<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the period ended April 2, 1995
OR
[ ] 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 0-17028
IRONTON IRON, INC.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 31-1117407
- - - - - - --------------------------- ----------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)
Suite 1600, 2859 Paces Ferry Road, Atlanta, Georgia 30339
------------------------------------------------------------
(Address of principal executive offices, including zip code)
(404) 431-6000
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(Registrant's telephone number, including area code)
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 _
Shares outstanding of each of the issuer's classes of common
stock at May 9, 1995: 23,000 shares of Common Stock, no par
value.<PAGE>
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
--------------------
<TABLE>
IRONTON IRON, INC.
INTERIM CONDENSED BALANCE SHEETS
(In thousands of dollars)
<CAPTION>
Dec 31 April 2
ASSETS 1994 1995
- - - - - - ------ ------ -------
<S> <C> <C>
Current assets:
Cash $ 699 $ 690
Accounts receivable - trade 8,093 9,347
- other 712 815
Inventories 1,313 2,175
Other current assets 26 133
------- -------
Total current assets 10,843 13,160
Property, plant and equipment:
Land 295 295
Buildings and improvements 4,765 4,772
Machinery and equipment 24,240 24,694
Construction in progress 1,010 1,268
------- -------
30,310 31,029
Less accumulated depreciation 9,957 10,842
------- -------
20,353 20,187
Other assets 220 177
------- -------
$31,416 $33,524
======= =======
</TABLE>
See accompanying notes.
2
<PAGE>
<PAGE>
<TABLE>
IRONTON IRON, INC.
INTERIM CONDENSED BALANCE SHEETS
(In thousands of dollars)
<CAPTION>
Dec 31 April 2
1994 1995
------ --------
LIABILITIES AND NET
- - - - - - -------------------
SHAREHOLDER'S DEFICIENCY
- - - - - - -------------------------
<S> <C> <C>
Current liabilities:
Accounts payable $ 5,545 $ 4,670
Accrued wages and benefits 919 1,468
Accrued workers' compensation 546 485
Other accrued liabilities 1,463 1,577
-------- --------
Total current liabilities 8,473 8,200
Due to affiliates 37,002 33,341
Redeemable preferred stock 3,038 3,067
Net shareholder's deficiency:
Common stock 2,000 2,000
Additional paid-in capital 43,523 49,523
Accumulated deficit (62,620) (62,607)
-------- -------
Net shareholder's deficiency (17,097) (11,084)
-------- -------
$ 31,416 $ 33,524
======== ========
</TABLE>
See accompanying notes.
3
<PAGE>
<PAGE>
<TABLE>
IRONTON IRON, INC.
INTERIM CONDENSED STATEMENTS OF OPERATIONS
(In thousands of dollars)
Three months ended
------------------
April 3 April 2
1994 1995
------- -------
<CAPTION>
<S> <C> <C>
Net sales $19,354 $20,232
Cost of sales 18,719 18,772
------- -------
Gross profit 635 1,460
Corporate charges from
parent companies 1,178 974
------- ------
Operating profit (loss) ( 543) 486
Other income and expenses:
Interest income - -
Interest expense ( 635) ( 444)
------- ------
( 635) ( 444)
------- ------
Income (loss) before income taxes ( 1,178) 42
Provision for income
taxes - -
------- -------
Net income (loss) $(1,178) $ 42
======= =======
</TABLE>
See accompanying notes.
4
<PAGE>
<PAGE>
<TABLE>
IRONTON IRON, INC.
INTERIM CONDENSED STATEMENTS OF CASH FLOWS
(In thousands of dollars)
<CAPTION>
Three months ended
------------------
April 3 April 2
1994 1995
------- -------
<S> <C> <C>
Operating activities:
Net income (loss) $( 1,178) $ 42
Adjustments to reconcile net
income (loss) to net cash used
in operating activities:
Depreciation and amortization 823 936
Changes in assets and liabilities:
Accounts receivable (1,951) (1,357)
Inventories ( 203) ( 862)
Accounts payable and accrued
liabilities 2,486 ( 301)
Other assets and liabilities ( 135) ( 107)
------- ------
Net cash used in operating activities ( 158) (1,649)
Investing activities:
Additions to property, plant and
equipment ( 793) ( 714)
Other 8 15
-------- ------
Net cash used in investing activities ( 785) ( 699)
------- ------
Financing activities:
Increase in due to affiliates 447 2,339
------- ------
Net cash provided by financing
activities 447 2,339
------- ------
Net decrease in cash ( 496) ( 9)
Cash at beginning of period 508 699
------- ------
Cash at end of period $ 12 $ 690
======= =======
</TABLE>
See accompanying notes.
5
<PAGE>
<PAGE>
IRONTON IRON, INC.
NOTES TO INTERIM CONDENSED
FINANCIAL STATEMENTS
1. The condensed balance sheet at December 31, 1994 has
been derived from audited financial statements. The interim
condensed financial statements at April 2, 1995 and for the
periods ended April 3, 1994 and April 2, 1995 are unaudited.
However, in the opinion of management, all adjustments,
consisting only of normal recurring accruals, necessary for
a fair presentation have been included. The results of
operations for the period ended April 2, 1995 are not
necessarily indicative of the results to be expected for the
full year.
2. Inventories consist of the following (in thousands of
dollars):
<TABLE>
Dec 31 April 2
1994 1995
------ -------
<CAPTION>
<S> <C> <C>
Finished goods $ 356 $ 439
Work in process 400 558
Raw materials 365 835
Supplies and patterns 192 343
------ ------
$1,313 $2,175
====== ======
</TABLE>
3. Effective January 1, 1995, the Company's parent, Intermet
Foundries, Inc., contributed $6,000,000 of intercompany debt to
additional paid in capital.
4. Because all common stock of the Company is owned by
Intermet Foundries, Inc., no loss per common share
information is included herein.
6
<PAGE>
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
---------------------------------------------
Material Changes in Financial Condition
- - - - - - ---------------------------------------
The Company's financial condition has changed little
since December 31, 1994. Although operating results improved over the
previous year, the Company remains dependent on its parent companies,
Intermet Foundries, Inc. and Intermet Corporation, for continued
financial support.
Material Changes in Results of Operations
- - - - - - -----------------------------------------
The foundry has been operating at or near capacity for more than a
year, so net sales showed only a modest increase in the first quarter
of 1995 compared to the prior year. Almost half of the current Ford
I beam business will phase out beginning in the fourth quarter of 1995.
The Company is working to secure replacement business, but has not yet
obtained any.
Plant operations have continued a slow improvement, with gross
profit rising to 7.2% of sales from 3.3% in the first quarter of 1994.
Improved margins led to the Company reporting a small profit in the
first quarter of 1995, although cumulative losses since the Company
was acquired by Intermet are still in excess of $53 million.
7
<PAGE>
<PAGE>
II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Registrant has entered into negotiations with
the Office of the Ohio Attorney General with
respect to certain past violations by the
Registrant of Ohio water pollution laws and
regulations. The Attorney General's office has
advised the Registrant that the Registrant could
avoid litigation with respect to such violations by
entering into a consent order. In April 1995 the
Attorney General's office proposed a penalty of
approximately $228,000. The Registrant intends to try
to negotiate a lower settlement.
Item 2. Changes in Securities.
None
Item 3. Defaults upon Senior Securities.
None
Item 4. Submission of Matters to a Vote of Securities
Holders.
None
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
(a) The following exhibit is filed as a part of
this report:
Exhibit
Number Description
------- -----------------------
27 Financial Data Schedule
(b) None
8<PAGE>
<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.
IRONTON IRON, INC.
By:/s/ Peter C. Bouxsein
----------------------
Peter C. Bouxsein
Controller
(Principal Accounting Officer)
DATE: May 10, 1995
------------
9
<PAGE>
<PAGE>
EXHIBIT INDEX
--------------
Exhibit Description
- - - - - - ------ -----------
27 Financial Data Schedule
10<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000771176
<NAME> IRONTON IRON, INC.
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> APR-02-1995
<EXCHANGE-RATE> 1
<CASH> 690
<SECURITIES> 0
<RECEIVABLES> 9,485
<ALLOWANCES> 138
<INVENTORY> 2,175
<CURRENT-ASSETS> 13,160
<PP&E> 31,029
<DEPRECIATION> 10,842
<TOTAL-ASSETS> 33,524
<CURRENT-LIABILITIES> 8,200
<BONDS> 0
<COMMON> 2,000
0
3,067
<OTHER-SE> (13,084)
<TOTAL-LIABILITY-AND-EQUITY> 33,524
<SALES> 20,232
<TOTAL-REVENUES> 20,232
<CGS> 18,772
<TOTAL-COSTS> 19,746
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 444
<INCOME-PRETAX> 42
<INCOME-TAX> 0
<INCOME-CONTINUING> 42
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 42
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
