that cash generated from operations and existing revolving
lines of credit under the Senior Bank Facilities will be sufficient to meet its
normal operating requirements, including working capital needs and interest
payments on the Company's outstanding indebtedness.
11
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YEAR 2000 UPDATE
Previously the Company discussed the nature and progress of its plan to become
Year 2000 ready. In late calendar 1999, the Company completed its remediation
and testing of systems. As a result of those planning and implementation
efforts, the Company experienced no significant disruptions in mission critical
information technology and noninformation technology systems and believes those
systems successfully responded to the Year 2000 date change. The Company
expensed approximately $30,000 during the three month period ended December 31,
1999 in connection with remediating its systems. The Company is not aware of any
material problems resulting from Year 2000 issues, either with our products, our
internal systems, or the products and services of third parties. The Company
will continue to monitor its mission critical computer applications and those of
its suppliers and vendors throughout the year 2000 to ensure that any latent
Year 2000 matters that may arise are addressed promptly.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to market risk related to changes in interest rates.
The Company does not use derivative financial instruments for speculative or
trading purposes.
Interest Rate Sensitivity. The Company's earnings are affected by changes
in short-term interest rates as a result of its borrowings under the Senior Bank
Facilities. If market interest Rates for such borrowings average 1% more during
the remainder of the fiscal year ended September 30, 2000 than they did during
the quarter ended December 31, 1999, the Company's interest expense would
increase, and income before income taxes would decrease by approximately
$1.2 million. This analysis does not consider the effects of the reduced level
of overall economic activity that could exist in such an environment. Further,
in The event of a change of such magnitude, management could take actions
to further mitigate its exposure to The change. However, due to the uncertainty
of the specific actions that would be taken and their possible effects, the
sensitivity analysis assumes no changes in the Company's financial structure.
12
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NEENAH FOUNDRY COMPANY
PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
None.
Item 2. CHANGES IN SECURITIES
None.
Item 3. DEFAULTS UPON SENIOR SECURITIES
None.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
Item 5. OTHER INFORMATION
None.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
The Company filed one report on Form 8-K during the quarter ended
December 31, 1999.
The report , dated December 9, 1999, disclosed that the Company had
acquired Gregg Industries, Inc.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
NEENAH FOUNDRY COMPANY
DATE: February 11, 2000 /s/ Gary LaChey
-----------------------------------------------
Gary LaChey
Vice President-Finance, Secretary & Treasurer
(Principal Financial Officer and
Duly Authorized Officer)
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS OF NEENAH FOUNDRY COMPANY AS OF AND FOR THE
THREE MONTHS ENDED DECEMBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> OCT-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 14,580
<SECURITIES> 0
<RECEIVABLES> 64,974
<ALLOWANCES> 1,159
<INVENTORY> 64,221
<CURRENT-ASSETS> 151,922
<PP&E> 280,103
<DEPRECIATION> 53,150
<TOTAL-ASSETS> 652,040
<CURRENT-LIABILITIES> 64,316
<BONDS> 447,634
0
0
<COMMON> 100
<OTHER-SE> 61,059
<TOTAL-LIABILITY-AND-EQUITY> 652,040
<SALES> 126,850
<TOTAL-REVENUES> 126,850
<CGS> 106,057
<TOTAL-COSTS> 106,057
<OTHER-EXPENSES> 12,136
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11,501
<INCOME-PRETAX> (2,844)
<INCOME-TAX> (253)
<INCOME-CONTINUING> (2,591)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,591)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
