<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998
[ ] 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 0-6354
AMERICAN VANGUARD CORPORATION
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 95-2588080
- ---------------------------------------------- ---------------------
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification Number)
4695 MacArthur Court, Newport Beach, California 92660
- ----------------------------------------------- ---------------------
(Address of principal executive offices) (Zip Code)
(949) 260-1200
(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(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 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
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $.10 Par Value -- 2,492,582 shares as of November 10, 1998.
<PAGE> 2
AMERICAN VANGUARD CORPORATION
INDEX
Page Number
-----------
PART I - FINANCIAL INFORMATION
Item 1.
Financial Statements.
Consolidated Statements of Operations
for the three and nine months ended
September 30, 1998 and 1997 1
Consolidated Balance Sheets
as of September 30, 1998 and
December 31, 1997 2
Consolidated Statements of Cash Flows
for the nine months ended
September 30, 1998 and 1997 4
Notes to Consolidated Financial Statements 6
Item 2.
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 8
PART II - OTHER INFORMATION 14
SIGNATURE PAGE 15
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
For the three months For the nine months
ended September 30 ended September 30
----------------------------- -----------------------------
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales $ 15,167,300 $ 16,586,800 $ 40,020,800 $ 43,133,100
Cost of sales 8,338,900 11,305,700 23,497,900 26,363,100
------------ ------------ ------------ ------------
Gross profit 6,828,400 5,281,100 16,522,900 16,770,000
Operating expenses 5,493,700 5,376,700 14,988,000 15,015,100
------------ ------------ ------------ ------------
Operating income(loss) 1,334,700 (95,600) 1,534,900 1,754,900
Interest expense (568,400) (444,500) (1,495,200) (1,230,900)
Interest income 700 2,400 3,100 9,300
------------ ------------ ------------ ------------
Income (loss) before
income taxes 767,000 (537,700) 42,800 533,300
Income taxes (expense)
benefit (306,800) 215,100 (17,100) (223,900)
------------ ------------ ------------ ------------
Net income (loss) $ 460,200 $ (322,600) $ 25,700 $ 309,400
============ ============ ============ ============
Net income (loss) per
share $ .18 $ (.13) $ .01 $ .12
============ ============ ============ ============
Weighted average number
of shares 2,503,017 2,507,582 2,506,044 2,507,582
============ ============ ============ ============
</TABLE>
See notes to consolidated financial statements.
1
<PAGE> 4
AMERICAN VANGUARD CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS (NOTE 6)
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
------------- -----------
(Unaudited) (Note)
<S> <C> <C>
Current assets:
Cash $ 474,000 $ 746,600
Receivables:
Trade 18,829,800 21,244,600
Other 1,061,200 441,400
----------- -----------
19,891,000 21,686,000
----------- -----------
Inventories (note 2) 19,030,800 12,937,900
Prepaid expenses 995,700 1,035,600
----------- -----------
Total current assets 40,391,500 36,406,100
Property, plant and
equipment, net (note 3) 11,767,100 13,439,000
Land held for development 210,800 210,800
Cost in excess of assets
acquired, net 3,109,300 3,290,500
Deferred charges, net 1,531,400 1,571,200
Other assets 1,127,300 288,700
----------- -----------
$58,137,400 $55,206,300
=========== ===========
</TABLE>
(Continued)
See notes to consolidated financial statements.
2
<PAGE> 5
AMERICAN VANGUARD CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
(Unaudited) (Note)
------------- ------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $ 1,136,300 $ 1,059,500
Accounts payable 3,942,600 3,785,200
Accrued expenses 3,061,500 3,561,100
Accrued royalty obligation current portion 1,600,000 1,600,000
Income taxes payable 156,400 554,100
----------- -----------
Total current liabilities 9,896,800 10,559,900
Note payable to bank 20,300,000 14,100,000
Long-term debt, excluding current installments 3,128,000 3,980,400
Accrued royalty obligation, excluding
current portion 1,138,600 2,659,700
Deferred income taxes 2,646,500 2,646,500
----------- -----------
Total liabilities 37,109,900 33,946,500
----------- -----------
Stockholders' Equity: (note 4)
Preferred stock, $.10 par value per share;
authorized 400,000 shares; none issued -- --
Common stock, $.10 par value per share;
authorized 10,000,000 shares;
2,564,182 shares issued 256,400 256,400
Additional paid-in capital 3,879,000 3,879,000
Retained earnings 17,333,500 17,483,300
----------- -----------
21,468,900 21,618,700
Treasury stock at cost (71,600 at
September 30, 1998 and 56,600 at
December 31, 1997) (441,400) (358,900)
----------- -----------
Total stockholders' equity 21,027,500 21,259,800
----------- -----------
$58,137,400 $55,206,300
=========== ===========
</TABLE>
Note: The balance sheet at December 31, 1997 has been derived from the audited
financial statements at that date (Note 1).
See notes to consolidated financial statements.
3
<PAGE> 6
AMERICAN VANGUARD CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
(UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 25,700 $ 309,400
Adjustments to reconcile net income
to net cash used in operating activities:
Depreciation and amortization 2,426,300 2,028,700
Changes in assets and liabilities
associated with operations:
Decrease (increase) in receivables 1,795,000 (4,219,000)
Increase in inventories (6,092,900) (4,722,000)
Decrease (increase) in
prepaid expenses 39,900 (373,400)
Increase (decrease) in
accounts payable 157,400 1,291,200
Decrease in other payables
and accrued expenses (2,418,400) (2,718,500)
----------- -----------
Net cash used in operating
activities (4,067,000) (8,403,600)
----------- -----------
Cash flows from investing activities:
Capital expenditures (413,700) (1,669,800)
Increase in deferred charges (140,000) (1,600)
Net increase in other noncurrent assets (818,300) (10,500)
----------- -----------
Net cash used in investing
activities (1,372,000) (1,681,900)
----------- -----------
</TABLE>
(Continued)
See notes to consolidated financial statements.
4
<PAGE> 7
AMERICAN VANGUARD CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
(UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
------------- ------------
<S> <C> <C>
Cash flows from financing activities:
Net borrowings under line of
credit agreement $ 6,200,000 $ 11,000,000
Increase in long-term debt -- 47,300
Principal payments on long-term debt (775,600) (852,600)
Acquisition of treasury stock (82,500) --
Payment of cash dividends (175,500) (150,400)
------------ ------------
Net cash provided by
financing activities 5,166,400 10,044,300
------------ ------------
Net decrease in cash (272,600) (41,200)
Cash at beginning of year 746,600 632,400
------------ ------------
Cash as of September 30 $ 474,000 $ 591,200
============ ============
</TABLE>
5
<PAGE> 8
AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation, have been included.
Operating results for the three and nine-month periods ended September 30,
1998 are not necessarily indicative of the results that may be expected
for the year ending December 31, 1998. For further information, refer to
the consolidated financial statements and footnotes thereto included in
the Company's Annual Report on Form 10-K for the year ended December 31,
1997.
2. Inventories - The components of inventories consist of the following:
<TABLE>
<CAPTION>
September 30, 1998 December 31, 1997
------------------ -----------------
<S> <C> <C>
Finished products $14,729,000 $ 9,847,700
Raw materials 4,301,800 3,090,200
----------- -----------
$19,030,800 $12,937,900
=========== ===========
</TABLE>
3. Property, plant and equipment at September 30, 1998 and December 31, 1997,
consists of the following:
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
------------- ------------
<S> <C> <C>
Land $ 2,382,600 $ 2,382,600
Buildings and improvements 4,685,500 4,573,600
Machinery and equipment 23,325,000 22,864,000
Office furniture and fixtures 1,154,200 1,128,800
Automotive equipment 105,000 105,000
Construction in progress 594,600 926,200
----------- -----------
32,246,900 31,980,200
Less accumulated depreciation 20,479,800 18,541,200
----------- -----------
$11,767,100 $13,439,000
=========== ===========
</TABLE>
6
<PAGE> 9
AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
4. On March 4, 1998, the Company announced that the Board of Directors
declared a cash dividend of $.07 per share. The dividend was paid on March
25, 1998 to stockholders of record as of March 13, 1998.
5. Earnings Per Share ("EPS") - Basic EPS is computed as net income divided
by the weighted average number of shares of common stock outstanding
during the period. Diluted EPS reflects potential dilution that could
occur if securities or other contracts, which, for the Company, consists
of options to purchase shares of the Company's common stock, are
exercised. These options were anti-dilutive for the periods ended
September 30, 1998 and 1997, and as such, dilutive EPS amounts are the
same as basic EPS for the periods presented.
6. Substantially all of the Company's assets not otherwise specifically
pledged as collateral on existing loans and capital leases, are pledged as
collateral under the Company's credit agreement with a bank. As referenced
in note 1, for further information, refer to the consolidated financial
statements and footnotes thereto (specifically note 3) included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1997.
7. Reclassification - Certain items have been reclassified in the prior
period consolidated financial statements to conform with the September 30,
1998, presentation.
7
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
QUARTER ENDED SEPTEMBER 30:
The Company reported net income of $460,200 or $.18 per share for the quarter
ended September 30, 1998 as compared to a net loss of $(322,600) or $(.13) per
share for the same period in 1997. Net sales declined by $1,419,500 to
$15,167,300 for the quarter ended September 30, 1998 from $16,586,800 for the
same quarter in 1997. The primary reasons for the sales decrease were, as
previously reported, the cumulative impact of lower cotton acreage, adverse
weather patterns and lower pest pressures, which affected the sales of certain
of the Company's insecticides.
Gross profits increased $1,547,300 to $6,828,400 for the three months ended
September 30, 1998 from $5,281,100 for the same period in 1997. This increase in
gross profits is attributable to the fact that the Company's PCNB manufacturing
operation, which normally runs steadily throughout the year, was curtailed for
approximately 75 days during the third quarter of 1997 in order to implement
improvements in the process. This temporary shutdown in 1997 had a significant
adverse impact on cost of sales during the quarter ended September 30, 1997.
Additionally, gross profits increased due primarily to the product mix of sales
and improved pricing of certain of the Company's soil fumigant products.
Operating expenses, which are net of other income, increased by $117,000 to
$5,493,700 for the quarter ended September 30, 1998 as compared to $5,376,700
for the same period in 1997.
The differences in operating expenses by specific departmental costs are as
follows:
o Selling and regulatory expenses increased by $144,000 to $1,858,900 in the
third quarter of 1998 as compared to $1,714,900 during the same period in
1997. Rebates and other programs related to certain of the Company's
fungicides accounted for the increase.
o General and administrative expenses declined by $359,200 to $1,131,000 in
the third quarter of 1998 from $1,490,200 in the third quarter in 1997.
The decline was attributable to the recognition of $465,000, which
represents the initial award (not the total award) rendered in favor of
the Company by neutral arbitrators in a binding action. This award was
recorded as an offset to related professional/legal costs during the nine
months ended
8
<PAGE> 11
September 30, 1998. General and administrative costs would have increased
by $105,800 for the third quarter ended September 30, 1998, as compared to
1997, primarily as a result of outside professional/legal costs, were it
not for the aforementioned offset.
o Research and development expenses increased $280,900 to $1,035,300 in the
third quarter of 1998 as compared to $754,400 during the same quarter in
1997, primarily due to an increase in costs incurred to generate
scientific data related to registration of certain of the Company's
insecticide products.
o Shipping and receiving costs increased by $51,300 to $1,468,500 in the
third quarter of 1998 from $1,417,200 in the third quarter of 1997. The
increase reflects an increase in activity pertaining to the distribution
and storage of certain of the Company's soil fumigant products.
Interest costs were $568,400 during the three months ended September 30, 1998 as
compared to $444,500 for the same period in 1997. The average level of borrowing
under the Company's line of credit agreement was approximately $19,339,100 for
the third quarter of 1998 as compared to $16,527,700 for the same period in
1997. The average level of long-term debt was $4,407,500 for the third quarter
of 1998 as compared to $4,844,300 for the same period in 1997. On a combined
basis, the Company's average debt for the third quarter of 1998 was $23,746,600
as compared to $21,372,000 for the third quarter of 1997. The higher average
debt levels primarily accounted for the increase in interest costs in 1998 as
compared to 1997.
Weather patterns can have an impact on the Company's operations. Weather
conditions influence pest population by impacting gestation cycles for
particular pests and the effectiveness of some of the Company's products, among
other factors. The end user of some of the Company's products may, because of
weather patterns, delay or intermittently disrupt field work during the planting
season which may result in a reduction of the use of some of the Company's
products.
Because of elements inherent to the Company's business, such as differing and
unpredictable weather patterns, crop growing cycles, changes in product mix of
sales, ordering patterns that may vary in timing, and promotional/early order
programs, measuring the Company's performance on a quarterly basis, (gross
profit margins on a quarterly basis may vary significantly) even when such
comparisons are favorable, is not as meaningful an indicator as full-year
comparisons. Because most of the Company's cost structure is fixed, at least in
the short-term, the combination of variable revenue streams, changing product
mixes, and a fixed cost structure results in varying quarterly levels of
profitability.
9
<PAGE> 12
NINE MONTHS ENDED SEPTEMBER 30:
The Company reported net income of $25,700 or $.01 per share for the nine month
period ended September 30, 1998 as compared to net income of $309,400 or $.12
per share for the same period in 1997. Net sales declined by $3,112,300 to
$40,020,800 for the nine months ended September 30, 1998 from $43,133,100 for
the same period in 1997. While there was a slight increase in sales in the first
quarter of 1998, the decline in the second and third quarter sales, for the
reasons described above, primarily accounted for the overall decline in sales
for the nine months ended September 30, 1998.
Gross profits decreased $247,100 to $16,522,900 for the first nine months of
1998 from $16,770,000 for the same period in 1997. Gross profit margins for the
first nine months of 1998 improved to 41% as compared to 39% for the first nine
months of 1997. Although there was a decline in the gross profit percentage
during the six months ended June 30, 1998, primarily due to the impact of the
absorption of certain fixed costs of sales by lower sales levels, the increase
in the third quarter gross profit percentage in 1998, for the reasons discussed
above, was sufficient to generate an overall increase in the gross profit
percentage for the nine months ended September 30, 1998.
Operating expenses declined by $27,100 to $14,988,000 for the first nine months
of 1998 from $15,015,100 for the same period in 1997.
The differences in operating expenses by specific departmental costs are as
follows:
o Selling and regulatory expenses remained relatively constant reflecting a
slight increase of $1,600 to $4,884,500 during the nine months ended
September 30, 1998 from $4,882,900 for the same period in 1997. Although
selling and regulatory expenses were up in the third quarter of 1998 as
described above, the decline for the first six months of the year served
to offset the increase in the third quarter of 1998.
o General and administrative expenses declined by $126,800 to $4,175,500 in
the first nine months of 1998 from $4,302,300 in the first nine months of
1997. As mentioned above, the decline was attributable to the recognition
of the initial award rendered in favor of the Company by neutral
arbitrators in a binding action. This award was recorded as on offset to
related professional/legal costs during the nine months ended September
30, 1998. General and administrative costs would have increased by
$338,200 for the nine months ended September 30, 1998, as compared to the
same period in 1997, primarily as a result of outside professional/legal
costs and payroll related costs, were it not for the aforementioned
offset.
10
<PAGE> 13
o Research and development expenses remained virtually unchanged at
$2,559,500 for the nine months ended September 30, 1998 as compared to
$2,561,300 for the same period in 1997.
o Shipping and receiving costs increased by $99,900 to $3,368,500 in the
nine months ended September 30, 1998 from $3,268,600 during the same
period in 1997. The increase reflects an increase in activity pertaining
to the distribution and storage of certain of the Company's soil fumigant
products.
Interest costs were $1,495,200 during the nine months ended September 30, 1998
as compared to $1,230,900 for the same period in 1997. The average level of
borrowing under the Company's line of credit agreement was $17,595,600 for the
first nine months of 1998 as compared to $14,376,000 for the same period in
1997. The average level of long-term debt was $4,652,100 for the nine months
ended September 30, 1998 as compared to $5,124,100 for the same period in 1997.
On a combined basis, the Company's average debt for the nine months ended
September 30, 1998 was $22,247,700 as compared to $19,500,100 for the first nine
months of 1997. The increase in overall average debt levels primarily accounted
for the increase in interest costs.
LIQUIDITY AND CAPITAL RESOURCES
Working capital was $30,494,700 at September 30, 1998 reflecting an improvement
of $4,648,500 over working capital of $25,846,200 at December 31, 1997.
The Company used cash in its operating activities of $4,067,000 in the first
nine months of 1998 primarily to build inventory and reduce accrued expenses.
Inventories increased by $6,092,900 during the nine months ended September 30,
1998 in anticipation of future product demand. Accrued expenses and other
payables declined by $2,418,400 as a result of payments of income taxes, product
rebates and royalties and other sales related programs. Cash used in operating
activities was partially offset by non-cash depreciation and amortization of
$2,426,300 and reductions in receivables balances of $1,795,000.
The Company invested $413,700 in capital improvements and $958,300 in deferred
charges and other non-current assets during the nine months ended September 30,
1998. Deposits related to the acquisition of the rights, title and interest in
the United States Dibrom(R) insecticide business (Refer to Part II of this
Report)and the acquisition of a new year 2000 compliant computer system
accounted for the most significant portion of the increase in deferred charges
and other non-current assets.
11
<PAGE> 14
The Company procured cash by increasing borrowings under its long-term line of
credit by $6,200,000 during the nine months ended September 30, 1998. In
addition to providing funds for operations, these funds were used to reduce
long-term debt by $775,600, acquire 15,000 shares of the Company's common stock
for $82,500 and pay cash dividends of $175,500.
In May 1998, the Company's fully-secured line of credit was increased to
$24,000,000 from $20,000,000 and the expiration date was extended to July 31,
2000 from July 31, 1999. As of September 30, 1998, the Company had $3,700,000 in
availability under this fully-secured line of credit.
Management believes current financial resources (working capital and short-term
borrowing arrangements) and anticipated funds from operations will be adequate
to meet financial needs during early 1999. Management also believes, to continue
to improve its working capital position and maintain flexibility in financing
interim needs, it is prudent to explore alternate sources of financing.
This Report may contain forward-looking statements and may include assumptions
concerning the Company's operations, future results and prospects. These
forward-looking statements are based on current expectations and are subject to
a number of risks, uncertainties and other factors. In connection with the
Private Securities Litigation Reform Act of 1995, the Company provides the
following cautionary statements identifying important factors which, among other
things, could cause the actual results and events to differ materially from
those set forth in or impled by the forward-looking statements (if any) and
related assumptions contained in the entire Report. Such factors include, but
are not limited to: product demand and market acceptance risks; the effect of
economic conditions; weather conditions; the impact of competitive products and
pricing; changes in foreign exchange rates; product development and
commercialization difficulties; capacity and supply constraints or difficulties;
availability of capital resources; general business and economic condition; and
changes in government laws and regulations.
YEAR 2000 COMPLIANCE
Computers, software and other equipment utilizing microprocessors that use only
two digits to identify a year in a date field may be unable to process certain
date-based information at or after the year 2000. This is commonly referred to
as the "Year 2000 issue", and the Company is addressing this issue on several
different fronts. The Company elected, as previously disclosed, to install a new
Enterprise Resource Planning Manufacturing software system, the decision of
which, was not driven by Year 2000 compliance. The new software system is Year
2000 compliant. The installation of this system is expected to be completed, for
the most part, by the end of calendar 1998. The Company has
12
<PAGE> 15
established a separate team to coordinate solutions to the Year 2000 issue for
the Company's other internal information systems with a goal of having all of
its data processing systems Year 2000 compliant, although no assurances are made
that this goal will be met. The Company is in the process of requesting Year
2000 compliance certification from each of its major vendors and suppliers for
their hardware and software products and for their internal business
applications and processes. The Company does not anticipate amounts incurred in
connection with the Year 2000 compliance program will be material to its
financial condition or results of operations. The Company does not believe that
its business will be adversely affected by the Year 2000 issue in any material
respect. Nevertheless, achieving Year 2000 compliance is dependent on many
factors, some of which are not completely within the Company's control,
including without limitations, the availability and cost of trained personnel
and effectiveness of software upgrades used by the Company and its vendors and
suppliers. Should either the Company's internal systems or the internal systems
of one or more significant vendors or suppliers fail to achieve Year 2000
compliance, the Company's business and its results of operations could be
adversely affected.
13
<PAGE> 16
PART II. OTHER INFORMATION
The Company was not required to report any matters or changes for any items of
Part II except as disclosed below.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 -- Financial Data Schedule
(b) Reports on Form 8-K filed during the three months ended September 30, 1998:
DATE OF THE REPORT: July 2, 1998
ITEM REPORTED: 5. Other Events.
DESCRIPTION: Agreement signed between Amvac Chemical Corporation ("AMVAC")
a wholly-owned subsidiary of American Vanguard Corporation, and Valent USA
Corporation ("VALENT"), a wholly-owned subsidiary of Sumitomo Chemical Company,
Limited. AMVAC to acquire the rights, title and interest in the U.S. Dibrom(R)
insecticide business of VALENT. The acquisition was subject to certain due
diligence provisions in the agreement. AMVAC acquired certain assets and took
over the marketing of the products on November 2, 1998.
14
<PAGE> 17
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.
AMERICAN VANGUARD CORPORATION
Dated: November 11, 1998 By: /s/ Eric G. Wintemute
--------------------------
Eric G. Wintemute
President,
Chief Executive Officer
and Director
Dated: November 11, 1998 By: /s/ J. A. Barry
--------------------------
J. A. Barry
Senior Vice President,
Chief Financial Officer,
Treasurer and Director
15
<PAGE> 18
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 474,000
<SECURITIES> 0
<RECEIVABLES> 19,891,000
<ALLOWANCES> 0
<INVENTORY> 19,030,800
<CURRENT-ASSETS> 40,391,500
<PP&E> 32,246,900
<DEPRECIATION> 20,479,800
<TOTAL-ASSETS> 58,137,400
<CURRENT-LIABILITIES> 9,896,800
<BONDS> 24,564,300
0
0
<COMMON> 256,400
<OTHER-SE> 20,771,100
<TOTAL-LIABILITY-AND-EQUITY> 58,137,400
<SALES> 40,020,800
<TOTAL-REVENUES> 40,020,800
<CGS> 23,497,900
<TOTAL-COSTS> 23,497,900
<OTHER-EXPENSES> 14,988,000
<LOSS-PROVISION> 0
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</TABLE>
