SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13
OF THE SECURITIES EXCHANGE ACT OF 1934
For quarter ended December 31, 1996 Commission File Number 1-7256
INTERNATIONAL ALUMINUM CORPORATION
(Exact name of Registrant as specified in its charter)
California 95-2385235
(State of incorporation) (I.R.S. Employer No.)
767 Monterey Pass Road
Monterey Park, California 91754
(213) 264-1670
(Principal executive office)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 of the Securities Exchange Act of 1934 during the
preceding 12 months and (2) has been subject to such filing requirements for the
past 90 days. Yes X No
At February 3, 1997 there were 4,263,469 shares of Common Stock outstanding.
Page 1 of 11 Pages
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INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
INDEX
Page Nos.
PART I Financial Information
Consolidated Balance Sheets -
December 31, 1996 and June 30, 1996 3
Consolidated Statements of Income -
three and six month periods
ended December 31, 1996 and 1995 5
Consolidated Statements of Cash Flows -
six months ended December 31, 1996
and 1995 6
Notes to Consolidated Financial Statements 7
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8
PART II Other Information
Item 4. Submission of Matters to a Vote of
Security Holders 10
Signatures 11
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<TABLE>
PART I
INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<CAPTION>
Unaudited Audited
Assets Dec. 31, 1996 June 30, 1996
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 7,959,000 $ 13,230,000
Accounts receivable, net 33,539,000 34,498,000
Unbilled receivables 868,000 823,000
Inventories:
Raw materials 30,254,000 29,667,000
Work-in-process 1,771,000 2,252,000
Finished goods 8,718,000 7,663,000
Prepaid expenses 2,391,000 2,712,000
Future income tax benefits 1,350,000 1,350,000
Total current assets 86,850,000 92,195,000
____________ ____________
Property, plant and equipment, at cost 98,329,000 98,298,000
Accumulated depreciation (52,662,000) (53,356,000)
45,667,000 44,942,000
____________ ____________
Other assets:
Costs in excess of net assets of
purchased businesses 10,560,000 4,706,000
____________ ____________
$143,077,000 $141,843,000
____________ ____________
____________ ____________
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
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<TABLE>
INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<CAPTION>
Unaudited Audited
Liabilities and Shareholders' Equity Dec. 31, 1996 June 30, 1996
<S> <C> <C>
Current liabilities:
Accounts payable $ 9,962,000 $ 9,648,000
Accrued liabilities 10,135,000 9,343,000
Current portion of long-term debt 119,000 542,000
Income taxes payable 855,000 766,000
Total current liabilities 21,071,000 20,299,000
____________ ____________
Other liabilities:
Deferred income taxes 4,337,000 4,337,000
Other 321,000 325,000
4,658,000 4,662,000
____________ ____________
Shareholders' equity 117,348,000 116,882,000
____________ ____________
$143,077,000 $141,843,000
____________ ____________
____________ ____________
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
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<PAGE> <TABLE> Unaudited
INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
<CAPTION>
Three Months Ended Six Months Ended
December 31, December 31,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Net sales $56,161,000 $54,354,000 $113,089,000 $110,392,000
Costs and expenses:
Cost of sales 40,350,000 38,844,000 81,188,000 79,484,000
Selling, general and
administrative expenses 13,455,000 12,411,000 27,256,000 24,155,000
Interest (income) expense, net 13,000 (58,000) (84,000) (70,000)
Income before income taxes 2,343,000 3,157,000 4,729,000 6,823,000
Provision for income taxes 1,070,000 1,140,000 2,120,000 2,730,000
Net income $ 1,273,000 $ 2,017,000 $ 2,609,000 $ 4,093,000
___________ ___________ ____________ ____________
___________ ___________ ____________ ____________
Weighted average number of
common shares outstanding 4,262,348 4,257,564 4,261,419 4,255,882
Earnings per common share $.30 $.47 $ .61 $ .96
Cash dividends per common share $.25 $.25 $.50 $.50
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
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<PAGE> <TABLE> Unaudited
INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
Six Months Ended
December 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net income $ 2,609,000 $ 4,093,000
Adjustments for noncash transactions:
Depreciation and amortization 2,712,000 2,516,000
Writedown of long-lived assets 888,000
Changes in assets and liabilities:
Receivables 2,806,000 505,000
Inventories 266,000 3,387,000
Prepaid expenses 364,000 (66,000)
Accounts payable (914,000) 426,000
Accrued liabilities and other (776,000) (762,000)
Income taxes payable (30,000) (514,000)
Net cash provided by operating activities 7,925,000 9,585,000
Cash flows from investing activities:
Capital expenditures (3,881,000) (4,228,000)
Proceeds from sales of capital assets 175,000 137,000
Acquisitions of businesses, net of cash acquired (6,971,000)
Changes in investments 2,213,000
Net cash used in investing activities (10,677,000) (1,878,000)
Cash flows from financing activities:
Repayment of long-term debt (423,000) (285,000)
Exercise of stock options 35,000 79,000
Dividends paid to shareholders (2,131,000) (2,129,000)
Net cash used in financing activities (2,519,000) (2,335,000)
Effect of exchange rate changes on cash 1,000
Net change in cash and cash equivalents (5,271,000) 5,373,000
Cash and cash equivalents at beginning
of period 13,230,000 3,550,000
Cash and cash equivalents at end of period $ 7,959,000 $ 8,923,000
___________ ___________
___________ ___________
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
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<PAGE> Unaudited
INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Basis of Presentation
In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments (which consist solely of normal
recurring adjustments unless otherwise disclosed) necessary to present fairly
its financial position as of December 31, 1996 and June 30, 1996, and the
results of operations for the three and six month periods ended December 31,
1996 and 1995, and the cash flows for the six month periods ended December 31,
1996 and 1995.
The results of operations for the three and six month periods ended
December 31, 1996 and 1995 are not necessarily indicative of the results to
be expected for the full year.
The financial statements included herein have been prepared by the Company
pursuant to the rules and regulations of the Securities and Exchange
Commission. 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.
Acquisitions
On October 1, 1996, the Company completed the purchase of Orca Coatings Ltd.
("Orca") of Surrey, British Columbia, Canada. Orca is an architectural
coatings applicator and a distributor of storefront and architectural metal
products. Effective with the acquisition, the company will be known as Orca
Architectural Aluminum Ltd. and will be a member of the Commercial Products
Group.
On October 1, 1996, the Company also completed the purchase of Altura
Architectural Products, Inc. ("Altura") of Houston, Texas. Altura is a
manufacturer of interior aluminum office fronts. Altura's product line and
operations are very similar to those of the Company's Ragland Manufacturing
subsidiary, also of Houston. Altura was merged into Ragland and the combined
entity will operate as Raco Altura in the Commercial Products Group.
The above acquisitions were made with $6,971,000 of cash from the Company's
existing cash reserves. The estimated fair market value of net assets
acquired is $897,000. The $6,074,000 excess of purchase price over the
estimated fair value was allocated to goodwill and is being amortized on a
straight line basis over periods of 5 to 30 years.
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<PAGE> Unaudited
INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition
and Results of Operations
Significant Changes in Results of Operations:
Net sales increased by $1,807,000 or 3.3% for the quarter ended December 31,
1996 and by $2,697,000 or 2.4% for the six months then ended when compared
with the 1995 periods. These sales include significant increases posted by
the Commercial Products Group, up $3,286,000 or 12.8% for the quarter and by
$4,392,000 or 8.7% for the six months. These increases were partially offset
by decreases posted by the Glass Products Group, whose sales were down
$738,000 or 17.8% for the quarter and $1,447,000 or 16.3% for the six months
and by the Residential Products Group, whose sales were down $1,040,000 or
7.4% for the quarter and $468,000 or 1.7% for the six months.
Cost of sales as a percentage of net sales increased by 0.3% for the quarter
ended December 31, 1995 but declined by 0.2% for the six months then ended
when compared with the 1995 periods. The decrease for the six months is
primarily attributable to slightly increased margins in the Aluminum Extrusion
Group resulting from decreased material costs. Additionally, substantially
all of the Company's fabrication facilities incurred increased margins for the
six months associated with declining material costs. These improvements were
offset during the quarter by inventory and asset writedowns related to the
purchase of Altura.
Selling, general and administrative expenses increased by $1,044,000 or 8.4%
for the quarter and by $3,101,000 or 12.8% for the six month period. The
continuing portion of these increases primarily relate to additional selling
costs associated with the expansion of the commercial products satellite
warehouse program. The non-recurring portion of the increases relate to a
writedown of long-lived assets and a retrospective charge for workers
compensation insurance during the first quarter and a charge for asset
writedowns and restructuring related to the purchase of Altura during the
second quarter.
The decrease in net interest income for the quarter directly relates to the
significantly decreased level of funds available for investment due to the
cash purchase of the two companies (see the Acquisitions note).
The effective tax rate for the six months ended December 31, 1996 was 44.8%
whereas the comparable period of fiscal year 1996 was 40.0%. This increase
is primarily related to incurrence of foreign pretax losses for which the
Company realized no tax benefit due to the lack of available loss carryback
provisions.
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<PAGE> Unaudited
Liquidity and Capital Resources:
Working capital decreased to $65,779,000 during the six month period ended
December 31, 1996, which is a decrease of $6,117,000 from June 30, 1996. This
decrease directly relates to the cash purchase of the two companies (see the
Acquisitions note). The ratio of current assets to current liabilities is
currently 4.1 as compared to 4.5 as of the beginning of the year.
In addition to the completed cash purchases of the two companies (see the
Acquisitions note) the Company's projected net capital expenditures for fiscal
1997 include $8,000,000 for scheduled expansion of production capacity in
addition to the normal annual noncapitalized expenditures for replacement
items. The Company anticipates financing these expenditures through internal
cash flow and cash reserves.
The Company's line of credit remains unchanged from that noted in the
June 30, 1996 Annual Report to Shareholders.
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PART II. OTHER INFORMATION
Item 4(c). Submission of Matters to a Vote of Security Holders
On October 31, 1996, the Company held its 1996 Annual Shareholders Meeting.
Shareholders voted proxies representing 4,073,042 shares which was 95.6% of
the 4,260,180 shares outstanding on the record date. The proposed slate of
directors were elected with 4,054,681 shares and the selected independent
accountants were ratified with 4,066,482 shares.
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INTERNATIONAL ALUMINUM CORPORATION
AND SUBSIDIARIES
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.
International Aluminum Corporation
(Registrant)
Date February 13, 1997 DAVID C. TREINEN
David C. Treinen
Senior Vice President - Finance
and Administration
(Principal Financial Officer)
Date February 13, 1997 MITCHELL K. FOGELMAN
Mitchell K. Fogelman
Vice President - Controller
(Principal Accounting Officer)
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<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> DEC-31-1996
<CASH> 7,959
<SECURITIES> 0
<RECEIVABLES> 34,407
<ALLOWANCES> 0
<INVENTORY> 40,743
<CURRENT-ASSETS> 86,850
<PP&E> 98,329
<DEPRECIATION> 52,662
<TOTAL-ASSETS> 143,077
<CURRENT-LIABILITIES> 21,071
<BONDS> 0
0
0
<COMMON> 8,489
<OTHER-SE> 108,859
<TOTAL-LIABILITY-AND-EQUITY> 143,077
<SALES> 113,089
<TOTAL-REVENUES> 113,089
<CGS> 81,188
<TOTAL-COSTS> 108,444
<OTHER-EXPENSES> (84)
<LOSS-PROVISION> 457
<INTEREST-EXPENSE> 52
<INCOME-PRETAX> 4,729
<INCOME-TAX> 2,120
<INCOME-CONTINUING> 2,609
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,609
<EPS-PRIMARY> .61
<EPS-DILUTED> 0
</TABLE>
