<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1994
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 1-5530
ALLIED PRODUCTS CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 38-0292230
- - ------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
10 SOUTH RIVERSIDE PLAZA, CHICAGO, ILLINOIS 60606
- - --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (312) 454-1020
Not Applicable
----------------------------------------------
(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 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 requirement 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 practicable date:9,104,481 common shares, $.01
par value, as of April 30, 1994.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
INDEX
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INTRODUCTION
CONSOLIDATED BALANCE SHEETS-
December 31, 1993 and March 31, 1994
CONSOLIDATED STATEMENTS OF INCOME (LOSS)-
Three Months Ended March 31, 1993 and 1994
CONSOLIDATED STATEMENTS OF CASH FLOWS-
Three Months Ended March 31, 1993 and 1994
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
PART II. OTHER INFORMATION
ITEM 1. NOT APPLICABLE
ITEM 2. NOT APPLICABLE
ITEM 3. NOT APPLICABLE
ITEM 4. NOT APPLICABLE
ITEM 5. NOT APPLICABLE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
<PAGE>
PART I - FINANCIAL INFORMATION
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
INTRODUCTION
The consolidated financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission and reflect all adjustments of a recurring nature which
are, in the opinion of management, necessary to present fairly the consolidated
financial information required therein. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that the
disclosures are adequate to make the information presented not misleading. It
is suggested that these financial statements be read in conjunction with the
financial statements and the notes thereto included in the Company's latest
annual report on Form 10-K.
The results of operations for the three month period ended March 31, 1993 and
1994 are not necessarily indicative of the results to be expected for the full
year.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1993 AND MARCH 31, 1994
(UNAUDITED)
ASSETS
<TABLE>
<CAPTION>
12/31/93 3/31/94
---------------- ----------------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 44,416,000 $ 4,088,000
---------------- ----------------
Notes and accounts receivable, less allowances
of $1,996,000 and $2,076,000, respectively $ 44,415,000 $ 60,219,000
---------------- ----------------
Inventories:
Raw materials $ 9,407,000 $ 10,318,000
Work in process 18,161,000 16,760,000
Finished goods 17,156,000 14,889,000
---------------- ----------------
$ 44,724,000 $ 41,967,000
---------------- ----------------
Prepaid expenses $ 1,915,000 $ 1,151,000
---------------- ----------------
Total current assets $ 135,470,000 $ 107,425,000
---------------- ----------------
PLANT AND EQUIPMENT, AT COST:
Land $ 2,454,000 $ 2,454,000
Buildings and improvements 34,573,000 34,821,000
Machinery and equipment 37,946,000 38,201,000
---------------- ----------------
$ 74,973,000 $ 75,476,000
Less - Accumulated depreciation and amortization 43,923,000 44,720,000
---------------- ----------------
$ 31,050,000 $ 30,756,000
---------------- ----------------
OTHER ASSETS:
Notes receivable, due after one year $ 8,465,000 $ 8,043,000
Deferred charges(goodwill),net of amortization 16,693,000 16,176,000
Other 362,000 1,130,000
---------------- ----------------
$ 25,520,000 $ 25,349,000
---------------- ----------------
$ 192,040,000 $ 163,530,000
---------------- ----------------
---------------- ----------------
</TABLE>
The accompanying notes to consolidated financial statements are an integral part
of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1993 AND MARCH 31, 1994
(UNAUDITED)
LIABILITIES AND SHAREHOLDERS' INVESTMENT
<TABLE>
<CAPTION>
12/31/93 3/31/94
-------------- --------------
<S> <C> <C>
CURRENT LIABILITIES:
Revolving credit agreement $ -- $ 10,668,000
Revolver loan 4,382,000 --
Current portion of long-term debt 39,343,000 4,106,000
Accounts payable 13,957,000 18,896,000
Accrued expenses 46,124,000 39,032,000
-------------- --------------
Total current liabilities $ 103,806,000 $ 72,702,000
-------------- --------------
LONG-TERM DEBT, LESS CURRENT PORTION SHOWN ABOVE $ 10,622,000 $ 10,323,000
-------------- --------------
OTHER LONG-TERM LIABILITIES $ 2,701,000 $ 2,636,000
-------------- --------------
REDEEMABLE PREFERRED STOCK: $10.81 SERIES C
CUMULATIVE PREFERRED STOCK; STATED VALUE $100 PER
SHARE; AUTHORIZED 150,000 SHARES; ISSUED AND OUTSTANDING
129,000 SHARES $ 12,900,000 $ 12,900,000
-------------- --------------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' INVESTMENT:
Preferred Stock-
Series B Variable Rate Cumulative Preferred
Stock, stated value $50 per share; authorized
350,000 shares; issued and outstanding 180,800 shares $ 9,040,000 $ 9,040,000
Undesignated-authorized 1,500,000 shares;
none issued -- --
Common stock, par value $.01 per share;
authorized 25,000,000 shares; issued 9,089,748
and 9,101,461 shares at December 31, 1993 and
March 31, 1994, respectively 91,000 91,000
Additional paid-in capital 92,395,000 92,489,000
Retained earnings (deficit) (39,515,000) (36,651,000)
-------------- --------------
$ 62,011,000 $ 64,969,000
-------------- --------------
$ 192,040,000 $ 163,530,000
-------------- --------------
-------------- --------------
</TABLE>
The accompanying notes to consolidated financial statements are an integral part
of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
For the three months ended March 31, 1993 and 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31,
---------------------------------
1993 1994
-------------- --------------
<S> <C> <C>
Net sales from continuing operations $ 59,893,000 $ 59,214,000
Cost of products sold 46,319,000 43,987,000
-------------- --------------
Gross profit $ 13,574,000 $ 15,227,000
-------------- --------------
Other costs and expenses-
Selling and administrative expenses $ 8,113,000 $ 8,276,000
Interest expense 1,680,000 1,054,000
Other (income) expense, net 320,000 384,000
-------------- --------------
$ 10,113,000 $ 9,714,000
-------------- --------------
Income before taxes from continuing operations $ 3,461,000 $ 5,513,000
Provision for income taxes 127,000 216,000
-------------- --------------
Income from continuing operations $ 3,334,000 $ 5,297,000
-------------- --------------
Discontinued operations (net of tax):
Income (loss)from operations $ 2,604,000 $ (949,000)
Provision for loss on disposition of
discontinued operation -- (1,000,000)
-------------- --------------
Income (loss) from discontinued operations $ 2,604,000 $ (1,949,000)
-------------- --------------
Net income $ 5,938,000 $ 3,348,000
-------------- --------------
-------------- --------------
Net income applicable to common stock $ 5,390,000 $ 2,864,000
-------------- --------------
-------------- --------------
Earning (loss) per common share:
Continuing operations $ .32 $ .53
Discontinued operations .29 (.21)
-------------- --------------
Income per common share $ .61 $ .32
-------------- --------------
-------------- --------------
Average number of common shares outstanding 8,846,000 9,096,000
-------------- --------------
-------------- --------------
</TABLE>
The accompanying notes to consolidated financial statements are an integral part
of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1993 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31,
---------------------------------
1993 1994
-------------- --------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 5,938,000 $ 3,348,000
Adjustments to reconcile net income to net cash provided
from (used for) operating activities:
Provision for loss on dispostion of discontined operation -- 1,000,000
Effect of provision for restructuring costs 700,000 --
Depreciation and amortization 2,627,000 1,351,000
Amortization of deferred charges and (credits), net (54,000) 517,000
Changes in noncash assets and liabilities, net of
effects of assets/businesses sold and noncash transactions:
(Increase) in accounts receivable (29,412,000) (15,906,000)
Decrease in inventories 25,671,000 2,757,000
(Increase) decrease in prepaid expenses (898,000) 764,000
Increase (decrease) in accounts payable and accrued
expenses 12,411,000 (3,152,000)
Other, net (994,000) (276,000)
-------------- --------------
Net cash provided from (used for) operating activities $ 15,989,000 $ (9,597,000)
-------------- --------------
Cash Flows from Investing Activities:
Additions to plant and equipment $ (1,849,000) $ (1,165,000)
Proceeds from sales of plant and equipment 2,596,000 78,000
-------------- --------------
Net cash provided from (used for) investing activities $ 747,000 $ (1,087,000)
-------------- --------------
Cash Flows from Financing Activities:
Borrowing under the revolving credit agreement $ -- $ 20,000,000
Proceeds from issuances of long-term debt 33,348,000 --
Borrowings under the revolver loan agreements 44,444,000 29,243,000
Payments under the revolver loan agreements (15,748,000) (48,508,000)
Payments of long-term debt (65,058,000) (29,989,000)
Preferred stock dividends/redemptions paid (954,000) (484,000)
Stock option transations 46,000 94,000
-------------- --------------
Net cash (used for) financing activities $ (3,922,000) $ (29,644,000)
-------------- --------------
Net increase (decrease) in cash and cash equivalents $ 12,814,000 $ (40,328,000)
Cash and cash equivalents at beginning of year 5,446,000 44,416,000
-------------- --------------
Cash and cash equivalents $ 18,260,000 $ 4,088,000
-------------- --------------
-------------- --------------
</TABLE>
The accompanying notes to consolidated financial statements are an integral part
of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1993 AND 1994
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31,
-------------------------------
1993 1994
------------- -------------
<S> <C> <C>
Supplemental Information:
(A) Noncash investing and financing activities:
1. Series B Preferred stock dividends paid
through the issuance of common stock $ 398,000 $ --
------------- -------------
------------- -------------
2. Series B Preferred stock redemptions
($1,500,000) and dividends ($352,000) paid
through the issuance of subordinated debt,
net of $396,000 cash paid $ 1,456,000 $ --
------------- -------------
------------- -------------
3. Series C Preferred stock dividends paid
through the issuance of common stock $ 405,000 $ --
------------- -------------
------------- -------------
4. Series C Preferred stock redemptions
($700,000) and dividends ($792,000) paid
through the issuance of subordinated debt,
net of $510,000 cash paid $ 982,000 $ --
------------- -------------
------------- -------------
5. Interest expense paid through the issuance of
subordinated debt $ 48,000 $ --
------------- -------------
------------- -------------
(B) Interest paid during the period $ 3,207,000 $ 1,848,000
------------- -------------
------------- -------------
(C) Income/franchise taxes paid during the period,
net of refunds $ 164,000 $ 103,000
------------- -------------
------------- -------------
</TABLE>
The accompanying notes to consolidated financial statements are an integral part
of these statements.
<PAGE>
ALLIED PRODUCTS CORPORATION AND CONSOLIDATED SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) ACCRUED EXPENSES
The Company's accrued expenses consist of the following:
<TABLE>
<CAPTION>
12/31/93 3/31/94
------------- -------------
<S> <C> <C>
Salaries and wages $ 7,051,000 $ 7,367,000
Warranty 9,658,000 9,208,000
Insurance 9,096,000 6,293,000
Restructuring and other
facility close down costs 6,141,000 4,562,000
Pensions, including retiree
health 3,712,000 3,646,000
Taxes, other than income
taxes 1,742,000 1,567,000
Environmental matters 4,354,000 4,479,000
Other 4,370,000 1,910,000
------------- -------------
$ 46,124,000 $ 39,032,000
------------- -------------
------------- -------------
</TABLE>
(2) INCOME PER COMMON SHARE
Income per common share in the first quarter of 1993 and 1994 is based on
the average number of common shares outstanding (8,846,000 and 9,096,000,
respectively) after reducing net income for preferred dividend requirements
($548,000 and $484,000 for the three months ended March 31, 1993 and 1994,
respectively). The assumed exercise of stock options would not result in
material dilution for the quarters ended March 31, 1993 and 1994.
(3) DISPOSITION/SALES OF ASSETS
In the first quarter of 1994, the Company signed a letter of intent to sell
substantially all of the assets and the business of its Cooper division.
Subsequent to the end of the first quarter of 1994, the Company enter into a
definitive sale agreement for this operation. The closing should take place in
the second quarter of 1994. During the first quarter of 1994, the Company
recorded a provision of $1,000,000 for the estimated loss on the disposition of
this operation. The provision has been included in the Consolidated Statements
of Income (loss) in the first quarter 1994 as "Provision for Loss on disposition
of discontinued operation".
(4) RESTRUCTURING COSTS
During the first quarter of 1993 and 1994, expenditures of approximately
$2,100,000 and $1,129,000, respectively, were charged against the provision for
restructuring cost established in 1991, 1992 and the first quarter of 1993.
<PAGE>
(5) FINANCIAL ARRANGEMENTS
During the first quarter of 1994, the Company terminated separate debt
financing agreements at the former Bush Hog, Verson, and Coz subsidiaries
through the completion of a new Revolving Credit Agreement. This new three year
$50,000,000 Revolving Credit Agreement with two banks, dated March 17, 1994,
provides for up to $35,000,000 in working capital related loans and up to
$15,000,000 in standby letters of credit required for the Company's self-
insurance programs and for other commercial purposes. Interest is at prime rate
or at other rates as provided within the agreement. This facility is
collateralized principally by the Company's receivables and inventories. The
all collateral is subject to release if the Company attains certain financial
results for the first nine months of 1994 or for any four consecutive fiscal
quarters starting January 1, 1994, which the Company believes will occur. As a
result of this financing, Bush Hog Corporation, Verson Corporation and Coz
Corporation subsidiaries were dissolved and their assets were conveyed to the
parent company, Allied Products Corporation. Under the Revolving Credit
Agreement, the Company must meet certain periodic financial tests, including
minimum net worth, minimum operating income, ratio of funded debt to operating
income, and ratio of operating income to interest expense.
(6) CONTINGENT LIABILITIES
The Company is involved in a number of legal proceedings as a defending
party, including product liability and environmental matters for which
additional liability is reasonably possible. However, after consideration of
relevant data (consultation with legal counsel and review of insurance coverage,
accruals, etc.), management believes that the eventual outcome of these matters
will not have a material adverse effect on the Company's financial position.
At March 31, 1994, the Company was contingently liable for approximately
$909,000 primarily relating to outstanding letters of credit.
(7) INCOME TAXES
The provision for income taxes in the first quarter of 1993 and 1994 is
$214,000 and $145,000, respectively. The allocation of the provision for income
taxes in the first quarter Consolidated Statements of Income (Loss) includes the
following:
<TABLE>
<CAPTION>
1993 1994
---------- ----------
<S> <C> <C>
Continuing operations $ 127,000 $ 216,000
Discontinued operations 87,000 (71,000)
---------- ----------
Total provision $ 214,000 $ 145,000
---------- ----------
---------- ----------
</TABLE>
<PAGE>
The provision for income taxes in the first quarter of 1993 and 1994
differs from amounts computed by applying the statutory rate to pre-tax income
as follows:
<TABLE>
<CAPTION>
1993 1994
------------ ------------
<S> <C> <C>
Income tax at statutory rates $ 2,092,000 $ 1,223,000
Utilization of net operating loss
carryforwards (1,905,000) (1,305,000)
Permanent book over tax, net
of tax over book, differences
on acquired assets 27,000 227,000
------------ ------------
Total provision $ 214,000 $ 145,000
------------ ------------
------------ ------------
</TABLE>
<PAGE>
ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
OPERATING RESULTS
During 1993, the Company sold the Smith Energy Services and White-New Idea Farm
Equipment divisions for cash. The Company also closed down and liquidated the
R/B Die & Prototype, International Agro, Kewanee Farm Equipment and Charles City
Foundry and Machining operations during 1993. During the first quarter of 1994,
the Company signed a letter of intent to sell substantially all of the assets
and the business of the Cooper division. Subsequent to the end of the first
quarter of 1994, the Company enter into a definitive agreement for this
operation. The closing should take place in the second quarter of 1994. The
Company has included the results of these operations under the caption
"Discontinued operations - Income (loss) from discontinued operations." In
1993, an allocation of financing costs, administrative and interest expenses and
related restructuring cost provision was also included under this caption.
Previously issued financial statements for 1993 have been restated to reflect
the effect of these discontinued operations.
Net sales from continuing operations in the first quarter of 1994 were
$59,214,000 compared to net sales from continuing operations of $59,893,000 in
the first quarter of 1993. Income from continuing operations in the first
quarter of 1994 was $5,297,000 compared to income from continuing operations of
$3,334,000 in the first quarter of the prior year. Net income in the first
quarter of 1994 was $3,348,000 compared to net income of $5,938,000 in the prior
year's first quarter.
At the Bush Hog division, net sales increased by over 28% in the first quarter
of 1994. The increase was related to the rotary cutter and disc mower product
lines. In general, the agricultural equipment industry has experienced
improvement over the prior year due to a number of factors, including improved
farm income, higher crop prices, increased planted acreage, an improved balance
sheet for the farmers and more favorable weather conditions. During the first
quarter of 1994, gross profits and gross profit margins improved at the Bush
Hog division. The majority of the increase in gross profits was related to
increased sales volume as noted above. The remaining portion of the increase in
gross profits and the increase in gross profit margins was related to increased
facility utilization and, to a lesser extent, increased sales prices since the
first quarter of 1993.
At the Verson division, sales decreased by approximately 28% in the first
quarter of 1994 compared to the first quarter of the prior year. During the
first quarter of 1993, production was still very strong on a large press order
for Chrysler. Most production was completed prior to the end of 1993. While
gross profit margins improved in the first quarter of 1994, gross profits
decreased. The decrease in gross profits was related to decreased sales volume
as noted above. The improvement in margins was the result of several factors,
including the mix of products sold, the favorable effects of job close outs in
the current year and cost reduction measures implemented throughout 1993.
At the Coz division, net sales increased by over 6% in the first quarter of 1994
compared to the first quarter of 1993. Gross profits and gross profit margins
decreased slightly in the first quarter of 1994. The majority of the decreases
in both of these items was related to the mix of products sold in the current
quarter - material content was greater in the current year as a percent of
sales. Overhead costs also increased in the first quarter of 1994, primarily in
the areas of repair and maintenance and utility costs.
Selling and administrative expenses increased to $8,276,000 (14.0% of net sales
<PAGE>
from continuing operations) in the first quarter of 1994 from $8,113,000 (13.5%
of net sales from continuing operations) reported in the first quarter of 1993.
Increases in these expenses were primarily associated with commissions. As
discussed above, agricultural equipment sales increased in the first quarter of
1994 and are generally commissioned sales. Other less significant increases
were partially offset by decreased salaries and other costs related to the
restructuring of the Corporate Office and its Management Information Systems
(MIS) function.
The decrease in interest expense ($1,054,000 in the first quarter of 1994
compared to $1,680,000 after allocation to discontinued operations in 1993) is
directly related to a significantly reduced borrowing level in the current year.
Other expense in the first quarter of 1994 ($384,000) approximated that reported
in the first quarter of 1993 ($320,000). The decrease in idle facility costs in
the current year related primarily to environmental issues which were accrued
for in the first quarter of 1993. This decrease was offset by increased loan
costs related to the early payment of amounts due under a sale/leaseback
arrangement in the first quarter of 1994.
In the first quarter of 1994, loss from discontinued operations is represented
by the operating loss related to the Cooper division. In addition, the Company
recorded a provision of $1,000,000 for the estimated loss on the disposition of
this operation. Discontinued operations in the first quarter of 1993 represent
the operating results of the discontinued operations noted earlier in this
analysis reduced by an allocation of financing costs, administrative and
interest expense, and related restructuring cost provision.
FINANCIAL CONDITION AND LIQUIDITY
Working capital at March 31, 1994 was $34,723,000 (current ratio of 1.48 to 1.0)
versus working capital of $31,664,000 (current ratio of 1.31 to 1.0) at December
31, 1993. Net receivables have increased by almost $16,000,000 since the end of
1993. The entire increase is related to the Bush Hog division. Cash
collections associated with the sale of agricultural equipment to dealers are
dependent upon the retail sale of the products by the dealer. Sales to dealers
are typically strong in the first quarter of the year, just prior to the use
season by the farmer. Extended payment terms are offered to dealers in the form
of floor plan financing which is customary in the agricultural equipment
industry. Inventory levels have decreased by almost $3,000,000 since the end of
1993 with the vast majority of the decrease related to the Verson division.
At the end of 1993, the Company sold for cash substantially all of the assets
and liabilities of the White-New Idea Farm Equipment division. Proceeds from
the disposition were used to pay all amounts due under a restrictive credit
agreement which had, for the past four years, seriously hampered the Company's
ability to operate in a prudent and business-like manner.
During the first quarter of 1994, the Company terminated separate debt financing
agreements at the Bush Hog, Verson and Coz divisions through the completion of a
new Revolving Credit Agreement. Reference is made to Note 5 of Notes to
Consolidated Financial Statements regarding a further description of this
financial arrangement.
<PAGE>
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
The following exhibit is incorporated by reference to the Company's
report on Form 8-K dated January 14, 1994 (File No. 1-5530):
1. The Registrant's Agreement for the sale of the assets of the White-
New Idea Farm Equipment Division of Allied Products Corporation
Exhibit (c)(2)(w)(l).
(b) Reports on Form 8-K - On January 14, 1994 the Company filed a report on
Form 8-K under Item 2 - Acquisition or Disposition of Assets and Item 7 -
Financial Statements, Pro Forma Financial Information and Exhibits. This
report was filed in connection with the sale of the assets of the White-New
Idea Farm Equipment Division to AGCO Corporation.
<PAGE>
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.
ALLIED PRODUCTS CORPORATION
-----------------------------------
(REGISTRANT)
May 13, 1994 Kenneth B. Light
- - ------------ -----------------------------------
Kenneth B. Light,
Executive Vice President, Chief
Administrative officer and Secretary;
Director
May 13, 1994 Robert J. Fleck
- - ------------ -----------------------------------
Robert J. Fleck,
Vice President - Accounting and
Chief Accounting Officer