SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 2000 Commission File Number 1-7256
INTERNATIONAL ALUMINUM CORPORATION
(Exact name of Registrant as specified in its charter)
California 95-2385235
(Incorporation) (I.R.S. Employer No.)
767 Monterey Pass Road
Monterey Park, California 91754
(323) 264-1670
(Principal executive office)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Names of Exchanges on Which Registered
Common Stock New York Stock Exchange
($1.00 Par Value) Pacific 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 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
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
At September 6, 2000 there were 4,244,794 shares of Registrant's Common Stock
outstanding. The aggregate market value of shares held by non-affiliates was
$42,220,663 based on the New York Stock Exchange composite closing price on
that date.
DOCUMENTS INCORPORATED BY REFERENCE
Registrant's Annual Report to Shareholders for fiscal year ended June 30,
2000 is incorporated by reference into Parts I and II.
Registrant's Proxy Statement dated September 25, 2000 for the Annual Meeting
of Shareholders to be held on October 26, 2000 is incorporated by reference,
other than the performance graph and Compensation Committee Report, into Part
III.
<PAGE> PART I
ITEM 1. BUSINESS
a. GENERAL DEVELOPMENT OF BUSINESS
International Aluminum Corporation is an integrated building
products manufacturer of diversified lines of quality aluminum,
vinyl and wood products. The Company was incorporated in
California in 1963 as successor to an aluminum fabricating
business begun in 1957 and maintains its executive offices at 767
Monterey Pass Road, Monterey Park, California 91754. The
Company's telephone number is (323) 264-1670. Reference to the
"Registrant", "International Aluminum Corporation" or the
"Company" includes International Aluminum Corporation and its
subsidiaries unless the context indicates otherwise.
b. INDUSTRY SEGMENTS, LINES OF BUSINESS AND CLASSES OF PRODUCTS
This information is included on pages 4 and 15 of the
Registrant's 2000 Annual Report to Shareholders and is hereby
incorporated by reference.
c. NARRATIVE DESCRIPTION OF BUSINESS
Processes and Products
Residential
Residential products are fabricated from aluminum, vinyl and
wood into a broad line of horizontal sliding windows, vertical
sliding windows, casement windows, garden windows, bay and bow
windows, special configuration windows, louvre windows, patio
doors, tub enclosures, shower doors, wardrobe mirror doors and
related products. These products are used in new residential
construction and in remodeling, home improvement and replacement.
Commercial
Commercial products are fabricated from aluminum into
curtain walls, window walls, storefront framing, entrance doors
and frames for exterior applications and officefronts, office
partitions, doors and frames for interior applications. These
products are utilized in varying combinations to produce systems
used for office and commercial construction, remodeling and
tenant improvement applications.
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<PAGE>
Aluminum Extrusion
In the extrusion process, heated aluminum billets are
hydraulically forced through steel dies to produce a piece of
metal of the desired cross-sectional shape and length. The
extrusions are then cut and, when requested, anodized or painted
in a variety of finishes in the Company's anodizing and painting
departments.
Aluminum extrusions produced by the Company are used in
fabricating substantially all of its other aluminum products. In
addition, during fiscal 2000 approximately 46% of the extrusions
produced were sold to users in its own or other industries,
including manufacturers of fixtures, electronic equipment,
automotive products, sailboats, skylights and truck bodies. The
Company furnishes design services to assist its customers in
developing or better utilizing custom extrusions.
Sales and Distribution
The Company markets its residential products primarily to
mass merchandisers, builders, independent dealers and
distributors, with whom the Company has no long-term contracts.
Commercial building products are marketed primarily to glazing
and tenant improvement contractors. Aluminum extrusions are
marketed principally by direct sales to other manufacturers.
Each of the Company's subsidiaries has its own administrative
and sales organizations. Sales are made primarily in North
America.
No customer accounted for more than 5% of net sales in 2000,
and no material part of the business is dependent upon a single
customer or a few customers, the loss of any one or more of whom
would have a materially adverse effect on the business of the
Company. The Company does business on a current basis and has no
significant backlog of unfilled firm orders.
Seasonality
Sales of products designed for residential and commercial
applications are subject to cyclical swings in new construction
and seasonal fluctuations due to reduced construction activity in
some marketing areas during the winter months (second and third
quarters).
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<PAGE>
Materials
The Company purchases its aluminum ingot requirements from
primary aluminum producers or spot metal brokers. Although
increased worldwide demand produces periods of tight supply of
aluminum ingot and scrap, the Company has had satisfactory
experience to date in obtaining sufficient raw materials to meet
its requirements and does not anticipate material shortages that
would significantly hamper its operations.
Flat glass is purchased from domestic glass manufacturers.
The Company has had satisfactory experience to date in obtaining
sufficient glass to meet its requirements.
The Company produces the aluminum extrusions used in the
products it manufactures and sells. Vinyl, wood, hardware,
fasteners and screening are purchased from outside sources.
Working Capital
To maintain an adequate supply of aluminum to meet customer
delivery requirements and to assure itself of a continuous
allotment of materials from its suppliers, the Company at times
carries a significant inventory of aluminum ingot. Depending on
price and availability, bulk quantities of ingot are purchased
from either primary aluminum producers or from spot metal
brokers.
The Company does not believe there are any abnormal working
capital requirements associated with any of its product groups as
merchandise is normally produced for specific customer orders or
shipped from inventory and as a general practice extended payment
terms are not granted to customers.
Employees
As of June 30, 2000, the Company had approximately 1,700
full-time employees.
Patents
The Company has no material patents, either issued or
pending, and is not a party to any significant licensing
agreements.
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<PAGE>
Competition and Risk
The business of International Aluminum is highly competitive.
Competition in all product lines is on the basis of price,
service and product quality. The manner and extent of such
competition depends on the product being marketed and the
relevant marketing area. In selling its residential products to
mass merchandisers, dealers and distributors, the Company faces
competition primarily from numerous fabricators. Several of the
Company's major competitors in selling commercial products and
aluminum extrusions are substantially larger, more diversified
and have greater resources than the Company.
The Company anticipates that expansion of its product lines
may result in its competing with certain of its present
customers. While the Company cannot accurately predict the
effect, if any, that such development will have on its business,
the Company anticipates no material adverse effect.
Since a substantial portion of the Company's business is
connected with residential and commercial building construction,
any significant decrease in new or remodeling construction could
adversely affect revenues. Experience has shown that high
interest rates for construction financing and residential
mortgage and home improvement loans may adversely affect
revenues.
Environmental Controls
The Company's domestic aluminum extrusion, anodizing,
painting and manufacturing facilities are subject to water and
air pollution control standards mandated by federal, state and
local law. While the Company anticipates no material capital
expenditures to meet established environmental quality control
standards, there can be no assurance that more stringent
standards will not be established which might require such
expenditures.
d. FINANCIAL INFORMATION ABOUT FOREIGN AND DOMESTIC OPERATIONS
The information concerning income before taxes of foreign and
domestic operations for fiscal years 2000, 1999 and 1998 is set
forth in Note 10 to the consolidated financial statements
included on page 14 of the Company's 2000 Annual Report
incorporated herein by reference. Other related information
regarding foreign operations is not significant for disclosure.
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<PAGE> <TABLE>
ITEM 2. PROPERTIES
The following table sets forth information concerning the
location, size and use of the Company's present facilities:
<CAPTION>
Square
Location Feet (A) Use
<S> <C> <C>
Alhambra, CA 221,000 Aluminum extrusions,
foundry & finishing
Waxahachie, TX 272,000 Aluminum extrusions,
foundry & finishing
South Gate, CA 189,000 Residential products
Hayward, CA 103,000 Residential products
Phoenix, AZ 100,000 Residential products
Moreno Valley, CA 67,000 Residential products
Denver, CO 29,000(L) Residential products
Vernon, CA 134,000 Commercial products
Bedford Park, IL 81,000 Commercial products
Baltimore, MD 16,000(L) Commercial products
Boston, MA 21,000(L) Commercial products
Detroit, MI 12,000(L) Commercial products
Waxahachie, TX 159,000 Commercial products
Denver, CO 16,000(L) Commercial products
St. Louis, MO 14,000(L) Commercial products
Dallas, TX 36,000(L) Commercial products
Rock Hill, SC 74,000 Commercial products
Atlanta, GA 37,000(L) Commercial products
Langley, B.C., Canada 63,000 Commercial products
Burlington, Ontario, Canada 21,000(L) Commercial products
Houston, TX 57,000 Commercial products
Waxahachie, TX 60,000 Commercial products
Fontana, CA 62,000 Leased to others
Rock Hill, SC 84,000 Leased to others
Monterey Park, CA 19,000(L) Executive offices
<FN>
(A) Includes manufacturing, warehouse and office space; excludes
construction in process, parking and yard storage space.
(L) Indicates leased premises.
Of the 1,947,000 square feet exhibited above, 1,726,000 square
feet are owned by the Company. The balance of 221,000 square feet
is leased under agreements expiring at various dates. The Company
believes that its facilities are adequate for anticipated levels of
operations.
</TABLE>
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<PAGE>
ITEM 3. LEGAL PROCEEDINGS
The Company has litigation pending, both offensive and
defensive, arising from the conduct of its business, none of
which are expected to have any material effect on the Company's
financial position.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters have been submitted to a vote of security holders
that are required to be reported under the instructions to this
item.
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<PAGE> PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS
The market and dividend information is included on pages 6
and 16 of the Company's 2000 Annual Report to Shareholders and is
incorporated herein by reference.
There are no restrictions of future cash dividends.
There were approximately 400 shareholders of record of the
Company's common stock at June 30, 2000.
ITEM 6. SELECTED FINANCIAL DATA
Selected financial data pertaining to the Company for the
last five years is set forth on page 4 of the Company's 2000
Annual Report to Shareholders and is incorporated herein by
reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
This information is set forth on pages 2 through 6 of the
Company's 2000 Annual Report to Shareholders and is incorporated
herein by reference.
ITEM 7A. DISCLOSURES ABOUT MARKET RISK
The Company has no market risk sensitive instruments that
are required to be reported under the instructions to this item.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See Part IV, Item 14.
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
There have been no disagreements that are required to be
reported under the instructions to this item.
PART III
The information required under Part III is contained in the
Company's Proxy Statement for the Annual Meeting of Shareholders
to be held October 26, 2000, which information is incorporated
herein by reference.
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<PAGE> PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
Page
(a) 1. Financial Statements
Consolidated Financial Statements (See Note):
Balance sheets - June 30, 2000 and 1999
Statements for the three years ended June 30, 2000 -
Income
Shareholders' equity
Cash flows
Notes to consolidated financial statements
2. Financial Statement Schedules
Report of Independent Accountants on Financial
Statement Schedules F-1
Schedule for the three years ended June 30, 2000 -
II Valuation and qualifying accounts F-2
3. Exhibits
3. Articles of incorporation and by-laws. This information is set
forth as Exhibits 2.2 and 2.3 to the September 9, 1977 Registration
Statement on Form S-7, and was amended by Proxy Statements dated
September 26, 1978 and September 21, 1988 furnished to shareholders
in connection with the related Annual Meeting of Shareholders held
on October 26, 1978 and October 27, 1988, respectively. These
documents were filed by the Registrant with the Securities and
Exchange Commission and are incorporated herein by reference.
4. Instruments defining the rights of security holders, including
the indentures. This information is set forth on page 10 of the
August 1, 1968 Registration Statement on Form S-1, as amended, filed
by the Registrant with the Securities and Exchange Commission and is
incorporated herein by reference.
13. Annual Report to Shareholders.
22. Subsidiaries of the registrant.
23. Consent of PricewaterhouseCoopers LLP (on page F-1 herein).
27. Financial Data Schedule.
(b) No reports on Form 8-K were required to be filed during the last
quarter of 2000.
NOTE: The consolidated financial statements referred to above are included
in the 2000 Annual Report to Shareholders and are incorporated
herein by reference.
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<PAGE> <TABLE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereto duly authorized.
INTERNATIONAL ALUMINUM CORPORATION
Date: September 21, 2000 By: MITCHELL K. FOGELMAN
Mitchell K. Fogelman
Senior Vice President-Finance
and Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
<CAPTION>
Signature Title Date
<S> <C> <C>
CORNELIUS C. VANDERSTAR Chairman of the Board and September 21, 2000
Cornelius C. Vanderstar Chief Executive Officer
DAVID C. TREINEN Director; President; Secretary September 21, 2000
David C. Treinen and Chief Operating Officer
MITCHELL K. FOGELMAN Senior Vice President-Finance September 21, 2000
Mitchell K. Fogelman and Chief Financial Officer
MICHAEL J. NORRING Controller and Chief September 21, 2000
Michael J. Norring Accounting Officer
DAVID M. ANTONINI Director September 21, 2000
David M. Antonini
JOHN P. CUNNINGHAM Director September 21, 2000
John P. Cunningham
JOEL F. McINTYRE Director September 21, 2000
Joel F. McIntyre
DONALD J. WILLFONG Director September 21, 2000
Donald J. Willfong
</TABLE>
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<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS ON
FINANCIAL STATEMENT SCHEDULE
To the Board of Directors of
International Aluminum Corporation
Our audits of the consolidated financial statements referred to
in our report dated August 22, 2000 appearing in the 2000 Annual
Report to Shareholders of International Aluminum Corporation
(which report and consolidated financial statements are
incorporated by reference in this Annual Report on Form 10-K)
also included an audit of the Financial Statement Schedule listed
in Item 14(a)2 of this Form 10-K. In our opinion, this Financial
Statement Schedule presents fairly, in all material respects, the
information set forth therein when read in conjunction with the
related consolidated financial statements.
PRICEWATERHOUSECOOPERS LLP
Los Angeles, California
August 22, 2000
Exhibit 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the
Registration Statement on Form S-8 (No. 33-57109) of
International Aluminum Corporation of our report dated August 22,
2000 relating to the financial statements, which appears in the
Annual Report to Shareholders, which is incorporated in this
Annual Report on Form 10-K. We also consent to the incorporation
by reference of our report dated August 22, 2000 relating to the
financial statement schedule, which appears in this Form 10-K.
PRICEWATERHOUSECOOPERS LLP
Los Angeles, California
September 21, 2000
F-1
<PAGE> <TABLE>
INTERNATIONAL ALUMINUM CORPORATION AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
For The Three Years Ended June 30, 2000
<CAPTION>
Balance at Amounts Amounts Balance at
Beginning Charged Written End
Description of Year to Income Off of Year
<S> <C> <C> <C> <C>
Reserves for
doubtful accounts
2000 $735,000 $481,000 $486,000 $730,000
1999 697,000 414,000 376,000 735,000
1998 614,000 484,000 401,000 697,000
</TABLE>
F-2
<PAGE>
INTERNATIONAL ALUMINUM CORPORATION
SUBSIDIARIES
The following is a list of the significant subsidiaries of the
Registrant and the jurisdiction under which each is organized. The
Company owns 100 percent of the voting securities of each such
subsidiary.
Jurisdiction
Of
Name Of Subsidiary Organization
International Window Corporation California
General Window Corporation* California
International Window-Arizona, Inc. California
Maestro Products, Inc. California
International Window-Colorado, Inc. Colorado
United States Aluminum Corporation California
United States Aluminum Corporation-Illinois California
United States Aluminum Corporation-Texas Texas
United States Aluminum Corporation-Carolina California
United States Aluminum Of Canada-British Columbia Ltd. Canada
United States Aluminum Of Canada-Ontario Ltd. Canada
Raco Interior Products, Inc. Texas
International Extrusion Corporation California
International Extrusion Corporation-Texas California
* dba International Window-Northern California
Exhibit 22
