WAXMAN INDUSTRIES INC
10-K/A, 1995-10-11
HARDWARE & PLUMBING & HEATING EQUIPMENT & SUPPLIES
Previous: UNION CARBIDE CORP /NEW/, S-3/A, 1995-10-11
Next: AIM EQUITY FUNDS INC, 497, 1995-10-11



<PAGE>   1





                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                  FORM 10-K/A

     X           ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
   ----          OF THE SECURITIES EXCHANGE ACT OF 1934

                   FOR THE FISCAL YEAR ENDED JUNE 30, 1995
                                      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 0-5888

                            WAXMAN INDUSTRIES, INC.

             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

           DELAWARE                                   34-0899894
    (STATE OF INCORPORATION)              (I.R.S.EMPLOYER IDENTIFICATION NUMBER)
       24460 AURORA ROAD,
      BEDFORD HEIGHTS, OHIO                             44146
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)              (ZIP CODE)

                                 (216) 439-1830
              (REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE)

          SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:

                                                   (NAME OF EACH
   (TITLE OF EACH CLASS)                     EXCHANGE ON WHICH REGISTERED)
- -----------------------------                ------------------------------
 Common Stock, $.01 par value                  New York Stock Exchange
                                                Chicago Stock Exchange

          SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

                                      NONE

    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 ninety (90) days.
                                                   Yes  x  No  
                                                       ---
    Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.        
                                      x
                                     ---
    Aggregate market value of voting stock held by nonaffiliates of the
registrant based on the closing price at which such stock was sold on the New
York Stock Exchange on September 22, 1995:  $9,041,669

    Number of shares of Common Stock outstanding as of September 22, 1995:

<TABLE>
                                  <S>                               <C>
                                  Common Stock                      9,497,083
                                  Class B Common Stock              2,215,079
</TABLE>
<PAGE>   2
    The Annual Report on Form 10-K for the fiscal year ended June 30, 1995
(File Number 001-10273) of Waxman Industries, Inc. (the "Company") is hereby
amended by deleting therefrom the Supplementary Financial Information included
therein in its entirety and substituting therefor the following Supplementary
Financial Information.

                      SUPPLEMENTARY FINANCIAL INFORMATION

    Quarterly Results of Operations:

    The following is a summary of the unaudited quarterly results of operations
for the fiscal years ended June 30, 1995 and 1994 (in thousands, except per
share amounts):

<TABLE>
<CAPTION>
                                                                                                                   AUDITED
  FISCAL 1995                                        1ST QTR.       2ND QTR.        3RD QTR.       4TH QTR.         TOTAL
  -----------                                        --------       --------        --------       --------         -----
  <S>                                                <C>            <C>             <C>            <C>            <C>
  Net sales                                          $37,093        $39,426         $40,370        $ 39,101       $155,990
  Gross profit                                        11,934         13,008          13,403          12,406         50,751
  Operating income                                     2,798          3,653           3,400           1,224         11,075
  Loss from continuing operations                     (1,709)        (1,040)         (1,547)         (4,445)        (8,741)
  Income (loss) from discontinued
    operations                                         1,157             57            (322)         (4,224)        (3,332)
  Loss on disposal                                         -              -               -         (11,000)       (11,000)
  Net loss                                              (552)          (983)         (1,869)        (19,669)       (23,073)
  Primary and fully diluted
    earnings per share:
    Loss from continuing operations                     (.15)          (.09)           (.13)           (.38)          (.75)
    Income (loss) from discontinued
      operations                                         .10            .01            (.03)           (.36)          (.28)
    Loss on disposal                                       -              -               -            (.94)          (.94)
    Net loss                                            (.05)          (.08)           (.16)          (1.68)         (1.97)



                                                                                                                   AUDITED
  FISCAL 1994                                        1ST QTR.       2ND QTR.        3RD QTR.       4TH QTR.         TOTAL
  -----------                                        --------       --------        --------       --------         -----

  Net sales                                          $35,213        $34,257         $34,286        $ 36,141       $139,897
  Gross profit                                        11,346         11,548          11,632          11,708         46,234
  Operating income                                     2,531          2,884           2,939           2,068         10,422
  Loss from continuing operations
    before extraordinary charge                         (455)          (655)           (834)         (2,319)        (4,263)
  Income (loss) from discontinued
    operations                                           984            728          (4,357)            187         (2,458)
  Loss on disposal                                                                  (38,343)              -        (38,343)
  Extraordinary charge                                     -              -          (6,625)           (199)        (6,824)
  Net income (loss)                                      529             73         (50,159)         (2,331)       (51,888)
  Primary and fully diluted
    earnings per share:
    Loss from continuing operations
    before extraordinary charge                         (.04)          (.05)           (.07)           (.20)          (.37)
    Income (loss) from discontinued
      operations                                         .09            .06            (.37)            .02           (.21)
    Loss on disposal                                       -              -           (3.28)              -          (3.28)
    Extraordinary charge                                   -              -            (.57)           (.02)          (.58)
    Net income (loss)                                    .05            .01           (4.29)           (.20)         (4.44)
</TABLE>
<PAGE>   3
                                   SIGNATURES



    Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.

October 11, 1995



                            Waxman Industries, Inc.



                            By:/s/Andrea Luiga                
                               --------------------------
                                  Chief Financial Officer


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission