United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13
or 15(d) of the Securities Exchange Act of 1934
For Quarter Ended: June 30, 1997 Commission File Number 1-5558
Katy Industries, Inc.
(Exact name of registrant as specified in its charter)
Delaware 75-1277589
(State of Incorporation) (I.R.S. Employer Identification No.)
6300 S. Syracuse Way, Suite 300, Englewood, Colorado 80111
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (303)290-9300
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 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.
Class Outstanding at August 13, 1997
Common stock, $1 par value 8,271,327
KATY INDUSTRIES, INC.
---------------------
FORM 10-Q
---------
JUNE 30, 1997
-------------
INDEX
-----
Page No.
--------
PART I FINANCIAL INFORMATION
Condensed Consolidated Balance Sheets
June 30, 1997 and December 31, 1996 2
Statements of Condensed Consolidated Income
Three Months and Six Months Ended
June 30, 1997 and 1996 4
Statements of Condensed Consolidated Cash Flows
Six Months Ended June 30, 1997 and 1996 5
Notes to Condensed Consolidated Financial Information 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II OTHER INFORMATION
Item 1 Legal Proceedings 12
Item 4 Submission of Matters to a Vote of Security Holders 12
Item 6 Exhibits and Reports on Form 8-K 13
Signatures 13
KATY INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 1997 AND DECEMBER 31, 1996
June 30, December 31,
1997 1996
---- ----
(Thousands of Dollars)
CURRENT ASSETS:
Cash and cash equivalents $ 11,351 $ 27,321
Accounts receivable, trade, net 44,903 50,324
Notes and other receivables, net 5,822 2,154
Inventories - Note 1 82,559 68,885
Deferred income taxes 14,331 14,331
Other current assets 7,585 3,500
------- -------
Total current assets 166,551 166,515
------- -------
OTHER ASSETS:
Investments, at equity, in
unconsolidated affiliates 5,984 6,382
Investments in waste-to-energy facility 10,908 11,058
Notes receivable, net 1,092 1,260
Cost in excess of net assets of
businesses acquired, net 6,441 6,723
Miscellaneous 5,408 5,211
------- -------
Total other assets 29,833 30,634
------- -------
PROPERTIES, at cost:
Land and improvements 3,776 3,776
Buildings and improvements 33,467 32,545
Machinery and equipment 45,121 41,773
------- -------
82,364 78,094
Accumulated depreciation (38,085) (35,734)
------- -------
Net properties 44,279 42,360
------- -------
$240,663 $239,509
======= =======
See Notes to Condensed Consolidated Financial Information.
KATY INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 1997 AND DECEMBER 31, 1996
June 30, December 31,
1997 1996
---- ----
(Thousands of Dollars)
CURRENT LIABILITIES:
Accounts payable $ 24,645 $ 20,318
Accrued expenses 31,639 37,351
Other current liabilities 1,268 1,277
------- -------
Total current liabilities 57,552 58,946
OTHER LIABILITIES:
Long-term debt, less current maturities 8,245 8,582
Deferred income taxes 22,718 23,861
Excess of acquired
net assets over cost, net 7,665 8,517
Miscellaneous 10,456 9,557
------- -------
Total liabilities 106,636 109,463
------- -------
SHAREHOLDERS' EQUITY:
Common stock, $1 par value, authorized
25,000,000 shares, issued 9,822,204 shares 9,822 9,822
Additional paid-in capital 51,142 51,117
Foreign currency translation
and other adjustments (1,957) (1,778)
Retained earnings 96,909 93,099
Treasury stock, at cost, 1,557,477 and
1,582,942 shares (21,889) (22,214)
------- -------
Total shareholders' equity 134,027 130,046
------- -------
$240,663 $239,509
======= =======
See Notes to Condensed Consolidated Financial Information.
KATY INDUSTRIES, INC.
STATEMENTS OF CONDENSED CONSOLIDATED OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 1997 AND 1996
Three Months Six Months
Ended June 30, Ended June 30,
---------------------------------
1997 1996 1997 1996
---- ---- ---- ----
(Thousands of Dollars Except Per Share Data)
Net sales $ 73,991 $ 44,857 $ 150,584 $ 87,322
Cost of goods sold 51,448 30,272 104,921 58,823
------- ------- ------- -------
Gross profit 22,543 14,585 45,663 28,499
Selling, general and administrative 18,526 11,642 37,828 23,436
------- ------- ------- -------
Income from operations 4,017 2,943 7,835 5,063
Interest and other, net - Note 3 84 699 306 6,016
------- ------- ------- -------
Income from consolidated operations
before provision for income taxes 4,101 3,642 8,141 11,079
Provision for income taxes (1,435) (1,250) (2,849) (4,075)
------- ------- ------- -------
Income from consolidated operations 2,666 2,392 5,292 7,004
Equity in loss of unconsolidated
affiliates (net of tax) (107) (93) (243) (276)
------- ------- ------- -------
Net income $ 2,559 $ 2,299 $ 5,049 $ 6,728
======= ======= ======= =======
Earnings per share $ .31 $ .28 $ .61 $ .80
======= ======= ======= =======
Average shares outstanding 8,299 8,298 8,305 8,443
======= ======= ======= =======
Dividends paid per share - common stock $ .0750 $ .0750 $ .1500 $ .1375
======= ======= ======= =======
See Notes to Condensed Consolidated Financial Information.
KATY INDUSTRIES, INC.
STATEMENTS OF CONDENSED CONSOLIDATED CASH FLOWS
SIX MONTHS ENDED JUNE 30, 1997 AND 1996
Six Months Ended June 30, 1997 1996
---- ----
(Thousands of Dollars)
Cash flows from operating activities:
Net income $ 5,049 $ 6,728
Depreciation and amortization 2,363 2,945
Gain on marketable security transactions - (4,914)
Adjustments to reconcile net income to net cash
flows from operating activities (mainly changes
in working capital) (16,946) (7,936)
------- -------
Net cash flows from operating activities (9,534) (3,177)
------- -------
Cash flows from investing activities:
Proceeds from sale of assets 302 1,170
Collections of notes receivable 211 13,509
Proceeds from sale of marketable securities - 9,191
Capital expenditures (4,812) (3,299)
------- -------
Net cash flows from investing activities (4,299) 20,571
------- -------
Cash flows from financing activities:
Notes payable activity, net - (14,193)
Principal payments on long-term debt (346) (678)
Payment of dividends (1,245) (1,212)
Purchase of treasury shares (566) (5,899)
Other 20 -
------- -------
Net cash flows from financing activities (2,137) (21,982)
------- -------
Net decrease in cash and cash equivalents (15,970) (4,588)
Cash and cash equivalents beginning of period 27,321 43,701
------- -------
Cash and cash equivalents end of period $ 11,351 $ 39,113
======= =======
See Notes to Condensed Consolidated Financial Information.
KATY INDUSTRIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION
JUNE 30, 1997
(1) Significant Accounting Policies
-------------------------------
Consolidation Policy
- --------------------
The condensed financial statements include, on a consolidated basis, the
accounts of Katy Industries, Inc. and subsidiaries ("Katy" or the "Company")
in which it has greater than 50% interest. Investments in affiliates that are
not majority owned are reported using the equity method. The condensed
consolidated financial statements at June 30, 1997 and December 31, 1996 and
for the three and six month periods ended June 30, 1997 and 1996 are unaudited
and reflect all adjustments that are, in the opinion of management, necessary
for a fair presentation of financial condition and results of operations.
Interim figures are subject to year end audit adjustments and may not be
indicative of results to be realized for the entire year. The condensed
consolidated financial statements should be read in conjunction with the
consolidated financial statements and notes thereto, together with management's
discussion and analysis of financial condition and results of operations,
contained in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.
Inventories
- -----------
The components of inventories are as follows:
June 30, December 31,
1997 1996
---- ----
(Thousands of Dollars)
Raw materials $ 17,257 $ 15,933
Work in process 6,500 6,269
Finished goods 58,802 46,683
------- -------
$ 82,559 $ 68,885
======= =======
Earnings Per Share
- ------------------
Earnings per share for the three and six months ended June 30, 1997 and 1996
are computed by dividing net income by the weighted average number of shares of
common stock and common stock equivalents outstanding during the period.
Common stock equivalents, in the form of stock options, have been included in
the calculation of weighted average shares outstanding under the treasury stock
method.
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standard No. 128, "Earnings Per Share". This statement
establishes standards for computing and presenting earnings per share ("EPS")
and applies to all entities with publicly held common stock or potential common
stock. This statement replaces the presentation of primary EPS and fully
diluted EPS with a presentation of basic EPS and diluted EPS, respectively.
Basic EPS excludes dilution and is computed by dividing earnings available to
common stockholders by the weighted-average number of common shares outstanding
for the period. Similar to fully diluted EPS, diluted EPS reflects the
potential dilution of securities that could share in the earnings. This
statement is effective for the Company's financial statement for the year ended
December 31, 1997 and is not expected to have a material effect on the
Company's reported EPS amounts.
(2) Contingencies
-------------
In December 1996, Banco del Atlantico, a bank located in Mexico, filed a
lawsuit against Woods Industries, Inc., a subsidiary of the Company, and
against certain past and present officers and directors and former owners of
Woods Industries, Inc. alleging that the defendants participated in a violation
of the Racketeer Influenced and Corrupt Organizations Act involving allegedly
fraudulently obtained loans from Mexican banks, including the plaintiff, and
"money laundering" of the proceeds of the illegal enterprise. The plaintiff
also alleges that it made loans to an entity controlled by officers and
directors based upon fraudulent representations. The plaintiff seeks to hold
Woods Industries, Inc. liable for its alleged damage under principles of
respondeat superior and successor liability. The plaintiff is claiming damages
in excess of $24,000,000 and is requesting treble damages under the statutes.
Katy may have recourse against the former owners of Woods under the purchase
agreement; however, as the litigation is in preliminary stages, it is
impossible at this time for the Company to determine the limit of such
recourse. As the litigation is in preliminary stages, it is impossible at this
time for the Company to determine an outcome or reasonably estimate the range
of potential exposure.
(3) Nonrecurring Items
------------------
Included in Interest and other, net for the six months ended June 30, 1996
is a gain of $4,914,000 resulting from the sale of Union Pacific Corporation
common stock.
(4) Subsequent Event
----------------
On July 14, 1997, the Company completed its divestiture of the Beehive
division of Hamilton Precision Metals, Inc ("Beehive") for approximately
$6,000,000 and the assumption of certain liabilities of Beehive. Beehive is
engaged in the manufacture and sale of machinery for the meat, poultry, fruit
and vegetable processing industries. This divestiture, along with any other
planned divestitures, is not expected to result in a significant gain or loss.
On August 6, 1997, Katy announced that the Company had acquired
substantially all of the assets of Loren Products for approximately
$11,000,000. Loren is a manufacturer and distributor of cleaning and abrasives
products for the industrial markets and building products for the consumer
markets. Loren markets its industrial products under the brand name of Brillo,
which is licensed from Dial Corporation. Loren's annual sales are
approximately $19,000,000.
KATY INDUSTRIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Three Months Ended June 30, 1997
- --------------------------------
Following are summaries of sales and operating income for the three months
ended June 30, 1997 and 1996 by industry segment:
Sales Increase (Decrease)
- -----
1997 1996 Amount Percent
---- ---- ------ -------
Distribution and Service $22,264 $21,671 $593 2.7%
Industrial and
Consumer Manufacturing 43,709 14,029 29,680 211.6
Machinery Manufacturing 8,018 9,157 (1,139) (12.4)
Operating Income Increase (Decrease)
- ----------------
1997 1996 Amount Percent
---- ---- ------ -------
Distribution and Service $1,115 $2,168 $(1,053) (48.6)%
Industrial and
Consumer Manufacturing 3,810 1,283 2,527 197.0
Machinery Manufacturing 989 729 260 35.7
The Distribution and Service Group's sales increased principally due to
volume increases of electronic components and electrical parts and accessories.
The decrease in the Group's operating income was mainly a result of the
decreased volume in rerolled metals and waste-to-energy services and increased
selling, general and administrative expenses as a percentage of sales in the
electronic components and electrical parts areas.
The increased sales of the Industrial and Consumer Manufacturing Group was
primarily due to the acquisition of Woods Industries, Inc. ("Woods"), in
December 1996. Increased sales in the sanitary maintenance supplies and stain
areas also contributed to the improvement. The increase in the Group's
operating income was due to the Woods acquisition and the increased volume in
the above mentioned areas.
The Machinery Manufacturing Group's sales decreased principally due to
volume decreases in both the cookie sandwich machinery and the wood processing
machinery areas, partially offset by increased sales in the food processing
machinery area. The Group's operating income increased as a result of higher
margins in the food processing machinery area.
Selling, general and administrative expenses decreased as a percentage of
sales to 25.0% in 1997 from 26.0% in 1996. The decrease in this percentage is
due to the acquisition of Woods. Excluding Woods from the second quarter of
1997, selling, general and administrative expenses remained fairly constant
between the periods.
Interest and other, net decreased due to lower cash levels during the second
quarter of 1997.
Six Months Ended June 30, 1997
- ------------------------------
Following are summaries of sales and operating income for the six months
ended June 30, 1997 and 1996 by industry segment:
Sales Increase (Decrease)
- -----
1997 1996 Amount Percent
---- ---- ------ -------
Distribution and Service $41,165 $41,875 $(710) (1.7)%
Industrial and
Consumer Manufacturing 92,206 28,566 63,640 222.8
Machinery Manufacturing 17,213 16,881 332 2.0
Operating Income Increase (Decrease)
- ----------------
1997 1996 Amount Percent
---- ---- ------ -------
Distribution and Service $ 1,890 $3,967 $(2,077) (52.4)%
Industrial and
Consumer Manufacturing 8,097 2,942 5,155 175.2
Machinery Manufacturing 1,917 1,488 429 28.8
The Distribution and Service Group's sales decreased due to volume decreases
of rerolled metals and waste-to-energy services which contributed to the
decline in operating income for the Group. In addition, operating income
decreased as a result of increased selling, general and administrative expenses
as a percentage of sales in the electronic components and electrical parts
areas.
The increased sales of the Industrial and Consumer Manufacturing Group was
primarily due to the acquisition of Woods, in December 1996. Increased sales
in the sanitary maintenance supplies and stain areas also contributed to the
improvement. The increase in the Group's operating income was due to the Woods
acquisition and the increased volume in the above mentioned areas.
The Machinery Manufacturing Group's sales increase was due mainly to
increased sales in both the cookie sandwich machinery and the food processing
machinery areas which contributed to the improved operating income for the
Group.
Selling, general and administrative expenses decreased as a percentage of
sales to 25.1% in 1997 from 26.8% in 1996. The decrease in this percentage is
due to the acquisition of Woods. Excluding Woods from the first two quarters
of 1997, selling, general and administrative expenses remained fairly constant
between the periods.
Interest and other, net in 1996 includes a gain of $4,914,000 resulting from
the sale of Union Pacific Corporation common stock. Excluding this gain,
Interest and other, net decreased due to lower cash levels during the first two
quarters of 1997.
The effective tax rate decreased during the first two quarters of 1997
primarily due to the benefits resulting from the Woods acquisition.
LIQUIDITY AND CAPITAL RESOURCES
Combined cash and cash equivalents decreased to $11,351,000 on June 30, 1997
compared to $27,321,000 on December 31, 1996 primarily due to the increase in
working capital needs caused by higher sales and seasonal factors.
Katy expects to commit an additional $6,300,000 for capital projects during
the remainder of 1997. Funding for these expenditures and for working capital
needs is expected to be accomplished through the use of available cash and
internally generated funds. The Company also continues to search for
appropriate acquisition candidates, and may obtain all or a portion of the
financing for future acquisitions through the incurrence of additional debt,
which the Company believes it can obtain at reasonable terms and pricing.
At June 30, 1997, Katy had short and long-term indebtedness for money
borrowed of $8,894,000. Total debt was 6.2% of total debt and equity at
June 30, 1997. The Company has a committed unsecured line of credit with The
Northern Trust Company in the amount of $30,000,000, which is used principally
for letters of credit. Katy intends to secure an additional commitment of bank
credit in an amount it determines appropriate for future acquisitions.
In August 1995, Katy's Board of Directors authorized the Company to
repurchase up to 400,000 shares of its common stock in open market
transactions. In January 1996, Katy's board authorized the Company to
repurchase an additional 500,000 shares, bringing the total authorization to
900,000 shares. In connection, therewith, Katy repurchased 38,000 shares in
1997, bringing the total repurchased to 900,000, thus, completing the
repurchase program.
OTHER FACTORS
In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information". This statement establishes standards for
the way public business enterprises report information about operating
segments. It also establishes standards for related disclosures about products
and services, geographic areas, and major customers. This statement is
effective for the Company's financial statement for the year ended
December 31, 1997 and the Company does not expect the adoption of SFAS 131 to
materially effect the financial statement presentation.
In June 1997, the Financial Accounting Standards Board issued Statement
Financial Accounting Standard No. 130, "Reporting Comprehensive Income". This
statement establishes standards for reporting and display of comprehensive
income in financial statements. All components of comprehensive income shall
be reported in the financial statements for the period in which they are
recognized. A total amount for comprehensive income shall be displayed in the
financial statement where the components of other comprehensive income are
reported. This statement divides comprehensive income into net income and
other comprehensive income. Other comprehensive income shall be classified
separately into foreign currency items, minimum pension liability adjustments,
and unrealized gains and losses on certain investments in debt and equity
securities. The accumulated balance of other comprehensive income shall be
reported in the equity section of the balance sheet separately from retained
earnings and additional paid-in-capital. This statement is effective for the
Company's financial statement for the year ended December 31, 1997 and the
Company does not expect the adoption of SFAS 130 to materially effect the
financial statement presentation.
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standard No. 128, "Earnings Per Share". This statement
establishes standards for computing and presenting earnings per share ("EPS")
and applies to all entities with publicly held common stock or potential common
stock. This statement replaces the presentation of primary EPS and fully
diluted EPS with a presentation of basic EPS and diluted EPS, respectively.
Basic EPS excludes dilution and is computed by dividing earnings available to
common stockholders by the weighted-average number of common shares outstanding
for the period. Similar to fully diluted EPS, diluted EPS reflects the
potential dilution of securities that could share in the earnings. This
statement is effective for the Company's financial statement for the year ended
December 31, 1997 and is not expected to have a material effect on the
Company's reported EPS amounts.
The Company and certain of its current and former direct and indirect
corporate predecessors, subsidiaries and divisions have been identified by the
U.S. Environmental Protection Agency and certain state environmental agencies
and private parties as potentially responsible parties ("PRP's") at a number of
hazardous waste disposal sites under the Comprehensive Environmental Response,
Compensation and Liability Act ("Superfund") and equivalent state laws and, as
such, may be liable for the cost of cleanup and other remedial activities at
these sites. Responsibility for cleanup and other remedial activities at a
Superfund site is typically shared among PRPs based on an allocation formula.
The means of determining allocation among PRPs is generally set forth in a
written agreement entered into by the PRPs at a particular site. An allocation
share assigned to a PRP is often based on the PRP's volumetric contribution of
waste to a site. The Company is also involved in remedial response and
voluntary environmental clean-up at a number of other sites which are not
currently the subject of any legal proceedings under Superfund, including
certain of its current and formerly owned manufacturing facilities. Based on
its estimate of allocation of liability among PRPs, the probability that other
PRPs, many of whom are large, solvent, public companies, will fully pay the
costs apportioned to them, currently available information concerning the scope
of contamination, estimated remediation costs, estimated legal fees and other
factors, the Company believes that it has an adequate accrual for all known
liabilities at June 30, 1997. Although management believes that these actions
in the aggregate are not likely to have a material adverse effect on Katy's
consolidated financial position or results of operations, further costs could
be significant and will be recorded as a charge to operations when such costs
become probable and reasonably estimable.
Katy also has a number of product liability and workers' compensation claims
pending against it and its subsidiaries. With respect to the product liability
and workers' compensation claims, Katy has provided for its share of expected
losses beyond the applicable insurance coverage, including those incurred but
not reported. Such accruals are developed using currently available claim
information. The incurred but not reported component of the liability was
developed using actuarial techniques.
KATY INDUSTRIES, INC.
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
-----------------
Except as set forth below, during the quarter for which this report is
filed, there have been no material developments in previously reported legal
proceedings, and no other cases or legal proceedings, other than ordinary
routine litigation incidental to the Company's business and other nonmaterial
proceedings, have been brought against the Company.
The United States Environment Protection Agency ("USEPA") has notified
Hamilton Precision Metals ("Hamilton") that USEPA considers Hamilton a
potentially responsible party ("PRP") for the cleanup of the Malvern TCE
Superfund Site, a former solvent recycling facility operated by Chemclene Corp.
USEPA has attributed to Hamilton 1.8% of the waste volume sent to the Malvern
Site. Hamilton has responded to USEPA that the volume of waste attributed to
Hamilton should be reduced to 10% of its currently allocated volume,
based on a number of factors. The liability of Hamilton, if any, cannot be
determined at this time.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
---------------------------------------------------
An Annual Meeting of the Shareholders of the Company was held on
May 19, 1997 in Colorado Springs, Colorado, for the purpose of re-electing
Mr. John R. Prann Jr., William F. Andrews, Amelia Carroll, Daniel B. Carroll,
Wallace E. Carroll Jr., Arthur R. Miller, William H. Murphy, Lutz R. Raettig,
Charles W. Sahlman, Jacob Saliba and Glenn W. Turcotte to the Board of
Directors and ratifying the appointment of the Company's independent auditors.
The following votes were cast by the shareholders with respect to the
election of directors:
Votes Votes Votes
For Against Abstained Nonvotes
--- ------- --------- --------
John R. Prann Jr. 7,882,811 15,761 0 0
William F. Andrews 7,882,801 15,771 0 0
Amelia Carroll 7,882,673 15,899 0 0
Daniel B. Carroll 7,882,741 15,831 0 0
Wallace E. Carroll Jr. 7,882,761 15,811 0 0
Arthur R. Miller 7,878,811 19,761 0 0
William H. Murphy 7,882,811 15,761 0 0
Lutz R. Raettig 7,882,811 15,761 0 0
Charles W. Sahlman 7,882,811 15,761 0 0
Jacob Saliba 7,882,781 15,791 0 0
Glenn W. Turcotte 7,882,811 15,761 0 0
The following votes were cast by the shareholders with respect to the
resolution to ratify the Board of Directors' selection of Deloitte & Touche LLP
as the Company's independent auditors for the fiscal year ending
December 31, 1997:
Votes Votes Votes
For Against Abstained Nonvotes
--- ------- --------- --------
7,878,319 13,812 6,441 0
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(a) Reports on Form 8-K
On May 8, 1997, the Company filed a current report on Form 8-K providing
information in response to Item 5 to Form 8-K with respect to the resignation
of Philip E. Johnson as the Chairman of the Board and a Director of the
Company.
Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
KATY INDUSTRIES, INC.
Registrant
DATE: August 13, 1997 By /s/Stephen P. Nicholson
Stephen P. Nicholson
Vice President, Finance &
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 11,351
<SECURITIES> 0
<RECEIVABLES> 44,903<F1>
<ALLOWANCES> 0<F1>
<INVENTORY> 82,559
<CURRENT-ASSETS> 166,551
<PP&E> 82,364
<DEPRECIATION> (38,085)
<TOTAL-ASSETS> 240,663
<CURRENT-LIABILITIES> 57,552
<BONDS> 0
0
0
<COMMON> 9,822
<OTHER-SE> 124,205
<TOTAL-LIABILITY-AND-EQUITY> 240,663
<SALES> 150,584
<TOTAL-REVENUES> 150,584
<CGS> 104,921
<TOTAL-COSTS> 142,749
<OTHER-EXPENSES> (306)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0<F2>
<INCOME-PRETAX> 8,141
<INCOME-TAX> 2,849
<INCOME-CONTINUING> 5,049
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,049
<EPS-PRIMARY> $0.61
<EPS-DILUTED> $0.61
<FN>
<F1>Accounts Receivable, Trade are reported net of allowance for doubtful
accounts in the Condensed Consolidated Balance Sheet.
<F2>Interest and Other, Net includes interest expense.
</FN>
</TABLE>