<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
FOR THE QUARTERLY PERIOD ENDED: SEPTEMBER 30, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ___________________ to ______________
Commission file number: 0-8328
DYNAMIC MATERIALS CORPORATION
----------------------------------------------
(Name of small business issuer in its charter)
<TABLE>
<S> <C>
COLORADO 84-0608431
- --------------------------------- ------------------------------------
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
551 ASPEN RIDGE DRIVE, LAFAYETTE 80026
- -------------------------------- ----------
(Address of principal executive office) (Zip Code)
</TABLE>
Issuer's telephone number, including Area Code (303) 665-5700
Securities registered under Section 12(g) of the Exchange Act:
COMMON STOCK, $.05 PAR VALUE
----------------------------
(Title of Class)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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
----- -----
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 2,536,940 shares of
common stock as of November 14, 1996.
<PAGE> 2
ITEM 1. FINANCIAL STATEMENTS.
DYNAMIC MATERIALS CORPORATION
CONDENSED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
ASSETS 1996 1995
--------------- -----------
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 1,396,226 $ 487,573
Accounts Receivable (Net of Allowance) 5,042,402 4,479,199
Inventories (Note 3) 3,431,300 2,583,126
Prepaid Expenses & Other 153,101 263,806
-------------- ------------
Total Current Assets 10,023,029 7,813,704
Property, Plant & Equipment 5,318,673 4,072,932
Less: Accumulated Depreciation (2,247,420) (1,984,353)
-------------- ------------
Property, Plant & Equipment, Net 3,071,253 2,088,579
Other Assets:
Goodwill & Purchased Intangibles (Note 2) 1,316,808 -
Patents, Net 7,699 13,684
Deferred Tax Asset & Other (Note 4) 242,724 124,701
-------------- ------------
Total Assets $ 14,661,513 $ 10,040,668
============== ============
</TABLE>
SEE NOTES TO THE CONDENSED FINANCIAL STATEMENTS
<PAGE> 3
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY SEPTEMBER 30, DECEMBER 31,
1996 1995
------------- ------------
<S> <C> <C>
Current Liabilities:
Notes Payable $ - $ 600,000
Accounts Payable 2,735,502 2,216,922
Accrued Expenses 604,902 346,204
Repair Reserve 291,000 100,000
Current Maturities of Long-Term Debt 92,619 86,913
----------- ------------
Total Current Liabilities 3,724,023 3,350,039
Long-Term Debt (Notes 2 and 5) 3,414,554 184,460
Stockholders' Equity:
Preferred Stock, $.05 par value; Authorized 4,000,000 Shares
No Shares Issued and Outstanding - -
Common Stock, $.05 Par Value; Authorized 15,000,000
Shares; Issued and Outstanding 2,536,940 & 2,500,923
Shares 126,597 125,047
Additional Paid-In-Capital 5,946,958 5,877,059
Retained Earnings 1,449,381 504,063
----------- ------------
7,522,936 6,506,169
----------- ------------
Total Liabilities and Stockholders' Equity $14,661,513 $10,040,668
=========== ===========
</TABLE>
SEE NOTES TO THE CONDENSED FINANCIAL STATEMENTS
<PAGE> 4
DYNAMIC MATERIALS CORPORATION
CONDENSED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1996 1995 1996 1995
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
NET SALES $7,754,903 $5,680,929 $19,458,900 $12,282,723
COST OF PRODUCTS MANUFACTURED 6,111,829 4,344,651 15,511,568 9,471,855
---------- ---------- ----------- -----------
Gross Margin 1,643,074 1,336,278 3,947,332 2,810,868
COSTS AND OTHER EXPENSES:
General and Administrative 426,018 260,106 1,167,123 809,453
Selling Expense 383,021 444,361 988,792 1,123,978
Research and Development 82,004 72,368 250,143 270,200
---------- ---------- ----------- -----------
INCOME FROM OPERATIONS 752,031 559,443 1,541,274 607,237
Interest Expense, Net 46,713 5,960 35,956 30,870
---------- ---------- ----------- -----------
INCOME BEFORE PROVISION FOR TAXES 705,318 553,483 1,505,318 576,368
Provision for Income Taxes 264,000 175,000 560,000 184,000
---------- ---------- ----------- -----------
NET INCOME $ 441,318 $ 378,483 $ 945,318 $ 392,368
========== ========== =========== ===========
PRIMARY AND FULLY DILUTED NET
INCOME PER SHARE:
Net Income per share (Note 6) $ 0.16 $ 0.15 $ 0.35 $ 0.16
========== ========== =========== ===========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING:
Primary and Fully Diluted (Note 6) 2,700,657 2,495,000 2,669,729 2,493,000
========== ========== =========== ===========
</TABLE>
SEE NOTES TO THE CONDENSED FINANCIAL STATEMENTS
<PAGE> 5
DYNAMIC MATERIALS CORPORATION
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
1996 1995
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 945,318 $ 392,368
Adjustments to Reconcile Net Income to Net
Cash Provided by (used in) Operating Activities
Depreciation 263,068 230,287
Amortization 23,391 4,378
(Increase) decrease in Receivables 576,662 (169,936)
(Increase) decrease in Inventories 999,262 (1,163,430)
Decrease in Deferred Tax Asset & Prepaid Expense 63,069 178,494
Increase (decrease) in Accounts Payable 515,520 197,918
Increase (decrease) in Accrued Expenses 258,698 (87,282)
Increase (decrease) in Repair Reserve 191,000 -
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES 3,835,988 (417,203)
CASH FLOWS USED IN INVESTING ACTIVITIES
Acquisition of Fixed Assets (270,741) (202,020)
Increase in Other Assets (77,677) -
Purchase of Detaclad Net Assets (5,291,871) -
----------- -----------
CASH FLOWS USED IN INVESTING ACTIVITIES (5,640,289) (202,020)
----------- -----------
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES
Net (Repayment) Borrowings under Bank Line (600,000) 100,000
Increase in Long-Term Revolving Credit Loans 3,300,000 -
Repayment of Other Long-Term Debt (58,494) (136,346)
Issuance of Common Stock Upon Option Exercise 71,448 -
----------- -----------
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES 2,712,954 (36,346)
----------- -----------
INCREASE (DECREASE) IN CASH AND EQUIVALENTS 908,653 (655,569)
CASH AND EQUIVALENTS BEGINNING OF PERIOD 487,573 664,116
----------- -----------
CASH AND EQUIVALENTS END OF PERIOD $ 1,396,226 $ 8,547
=========== ===========
</TABLE>
SEE NOTES TO THE CONDENSED FINANCIAL STATEMENTS
<PAGE> 6
DYNAMIC MATERIALS CORPORATION
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The information included in the Condensed Financial Statements is unaudited,
but includes all adjustments which are, in the opinion of management, necessary
for a fair presentation of the interim periods presented. These Condensed
Financial Statements should be read in conjunction with the Company's 1995
Annual Report filed on Form 10-KSB.
2. ACQUISITION OF DETACLAD(R) BUSINESS OF E.I. DUPONT DE NEMOURS AND COMPANY
On July 22, 1996, the Company acquired certain assets of the Detaclad Business
of E.I. DuPont de Nemours and Company (DuPont). Detaclad designs, manufactures
and distributes explosion bonded clad metal plates and also provides explosive
shock syntheses services to DuPont in connection with DuPont's production of
industrial diamonds. The total purchase price of $5,291,871 included
$5,041,295 in cash payments to Dupont and $250,576 in acquisition related
expenses. Assets acquired consisted principally of trade accounts receivable,
inventories, machinery and equipment, leasehold improvements and trade names
used in the business, as well as subleases of the facilities at which the
Detaclad business is conducted. The Detaclad acquisition was financed with
Company cash and borrowings under a revolving credit facility with KeyBank of
Colorado.
The acquisition has been accounted for using the purchase method of accounting.
The purchase price was allocated to the assets acquired based on their
approximate fair market values at the purchase date. After allocating the
purchase price to identifiable assets, $1,034,334 of the purchase price was
recorded as the excess cost over assets acquired and is being amortized over
twenty-five years using the straight-line method. The results of operations of
Detaclad since the July 22, 1996, purchase date are included in the Company's
condensed financial statements.
The following unaudited pro forma results of operations of the Company for the
nine months ended September 30, 1996, and 1995, assumes that the acquisition of
Detaclad had occurred on January 1, 1995. These pro forma results are not
necessarily indicative of the actual results of operations that would have been
achieved nor are they necessarily indicative of future results of operations.
<TABLE>
<CAPTION>
NINE MONTHS ENDED SEPTEMBER 30,
-----------------------------------
1996 1995
----------- ----------
<S> <C> <C>
Revenues $25,383,900 $19,429,279
Net income $ 1,024,318 $ 482,131
Net income per share $ 0.41 $ 0.19
</TABLE>
<PAGE> 7
3. INVENTORIES
This caption on the Condensed Balance Sheet includes the following:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1996 1995
----------- ----------
<S> <C> <C>
Raw Stock, Net $1,194,160 $ 261,024
Work-In-Process 2,015,797 2,096,802
Supplies 221,343 225,300
---------- ----------
$3,431,300 $2,583,126
========== ==========
</TABLE>
4. OTHER NON-CURRENT ASSETS:
This caption on the Condensed Balance Sheet includes the following:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1996 1995
----------- ----------
<S> <C> <C>
Non-Current Receivable, Net $ 15,833 $ 23,333
Other Deposits 21,268 60,968
Intangibles, Net 10,000 40,400
Deferred Financing Costs 195,623 -
---------- ----------
$ 242,724 $ 124,701
========== ==========
</TABLE>
5. LONG-TERM DEBT AND CURRENT MATURITIES
This caption on the Condensed Balance Sheet includes the following:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1996 1995
----------- ----------
<S> <C> <C>
Concord Financial - Equipment, 8.375% $ 207,173 $ 271,373
KeyBank of Colorado - Revolving Credit Loan 3,300,000 -
Less: Current Portion (92,619) (86,913)
---------- ----------
$3,414,554 $ 184,460
========== ==========
</TABLE>
<PAGE> 8
6. NET INCOME PER COMMON SHARE:
Net income per common share has been computed based upon the weighted average
number of shares of common stock and, if the aggregate dilutive effect is
greater than 3%, common stock equivalents outstanding during each period.
Common stock equivalents recognize the potential dilutive effects of the future
exercise of common stock options.
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
GENERAL
Dynamic Materials Corporation (the "Company"), formerly Explosive
Fabricators, Inc., was incorporated in the state of Colorado in 1971. The
Company manufactures clad metal products such as metal plates, heat exchanger
tube sheets and other heat exchanger components and transition joints as well
as precision formed metal parts. In July 1996, the Company purchased the
assets of the Detaclad division of E.I. DuPont de Nemours and Company, Inc.
("DuPont"). Detaclad manufactures principally the same products and services
as the Company and performs certain explosive manufacturing services for DuPont
which are used in the production of Mypolex(TM) synthetic industrial diamonds.
CLAD PRODUCTS The Company uses its proprietary Dynaclad(TM) technology to
combine parent metals of high-alloy and carbon steel to create strong,
corrosion resistant, cost effective, explosion bonded clad metal products. The
explosion bonded clad metal products are used in the Hydrocarbon Processing
Industry; Petrochemical Industry; Pulp and Paper Industry; Mining;
Shipbuilding; Heat, Ventilation, and Air Conditioning (HVAC); and other
industries which require metal products which can be subjected to corrosive
materials, high temperatures and high pressure conditions. The Company's
Dynaclad(TM) technology uses an explosive force to create an electron-sharing
metallurgical bond between two or more dissimilar parent metals.
FORMING PRODUCTS The Company uses its proprietary Dynaform(TM) technology
to form thin metal sheets into precise three-dimensional shapes. Explosion
formed metal parts are typically designed to precise specifications and are
primarily fabricated for the aerospace and commercial aviation industries.
These parts can often be held to high tolerances across relatively large
dimensions.
The Company prices its clad and formed products on a project-by-project
basis, and pricing can depend significantly on the Company's cost of materials
as well as the amount and timing of materials ordered. For example, the raw
materials used in cladding and forming include high alloys and super alloys
which are often subject to commodity pricing which is not under the control of
the Company. The consistency and magnitude of the Company's revenues are
therefore subject to a variety of factors, including the size and timing of
projects at any given point in time.
OVERVIEW
The Company's results of operations for the three- and nine-month periods
ended September 30, 1996, have been favorably impacted by increased orders,
principally for cladding products, as compared with comparable periods in 1995.
Some portion of the increases in revenue are due to the recognition of revenue
from shipments of orders taken in prior periods which were reflected in
previously reported inventory. Orders continue to be received at higher levels
than in the comparable 1995 periods, however, a significant portion of the
Company's present and future sales activity derives from increased sales to
offshore
<PAGE> 10
customers concentrated in the Pacific Rim including but not limited to: China,
India, Korea, Malaysia and Taiwan. The Company expects that approximately 35%
of its total sales reflect activity in this market.
During the third quarter, on July 22, 1996, the Company completed the
acquisition from DuPont of the assets of Detaclad, for a purchase price of
$5,291,871, including $250,576 of acquisition-related expenses. The Company
financed the acquisition through $4,041,871 of borrowings and $1,250,000 from
cash on hand. The Detaclad assets represent approximately a 50% increase in
the Company's total assets as of December 31, 1995. As operated by DuPont,
Detaclad generated approximately $11,200,000 in sales revenues in the year
ended December 31, 1995. As a result, the Company's results of operations
subsequent to the acquisition will not be directly comparable with the
pre-acquisition results.
QUARTER ENDED SEPTEMBER 30, 1996, COMPARED TO SEPTEMBER 30, 1995
The following table sets forth for the periods indicated the percentage
relationship to net sales of certain income statement data:
<TABLE>
<CAPTION>
PERCENTAGE OF NET SALES
---------------------------------------------------------
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------- -------------------
1996 1995 1996 1995
------ ------ ------ ------
<S> <C> <C> <C> <C>
Net Sales 100.0% 100.0% 100.0% 100.0%
Cost of Products Manufactured 78.8% 76.5% 79.7% 77.1%
------ ------ ------ ------
Gross Margin 21.2% 23.5% 20.3% 22.9%
General & Administrative 5.5% 4.6% 6.0% 6.6%
Selling Expenses 4.9% 7.8% 5.1% 9.2%
R & D 1.1% 1.3% 1.3% 2.2%
Interest Expense, Net 0.6% 0.1% 0.2% 0.3%
Income Tax Provision 3.4% 3.1% 2.9% 1.5%
------ ------ ------ ------
Net Income 5.7% 6.7% 4.9% 3.2%
====== ====== ====== ======
</TABLE>
NET SALES. Net sales increased 37% to $7,754,900 in the quarter ended
September 30, 1996, from $5,680,900 for the comparable quarter in 1995. For
the nine-months ended September 30, 1996, net sales increased 58% to
$19,458,900 from $12,282,700 for the comparable period in 1995. These
increases were due to higher levels of contract activity, principally for
cladding products and in Pacific Rim countries, approximately $1,900,000 in
sales from the acquired Detaclad business and completion of the manufacturing
and, for the nine-month period, shipment of products that had been reflected in
high inventory levels at December 31, 1995.
<PAGE> 11
GROSS MARGIN. For the three months ended September 30, 1996, the gross
margin expressed as a percentage of net sales, was 21.2% compared to 23.5% in
the comparable period in 1995. For the nine-month period, the gross margin was
20.3% compared with 22.9% of net sales in the comparable 1995 period. The
decrease in the percentage of net sales represented by gross margin was due
principally to lower relative levels of sales of formed products in 1996, as
formed products are sold at higher margins than clad products, and product mix
fluctuations within the cladded product line. Pricing of the Company's clad
products increased slightly in the third quarter of 1996 compared with the
first two quarters of 1996, also contributing to an increase in gross margins
in the third quarter.
GENERAL AND ADMINISTRATIVE. General and administrative expenses increased
64% in the three months ended September 30, 1996, from $260,100 to $426,000,
primarily as a result of increased bonus accruals, increased insurance expense
for expanded coverage of director's and officer's liability insurance,
increased travel and entertainment expenses, increased consulting costs, a new
investor relations initiative, increased compensation expense and a new
operating lease for telephone equipment. Certain of these increased costs,
particularly travel and consultant costs, were incurred in connection with the
DuPont acquisition and will be non-recurring costs. Other expense categories
will remain at higher levels to support the Detaclad business and higher levels
of sales activity. General and administrative costs increased 44% to
$1,167,100 in the nine months ended September 30, 1996, compared to $809,500 in
the first nine months of 1995, principally reflecting higher bonus accruals,
increased insurance expense, a new investor relations initiative, and increased
compensation and consulting expenses. Despite the increases, general and
administrative expenses as a percentage of net sales decreased from 6.6% to
6.0% for the nine-months ended September 30, 1995, and 1996, respectively, as a
result of the higher levels of net sales. For the three-month period, general
and administrative expenses as a percentage of net sales increased from 4.6% in
1995, to 5.5% in 1996, but remained below the 1996 year-to-date percentage of
6.0% due to the high level of third quarter sales.
SELLING EXPENSE. Selling expense decreased by 14%, from $444,400 in the
three months ended September 30, 1995, to $383,000 in the three months ended
September 30, 1996. Similarly, selling expense decreased by 12% in the
comparable nine-month periods, from $1,124,000 in the nine months ended
September 30, 1995, to $988,800 in the comparable 1996 period. The decreases
are due in part to reduced staff levels in 1996, and non-recurring recruiting
and relocation expense in the 1995 period associated with the retention during
that period of a new Vice President of Marketing and Sales. The Company expects
selling expense levels to increase somewhat in the fourth quarter of 1996, as
certain marketing activities have been deferred due to the focus on the DuPont
acquisition and staff have been added in connection with the Detaclad
acquisition and other business development activities. Selling expense as a
percentage of net sales was 4.9% in the three months ended September 30, 1996,
as compared with 7.8% in the year earlier period, and 5.1% in the nine months
ended September 30, 1996 as compared with 9.2% in the year earlier period, as a
result of both lower selling expenses and higher net sales.
<PAGE> 12
RESEARCH AND DEVELOPMENT. Research and development expenses increased 13%
to $82,000 in the three months ended September 30, 1996, from $72,400 in the
year earlier period. Research and development expenses declined 7% over the
comparable nine-month periods, from $270,200 for the nine months ended
September 30, 1995, to $250,100 for the nine months ended September 30, 1996.
The reduction in spending for the nine-month period reflects lower levels of
project spending due to the commitment of staff to Detaclad acquisition
activities and a greater emphasis on production support in the 1996 period.
INTEREST. In the three- and nine-month periods ended September 30, 1996,
the Company had $46,700 and $36,000 in interest expense as compared with
interest expense of $6,000 and $30,900, respectively, in the comparable year
earlier periods. These increases are entirely due to borrowings during the
third quarter of 1996 under the Company's revolving line of credit facility
with KeyBank of Colorado which were required to finance a portion of the
Detaclad acquisition. Interest rates on these borrowings averaged slightly
less than 6.75% during the quarter.
LIQUIDITY AND CAPITAL RESOURCES
Historically, the Company has secured the major portion of its operational
financing from internally generated funds and an asset-backed revolving credit
facility. At September 30, 1996, the Company has approximately $1,396,200 of
cash and cash equivalents, $3,414,600 of long-term debt (consisting of
$3,300,000 in borrowings under a revolving credit facility and an installment
note secured by equipment,) and $6,299,000 of working capital. Subsequent to
June 30, 1996, and in anticipation of financing needs for the Detaclad
acquisition, the Company entered into a new $7,500,000 secured credit facility.
At September 30, 1996, $3,300,000 was outstanding under this facility, all of
which was borrowed to finance the Detaclad acquisition, including fees and
expenses associated with the acquisition. The credit facility has a seven-year
term and is secured by substantially all of the Company's assets, including its
accounts receivable, inventory and equipment. The maximum amount available
under the line of credit is subject to borrowing base restrictions which are a
function of defined balances in accounts receivable, inventory, real property
and equipment. As of September 30, 1996, borrowing availability under the line
of credit was approximately $2,500,000 beyond actual borrowings as of that
date.
During the nine-month period ended September 30, 1996, the Company
generated $3,836,000 in cash flows from operating activities as compared to the
comparable nine-month period in the prior year during which $417,000 of cash
was used to fund operating activities. The significant cash flow generated
from 1996 operations is due to significant reductions in accounts receivable
and inventories (excluding those acquired in connection with the Detaclad
acquisition) compared to the balances at December 31, 1995, as well as the
higher level of net income. The current ratio was 2.7 at September 30, 1996,
in comparison to 2.3 at December
<PAGE> 13
31, 1995. Cash flows used in investing activities were $5,640,300 through
September 30, 1996, compared with $202,000 during the same period in 1995, due
principally to the $5,291,900 investment in the Detaclad business during July,
1996. Capital expenditures were $270,700, or approximately 34% higher in the
1996 period than in the comparable 1995 period.
The Company believes that its current cash flow from operations and
available borrowing capacity will be sufficient to fund foreseeable working
capital and capital expenditure needs through the remainder of 1996 and into
1997. However, because the Company's business has been based on a relatively
small number of large specifically negotiated contracts, the failure to perform
existing contracts on a timely basis, and to receive payment for such services
in a timely manner, or to enter into future contracts at projected volumes and
profitability levels could adversely effect the Company's ability to meet its
cash requirements exclusively through internal sources. Consequently, any
restriction on the availability of borrowing under the line of credit could
negatively effect the Company's ability to meet its future cash requirements.
Statements which are not historical facts contained in this report are
forward-looking statements that involve risks and uncertainties that could
cause actual results to differ materially from projected results. Factors that
could cause actual results to differ materially include, among others: general
economic conditions, both domestically and abroad; the timely completion of
contracts; the ability to obtain new contracts at attractive prices;
fluctuations in customer demand, including as a result of a change in
regulatory or tax provisions in countries in which the Company's customers are
located; competitive factors; and the Company's ability to address adequately
the changing demands resulting from the Detaclad acquisition. Readers are
cautioned not to place undue reliance on these forward-looking statements,
which reflect management's analysis only as of the date hereof. The Company
undertakes no obligation to publicly release the results of any revision to
these forward-looking statements which may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
<PAGE> 14
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
(a) None.
(b) None.
(c) None.
(d) None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a.) 27 -- Financial Data Schedule
(b.) Reports on Form 8-K
A report on Form 8-K/A-1 was filed on October 4, 1996. This report amended
the Form 8-K filed on August 6, 1996, to include audited financial information
as of December 31, 1995, and for the years ended December 31, 1994, and 1995,
for the Detaclad business of E.I. DuPont de Nemours and Co., Inc., which the
Company acquired on July 22, 1996, and unaudited information as of June 30,
1996, and for the six-month period then ended. The report also included
unaudited pro forma financial information as of June 30, 1996, and for the year
ended December 31, 1995.
<PAGE> 15
SIGNATURES
In accordance with the requirements of the Exchange Act, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
DYNAMIC MATERIALS CORPORATION
-----------------------------
(Registrant)
Date: November 14, 1996
----------------- /s/ RICHARD A. SANTA
-----------------------------------------
Richard A. Santa, Chief Financial Officer
/s/ PAUL LANGE
---------------------------------
Paul Lange, Chief Executive Officer
<PAGE> 16
INDEX TO EXHIBIT
Exhibit
No. Description
--------- -------------------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 1,396,226
<SECURITIES> 0
<RECEIVABLES> 4,876,062
<ALLOWANCES> (166,340)
<INVENTORY> 3,431,300
<CURRENT-ASSETS> 10,023,029
<PP&E> 5,318,673
<DEPRECIATION> (2,247,420)
<TOTAL-ASSETS> 14,661,513
<CURRENT-LIABILITIES> 3,724,023
<BONDS> 3,414,554
0
0
<COMMON> 126,597
<OTHER-SE> 7,396,339
<TOTAL-LIABILITY-AND-EQUITY> 14,661,513
<SALES> 19,458,900
<TOTAL-REVENUES> 19,458,900
<CGS> 15,511,568
<TOTAL-COSTS> 17,917,626
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 35,956
<INCOME-PRETAX> 1,505,319
<INCOME-TAX> 560,000
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 945,319
<EPS-PRIMARY> 0.35
<EPS-DILUTED> 0.35
</TABLE>
