SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarterly Period Ended September 30, 1996
Commission File Number 1-12068
MASCOTECH, INC.
(Exact name of Registrant as specified in its Charter)
Delaware 38-2513957
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
21001 Van Born Road, Taylor, Michigan 48180
(Address of principal executive offices) (Zip Code)
(313) 274-7405
(Telephone Number)
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, 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 practical date.
Shares Outstanding at
Class October 31, 1996
Common stock, par value $1 per share 36,990,000
<PAGE>
MASCOTECH, INC.
INDEX
Page No.
Part I. Financial Information
Item 1. Financial Statements
Consolidated Condensed Balance Sheet -
September 30, 1996 and December 31, 1995 1
Consolidated Condensed Statements of Income
For the Three and Nine Months Ended
September 30, 1996 and 1995 2
Consolidated Condensed Statement of
Cash Flows for the Nine Months
Ended September 30, 1996 and 1995 3
Notes to Consolidated Condensed Financial
Statements 4-6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 7-8
Part II. Other Information and Signature 9-10
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
MASCOTECH, INC.
CONSOLIDATED CONDENSED BALANCE SHEET
September 30, 1996 and December 31, 1995
(Dollars in thousands)
September 30, December 31,
ASSETS 1996 1995
Current assets:
Cash and cash investments $ 48,500 $ 16,380
Receivables 192,380 216,490
Inventories 79,240 94,420
Deferred and refundable income taxes 46,510 51,300
Prepaid expenses and other assets 45,670 25,750
Net current assets of businesses held
for disposition --- 62,410
Total current assets 412,300 466,750
Equity and other investments in affiliates 266,050 237,530
Property and equipment, net 405,640 466,450
Excess of cost over net assets of acquired
companies 69,430 115,750
Notes receivable and other assets 85,750 47,780
Net non-current assets of businesses held
for disposition --- 104,510
Total assets $1,239,170 $1,438,770
LIABILITIES
Current liabilities:
Accounts payable $ 66,320 $ 99,710
Accrued liabilities 123,020 82,400
Current portion of long-term debt 2,310 5,150
Total current liabilities 191,650 187,260
Long-term debt 456,160 701,910
Deferred income taxes and other long-term
liabilities 164,350 134,420
Total liabilities 812,160 1,023,590
SHAREHOLDERS' EQUITY
Preferred stock, $1 par, shares authorized:
25 million; outstanding: 10.8 million 10,800 10,800
Common stock, $1 par, shares authorized:
250 million; outstanding: 55.3 million
and 55.5 million 55,250 55,520
Paid-in capital 303,090 307,910
Retained earnings 50,290 32,380
Cumulative translation adjustments 7,580 8,570
Total shareholders' equity 427,010 415,180
Total liabilities and
shareholders' equity $1,239,170 $1,438,770
The accompanying notes are an integral part of the
consolidated condensed financial statements.
1
<PAGE>
MASCOTECH, INC.
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
For the Three and Nine Months Ended September 30, 1996 and 1995
(Dollars in thousands except per share amounts)
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
Net sales $ 290,790 $ 404,900 $ 1,009,770 $1,289,200
Cost of sales (235,210) (337,850) (834,820)(1,076,440)
Selling, general and
administrative expenses (29,100) (42,060) (100,460) (135,340)
Gains on (charge for)
disposition of businesses,
net --- 7,790 (31,520) 5,290
Operating profit 26,480 32,780 42,970 82,710
Other income (expense), net:
Interest expense (5,880) (10,950) (20,640) (38,750)
Equity and interest income
from affiliates 11,590 5,470 29,930 23,880
Gain from change in
investment of equity
affiliate --- --- --- 5,100
Other income (expense), net 280 400 (2,320) 3,160
5,990 (5,080) 6,970 (6,610)
Income before income taxes
and cumulative effect of
accounting change, net 32,470 27,700 49,940 76,100
Income taxes 13,080 11,740 26,470 31,580
Income before cumulative effect
of accounting change, net 19,390 15,960 23,470 44,520
Cumulative effect of accounting
change, net --- --- 11,700 ---
Net income $ 19,390 $ 15,960 $ 35,170 $ 44,520
Preferred stock dividends $ 3,240 $ 3,240 $ 9,720 $ 9,720
Earnings attributable to
common stock $ 16,150 $ 12,720 $ 25,450 $ 34,800
Earnings per common and
common equivalent share:
Primary:
Earnings before cumulative
effect of accounting
change, net $ .28 $ .22 $ .24 $.61
Cumulative effect of
accounting change, net -- -- .21 --
Earnings attributable to
common stock $ .28 $ .22 $ .45 $.61
Cash dividends declared $ .05 $ .04 $ .13 $.07
The accompanying notes are an integral part of the
consolidated condensed financial statements.
2
<PAGE>
MASCOTECH, INC.
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
For the Nine Months Ended September 30, 1996 and 1995
(Dollars in thousands)
Nine Months Ended
September 30
1996 1995
CASH FROM (USED FOR):
OPERATIONS:
Net cash from earnings $ 73,010 $ 68,550
Decrease (increase) in inventories 8,550 (1,000)
Decrease (increase) in receivables 1,370 (22,400)
Increase (decrease) in accounts payable
and accrued liabilities 22,340 (9,450)
(Increase) decrease in marketable
securities, net (14,270) 54,460
Other, net 21,130 31,280
Net cash from operating activities 112,130 121,440
FINANCING:
Retirement of Senior Subordinated Notes --- (233,150)
Payment of other debt (251,100) (40,040)
Increase in other debt 1,350 129,900
Retirement of Company Common Stock (8,040) (5,990)
Payment of preferred stock dividends (9,720) (9,720)
Payment of common stock dividends (7,540) (5,910)
Other, net 1,890 (3,110)
Net cash (used for) financing
activities (273,160) (168,020)
INVESTMENTS:
Capital expenditures (28,390) (61,520)
Proceeds from sale of businesses 212,100 94,880
Acquisition of businesses (4,470) (22,810)
Receipt of cash from notes receivable 9,300 5,360
Net assets of businesses held
for disposition (1,120) (14,900)
Other, net 5,730 (2,670)
Net cash from (used for) investing
activities 193,150 (1,660)
CASH AND CASH INVESTMENTS:
Increase (decrease) for the nine months 32,120 (48,240)
At January 1 16,380 61,950
At September 30 $ 48,500 $ 13,710
Supplemental Cash Flow Information:
Net cash paid (refunded) during the period for:
Interest $ 19,570 $ 40,830
Income taxes $ (18,740) $ 5,460
The accompanying notes are an integral part of the
consolidated condensed financial statements.
3
<PAGE>
MASCOTECH, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
A. In the opinion of the Company, the accompanying unaudited consolidated
condensed financial statements contain all adjustments, which are normal
and recurring in nature, necessary to present fairly its financial
position as at September 30, 1996 and the results of operations for the
three and nine months ended September 30, 1996 and 1995 and cash flows
for nine months ended September 30, 1996 and 1995. In addition, the
balance sheet as of December 31, 1995 reflects the segregation of net
current and net non-current assets related to the plan, adopted in late
1994 and substantially completed in the third quarter of 1996, to
dispose of certain businesses.
Primary earnings per common share was calculated based on 57.0 million
and 58.5 million weighted average common shares and common equivalent
shares outstanding for the three months ended September 30, 1996 and
1995, respectively. Primary earnings per common share was calculated
based on 56.7 million and 58.7 million weighted average common and
common equivalent shares outstanding for the nine months ended September
30, 1996 and 1995, respectively. The convertible preferred stock did
not meet the criteria for inclusion as a common stock equivalent for the
nine months and three months ended September 30, 1996 and 1995.
Earnings per common share for the periods ended September 30, 1996 were
computed based upon the treasury stock method and, in 1995, the modified
treasury stock method, which results in an assumed interest expense
reduction and incremental shares based on the assumed conversion of all
stock options and warrants.
Fully diluted earnings per common share are only presented when the
assumed conversion of convertible securities is dilutive. Fully diluted
earnings per common share for the nine months and three months ended
September 30, 1996 were calculated based on 57.1 million and 67.0
million weighted average common shares outstanding, respectively.
Convertible securities did not have a dilutive effect on earnings per
common share for the nine months and three months ended September 30,
1995.
B. Inventories by component are as follows (in thousands):
September 30, December 31,
1996 1995
Finished goods $ 16,820 $ 21,120
Work in process 34,470 38,480
Raw materials 27,950 34,820
$ 79,240 $ 94,420
C. Property and equipment, net reflects accumulated depreciation of $284
million and $281 million as at September 30, 1996 and December 31, 1995,
respectively.
D. In the second quarter of 1996, the Company sold MascoTech Stamping
Technologies, Inc. (MSTI), a wholly owned subsidiary, to Tower
Automotive, Inc. (Tower) resulting in an after-tax loss of approximately
$26 million ($.47 per share), including losses of approximately $1
million after-tax ($.03 per share) related to the closure of a MSTI
manufacturing facility not included in the sale. MSTI had sales of
approximately $190 million in 1995. The Company has received initial
consideration of approximately $80 million consisting principally of $55
million in cash, 785,000 shares of Tower common stock and warrants to
purchase additional Tower common stock. The Company applied the cash
proceeds (including approximately $14 million received from the
subsequent sale of 600,000 shares of Tower common stock) to reduce its
indebtedness. The Company may receive additional consideration,
contingent upon the future earnings of MSTI over the next three years,
which if entirely earned, would substantially offset the loss.
4
<PAGE>
MASCOTECH, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(continued)
E. On October 31, 1996, the Company purchased from Masco Corporation 17
million shares of MascoTech common stock and warrants to purchase 10
million shares of MascoTech common stock, for cash and notes
approximating $266 million. Payment of the note, which approximates
$151 million and bears interest at 6.625 percent, is due September 30,
1997 and is payable in cash or at the Company's option partially by
transfer of its holdings in its equity affiliate, Emco Corporation. As
part of this transaction, Richard A. Manoogian, Chairman of both Masco
Corporation and MascoTech, also sold to MascoTech one million shares of
MascoTech common stock (at the then current market price) for
approximately $13.6 million, payable in cash and notes. The agreement
with Masco Corporation also provides for the extension of the existing
corporate services and financing commitment agreements between the two
companies. The shares and warrants have been retired. The Company
received a modification to the terms of its bank credit agreement in
order to complete the transaction and expects to arrange a replacement
bank credit facility in early 1997.
F. The Company was required to adopt Statement of Financial Accounting
Standards No. 121 ("SFAS 121"), "Accounting for the Impairment of Long-
Lived Assets and for Long-Lived Assets to Be Disposed Of", effective
January 1, 1996. SFAS 121 requires that long-lived assets and certain
identifiable intangible assets held for disposition be reported at the
lower of carrying value at date of decision to dispose or fair value
less cost to sell. The Company determined that the estimated proceeds
of the businesses held for sale at January 1, 1996 exceeded the carrying
value for such assets, and accordingly, has recorded income in the first
quarter of 1996, classified as a cumulative effect of accounting change,
in the amount of $11.7 million after-tax to reflect the impact of
adopting SFAS 121.
G. The following presents combined supplemental financial data of the
Company and TriMas Corporation as one entity, with MascoTech as the
parent company. The Company had an equity ownership interest in TriMas
of approximately 41 and 42 percent at September 30, 1996 and September
30, 1995, respectively. Intercompany transactions have been eliminated.
Approximate combined condensed financial data are as follows (in
thousands):
September 30
1996 1995
Current assets $ 692,940 $ 683,870
Current liabilities (262,290) (244,940)
Working capital 430,650 438,930
Property and equipment, net 585,320 607,470
Excess of cost over net
assets of acquired companies 175,300 194,870
Other assets 300,720 411,900
Long-term debt (639,710) (915,220)
Deferred income taxes and
other long-term liabilities (203,680) (133,060)
Equity of the other shareholders
of TriMas (221,590) (191,770)
Equity of shareholders of
MascoTech $ 427,010 $ 413,120
Net sales $ 1,463,920 $1,717,850
Operating profit $ 122,650 $ 159,640
Cumulative effect of accounting change $ 11,700 $ ---
Net income $ 35,170 $ 44,520
Earnings attributable to
common stock $ 25,450 $ 34,800
5
<PAGE>
MASCOTECH, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(concluded)
H. In December 1994, the Company announced the planned disposition of a
number of businesses, including its Architectural Products, Defense and
certain of its transportation-related businesses, as part of its long-
term strategic plan to increase the focus of its core operating
capabilities. At September 30, 1996, the Company has substantially
completed the disposition of such businesses.
I. On November 13, 1996, the Company announced the creation of MSX
International, Inc. through the combination of MascoTech's Technical
Services Group and APX International (recently acquired by MascoTech)
and the agreement to sell the combined companies to an investor group
including MascoTech, Citicorp Venture Capital and senior management.
The sale of MSX International will result in total proceeds to the
Company of approximately $150 million, consisting of cash, notes, and
the Company's retained equity interest. Net proceeds to the Company
will approximate $90 million after taking into account the purchase
price for APX and taxes payable in connection with this transaction.
This transaction is expected to close in early 1997.
6
<PAGE>
MASCOTECH, INC.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Sales for the third quarter ended September 30, 1996 declined to $291
million from $405 million in 1995, reflecting the disposition of certain
businesses as part of the Company's previously announced restructuring plan.
Sales of the Company's remaining core transportation-related businesses, which
approximated $270 million, increased 12 percent in the third quarter of 1996
as compared with the prior year quarter, while sales of the Company's
businesses held for sale or sold approximated $21 million.
Sales for the nine month period ended September 30, 1996 decreased 22
percent over the comparable period in 1995, reflecting the disposition of
certain businesses as part of the Company's previously announced restructuring
plan. Sales of the Company's remaining core transportation-related
businesses, which approximated $827 million, increased nine percent as
compared to the prior year period. Sales of the Company's businesses held for
sale or sold, which approximated $183 million, decreased 66 percent from the
comparable period in 1995.
Income after preferred stock dividends in the third quarter of 1996 was
$16.2 million or $.28 per common share, compared with $12.7 million or $.22
per common share in the comparable period in 1995. Third quarter 1996 results
also benefitted from reduced interest expense, as proceeds from the
divestiture of businesses were applied to reduce the Company's indebtedness,
and from increased equity income from affiliates.
Operating profit for the Company's remaining core businesses before
general corporate expense and gain (charge) on disposition of businesses, net
for the nine months and three months ended September 30, 1996 was
approximately $106 million and $37 million, respectively, as compared with $92
million and $27 million for the comparable periods in 1995. Businesses held
for sale or sold had an operating loss before general corporate expense and
gain (charge) on disposition of businesses, net for the nine months ended
September 30, 1996 of approximately $15 million as compared to $1 million for
the comparable period in 1995. Businesses held for sale or sold had an
operating loss before general corporate expense and gain (charge) on
disposition of businesses, net for the three month period ended September 30,
1996 of approximately $6 million, as compared to an operating profit of
approximately $2 million in the comparable period in 1995. The unusual
relationship of tax expense to pre-tax amounts for the nine months ended
September 30, 1996 is the result of a significant portion of the loss on the
sale of MSTI not being deductible for tax purposes.
Results for the nine months ended September 30, 1996 include after-tax
losses of approximately $26 million in the second quarter from the disposition
of MascoTech Stamping Technologies, Inc. and a related plant closure. The
core businesses' operating performance for the nine months and three months
ended September 30, 1996 was positively impacted by increased volume as
compared to 1995. Operating performance in 1995 was negatively impacted by
increased costs and expenses reflecting start-up costs associated with the
Company's expanded capital investment programs.
In December 1994, the Company announced the planned disposition of a
number of businesses, including its Architectural Products, Defense and
certain of its transportation-related businesses, as part of its long-term
strategic plan to increase the focus of its core operating capabilities. At
September 30, 1996, the Company has substantially completed the disposition of
such businesses.
7
<PAGE> MASCOTECH, INC.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(concluded)
On October 31, 1996, the Company purchased from Masco Corporation 17
million shares of MascoTech common stock and a warrant to purchase 10 million
shares of MascoTech common stock, for cash and notes approximating $266
million. Payment of the note, which approximates $151 million and bears
interest at 6.625 percent, is due September 30, 1997 and is payable in cash or
at the Company's option partially by transfer of its holdings in its equity
affiliate Emco Corporation. As part of this transaction, Richard A.
Manoogian, Chairman of both Masco Corporation and MascoTech, also sold to
MascoTech one million shares of MascoTech common stock (at the then current
market price) for approximately $13.6 million, payable in cash and notes. The
agreement with Masco Corporation also provides for the extension of the
existing corporate services and financing commitment agreements between the
two companies. The shares and warrants have been retired. The Company
received a modification to the terms of its bank credit agreement in order to
complete the transaction and expects to arrange a replacement bank credit
facility in early 1997. Although this transaction results in the additional
leverage of MascoTech's balance sheet in the near term, MascoTech believes
that the substantial reduction in MascoTech common shares outstanding should
enhance the long-term financial returns for MascoTech's shareholders.
The Company paid a cash dividend of $.05 per common share in the third
quarter of 1996 and the Board of Directors declared a dividend of $.05 per
common share on September 12, 1996 payable on November 18, 1996.
Additional borrowings available under the Company's revolving credit
agreement and otherwise, tax benefits related to the disposition of businesses
held for sale and anticipated internal cash flow are expected to provide
sufficient liquidity to fund the Company's near-term working capital needs and
capital expansion programs. The Company believes that its longer-term working
capital and other general corporate requirements will be satisfied through its
internal cash flow, an extended or new bank credit facility, the disposition
of certain financial assets and, to the extent necessary, future financings in
the financial markets. At September 30, 1996, current assets were in excess
of two times current liabilities.
8
<PAGE>
PART II. OTHER INFORMATION
MASCOTECH, INC.
Items 1 through 5 are not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 11 Computation of Earnings Per Common Share
- Primary and Fully Diluted
Exhibit 12 Computation of Ratio of Earnings to Combined
Fixed Charges and Preferred Stock Dividends
Exhibit 27 Financial Data Schedule
(b) Reports on Form 8-K:
1. Report on Form 8-K dated November 13, 1996 reporting under Item 2
"Acquisition or Disposition of Assets" and under Item 7 unaudited
pro forma consolidated condensed balance sheet as of June 30, 1996
and unaudited pro forma consolidated condensed income statements
for the year ended December 31, 1995 and for the six months ended
June 30, 1996 for the assumed purchase and retirement of 17
million shares of Company Common Stock and the warrant to purchase
10 million shares of Company Common Stock from Masco Corporation
and one million shares of Company Common Stock from Richard A.
Manoogian, Chairman of the Board of Masco Corporation
and MascoTech, Inc.
9
<PAGE>
SIGNATURE
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.
MASCOTECH, INC.
(Registrant)
Date: November 14, 1996 By: /s/ TIMOTHY WADHAMS
Timothy Wadhams
Vice President - Controller
and Treasurer
(Chief accounting officer
and authorized signatory)
<PAGE>
MASCOTECH, INC.
EXHIBIT INDEX
Exhibit Sequential
Page No.
Exhibit 11 Computation of Earnings Per Common Share
- Primary and Fully Diluted 12-13
Exhibit 12 Computation of Ratio of Earnings to Combined
Fixed Charges and Preferred Stock Dividends 14
Exhibit 27 Financial Data Schedule 15
Exhibit 11
MASCOTECH, INC.
Computation of Earnings Per Common Share
Primary and Fully Diluted
(In thousands except per share amounts)
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
PRIMARY:
Income before cumulative effect
of accounting change $19,390 $15,960 $23,470 $44,520
Preferred stock dividends 3,240 3,240 9,720 9,720
Income before cumulative effect
of accounting change
attributable to common stock 16,150 12,720 13,750 34,800
Add after tax interest expense
reduction on conversion of
stock options and warrants --- 230 --- 860
Earnings before cumulative
effect of accounting change
attributable to common stock 16,150 12,950 13,750 35,660
Cumulative effect of accounting
change --- --- 11,700 ---
Earnings attributable to common
stock, as adjusted $16,150 $12,950 $25,450 $35,660
Weighted average number of
common shares outstanding
during each period 55,270 56,110 55,330 56,310
Addition from assumed exercise of
stock options and warrants 1,680 2,400 1,360 2,420
Weighted average number of common
shares and equivalents
outstanding during each
period--without dilution 56,950 58,510 56,690 58,730
Primary earnings per common and
common equivalent share:
Earnings before cumulative
effect of accounting
change $ .28 $ .22 $ .24 $.61
Cumulative effect of accounting
change -- -- .21 --
Earnings attributable to
common stock $ .28 $ .22 $ .45 $ 61
Earnings per common share for the periods ended September 30, 1995 were
computed based on the modified treasury stock method which results in an assumed
interest expense reduction and incremental shares based on assumed conversion of
all stock options and warrants and, in 1996, on the treasury stock method.
<PAGE>
Exhibit 11
MASCOTECH, INC.
Computation of Earnings Per Common Share
Primary and Fully Diluted
(In thousands except per share amounts)
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
FULLY DILUTED:
Income before cumulative
effect of of accounting
change $19,390 $15,960 $23,470 $44,520
Preferred stock dividends 3,240 3,240 9,720 9,720
Income attributable to
common stock 16,150 12,720 13,750 34,800
Add after-tax convertible
debenture related expenses 2,380 --- * --- * --- *
Add interest reduction on
conversion of stock options
and warrants --- 220 --- 860
Earnings before cumulative
effect of accounting change
attributable to common
stock 18,530 12,940 13,750 35,660
Cumulative effect of
accounting change --- --- 11,700 ---
Earnings attributable to
common stock, as adjusted $18,530 $12,940 $25,450 $35,660
Weighted average number of
common shares outstanding
during each period 55,270 56,110 55,330 56,310
Addition from assumed
conversion of convertible
debentures 10,000 --- * --- * --- *
Addition from assumed
exercise of stock
options and warrants 1,760 2,400 1,760 2,420
Weighted average number of
common shares and
equivalents outstanding
during each period
--fully diluted basis 67,030 58,510 57,090 58,730
Fully diluted earnings per
common and common
equivalent share:
Earnings before
cumulative effect of
accounting change $ .28 $ .22 $ .24 $ .61
Cumulative effect of
accounting change -- -- .21 --
Earnings attributable to
common stock $ .28 $ .22 $ .45 $ .61
Earnings per common share for the periods ended September 30, 1995 were
computed based on the modified treasury stock method which results in an assumed
interest expense reduction and incremental shares based on assumed conversion of
all stock options and warrants and, in 1996, the treasury stock method.
* Anti-dilutive
<PAGE>
Exhibit 12
MASCOTECH, INC.
Computation of Ratio of Earnings to Combined Fixed Charges and
Preferred Stock Dividends
(Dollars in thousands)
<TABLE>
<CAPTION>
9 Months
Ended
Sept.30, For The Years Ended December 31
1996 1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C>
Earnings (Loss) Before Income
Taxes and Fixed Charges:
Income (loss) from continuing
operations before income
taxes (credit),
extraordinary income (loss)
and cumulative effect of
accounting change $ 49,940 $100,280 $(264,490) $121,180 $ 68,250 $(12,470)
Deduct equity in
undistributed earnings
of less-than-fifty-
percent owned companies.... (23,450) (29,590) (23,350) (19,930) (21,760) (3,530)
Add interest on
indebtedness, net.......... 21,130 51,500 51,290 83,000 87,830 124,220
Add amortization of debt
expense.................... 1,120 1,670 3,450 4,390 1,930 2,230
Estimated interest factor
for rentals................ 4,840 7,070 6,220 5,550 5,740 5,220
Earnings (loss) before income
taxes and fixed charges.... $ 53,580 $130,930 $(226,880) $194,190 $141,990 $115,670
Fixed Charges:
Interest on indebtedness,
net........................ $ 21,200 $ 51,690 $ 51,540 $ 83,110 $ 87,980 $124,370
Amortization of debt
expense.................... 1,120 1,670 3,450 4,390 1,930 2,230
Estimated interest factor
for rentals................ 4,840 7,070 6,220 5,550 5,740 5,220
Total fixed charges...... 27,160 60,430 61,210 93,050 95,650 131,820
Preferred stock dividend
requirement (a)............ 16,200 21,970 14,630 25,860 17,140 11,350
Combined fixed charges and
preferred stock dividends.. $ 43,360 $ 82,400 $ 75,840 $118,910 $112,790 $143,170
Ratio of earnings to
fixed charges................ 2.0 2.2 -- (b) 2.1 1.5 .9(d)
Ratio of earnings to combined
fixed charges and preferred
stock dividends.............. 1.2 1.6 -- (c) 1.6 1.3 .8(e)
(a) Represents amount of income before provision for income taxes required to meet the preferred stock dividend
requirements of the Company and its 50% owned companies.
(b) 1994 results of operations are inadequate to cover fixed charges by $288,090.
(c) 1994 results of operations are inadequate to cover combined fixed charges and preferred stock dividends by $302,720.
(d) 1991 earnings are inadequate to cover fixed charges by $16,150.
(e) 1991 earnings are inadequate to cover combined fixed charges and preferred stock dividends by $27,500.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM SEPTEMBER
30, 1996 MASCOTECH, INC. FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 48,500
<SECURITIES> 0
<RECEIVABLES> 192,380
<ALLOWANCES> 0
<INVENTORY> 79,240
<CURRENT-ASSETS> 412,300
<PP&E> 690,120
<DEPRECIATION> (284,480)
<TOTAL-ASSETS> 1,239,170
<CURRENT-LIABILITIES> 191,650
<BONDS> 456,160
0
10,800
<COMMON> 55,250
<OTHER-SE> 360,960
<TOTAL-LIABILITY-AND-EQUITY> 1,239,170
<SALES> 1,009,770
<TOTAL-REVENUES> 1,009,770
<CGS> 834,820
<TOTAL-COSTS> 834,820
<OTHER-EXPENSES> 31,520
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 20,640
<INCOME-PRETAX> 49,940
<INCOME-TAX> 26,470
<INCOME-CONTINUING> 23,470
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 11,700
<NET-INCOME> 35,170
<EPS-PRIMARY> .45
<EPS-DILUTED> .45
</TABLE>
