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 quarterly period ended July 31, 1996
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 0-14450
AEP INDUSTRIES INC.
(Exact name of registrant as specified in its charter)
Delaware 22-1916107
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
125 Phillips Avenue
South Hackensack, New Jersey 07606
(Address of principal executive offices) (Zip Code)
(201) 641-6600
(Registrant's telephone number, including area code)
Not Applicable
(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, 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.
Shares
Outstanding At
Class of Common Stock September 9,1996
--------------------- ----------------
$.01 Par Value 4,690,609
<PAGE>
PART I - FINANCIAL INFORMATION
------------------------------
Item 1. Financial Statements
- -------------------------------------
AEP INDUSTRIES INC.
BALANCE SHEETS
--------------
<TABLE><CAPTION>
July 31, October 31,
1996 1995
------------------- -----------------
ASSETS (unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 424,000 $ 329,000
Marketable securities 1,801,000 1,718,000
Accounts receivable, less allowance of $1,285,000
in 1996 and $1,421,000 in 1995 for doubtful accounts 28,032,000 26,333,000
Inventories 30,177,000 20,021,000
Other current assets 1,017,000 972,000
Deferred income tax benefit 701,000 846,000
------------------- -----------------
Total current assets 62,152,000 50,219,000
------------------- -----------------
PROPERTY, PLANT AND EQUIPMENT, at cost, less
accumulated depreciation and amortization of $60,836,000
in 1996 and $52,838,000 in 1995 90,155,000 90,244,000
OTHER ASSETS 2,849,000 2,824,000
------------------- -----------------
TOTAL ASSETS $ 155,156,000 $ 143,287,000
=================== =================
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES:
Current portion of long-term debt $ 6,391,000 $ 3,477,000
Accounts payable 17,615,000 27,678,000
Accrued expenses 4,547,000 4,034,000
------------------- -----------------
Total current liabilities 28,553,000 35,189,000
LONG-TERM DEBT 95,975,000 82,523,000
DEFERRED INCOME TAXES 9,276,000 8,767,000
------------------- -----------------
Total liabilities 133,804,000 126,479,000
------------------- -----------------
SHAREHOLDERS' EQUITY:
Preferred stock -- $1.00 par value, 1,000,000 shares
authorized; none outstanding - -
Common stock - $.01 par value, 20,000,000 shares
authorized; 7,484,509 and 7,437,225 shares issued
in 1996 and 1995, respectively 75,000 74,000
Additional paid-in capital 7,890,000 7,483,000
Treasury stock -- common stock; at cost, 2,801,000 and 2,633,000
in 1996 and 1995, respectively (62,142,000) (58,304,000)
Retained earnings 75,529,000 67,555,000
------------------- -----------------
Total shareholders' equity 21,352,000 16,808,000
------------------- -----------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 155,156,000 $ 143,287,000
=================== =================
The accompanying notes to financial statements are an integral part of these balance sheets
</TABLE>
<PAGE>
AEP INDUSTRIES INC.
STATEMENTS OF INCOME AND RETAINED EARNINGS
------------------------------------------
(Unaudited)
<TABLE><CAPTION>
For the Three Months Ended For the Nine Months Ended
July 31, July 31,
----------------------------------- -----------------------------------
1996 1995 1996 1995
---------------- ---------------- ---------------- ----------------
<S> <C> <C> <C> <C>
NET SALES $ 63,907,000 $ 64,218,000 $ 174,498,000 $ 181,252,000
COST OF SALES 48,288,000 50,140,000 127,547,000 138,329,000
---------------- ---------------- ---------------- ----------------
Gross profit 15,619,000 14,078,000 46,951,000 42,923,000
---------------- ---------------- ---------------- ----------------
OPERATING EXPENSES
Delivery and Warehousing 5,230,000 4,237,000 14,131,000 12,480,000
Selling 3,398,000 3,132,000 10,181,000 9,476,000
General and Administrative 1,418,000 1,352,000 4,151,000 3,990,000
---------------- ---------------- ---------------- ----------------
Total operating expenses 10,046,000 8,721,000 28,463,000 25,946,000
---------------- ---------------- ---------------- ----------------
5,573,000 5,357,000 18,488,000 16,977,000
---------------- ---------------- ---------------- ----------------
OTHER INCOME (EXPENSE):
Interest expense (1,948,000) (547,000) (5,785,000) (1,375,000)
Other, net 122,000 129,000 261,000 640,000
---------------- ---------------- ---------------- ----------------
(1,826,000) (418,000) (5,524,000) (735,000)
Income before provision for income taxes 3,747,000 4,939,000 12,964,000 16,242,000
PROVISION FOR INCOME TAXES 1,442,000 1,936,000 4,990,000 6,306,000
---------------- ---------------- ---------------- ----------------
Net income 2,305,000 3,003,000 7,974,000 9,936,000
Retained earnings, beginning of period 73,224,000 61,307,000 67,555,000 54,706,000
Cash dividends paid - (185,000) 0 (517,000)
---------------- ---------------- ---------------- ----------------
Retained earnings, end of period $ 75,529,000 $ 64,125,000 $ 75,529,000 $ 64,125,000
================ ================ ================ ================
Net income per share of common stock $0.47 $0.41 $1.61 $1.34
================ ================ ================ ================
The accompanying notes to financial statements are an integral part of these statements.
</TABLE>
<PAGE>
AEP INDUSTRIES INC.
STATEMENTS OF CASH FLOWS
------------------------
(Unaudited)
<TABLE><CAPTION>
For the Nine Months
Ended July 31,
-------------------------------
1996 1995
------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 7,974,000 $ 9,936,000
Adjustments to reconcile net income to net
cash provided by(used in)operating activities -
Depreciation and amortization 8,279,000 7,096,000
Provision for losses on accounts receivable 245,000 505,000
Increase in accounts receivable (1,944,000) (6,387,000)
(Increase) decrease in inventories (10,156,000) 2,294,000
Increase in other current assets (45,000) (9,000)
Increase in other assets (25,000) (4,000)
(Decrease) increase in accounts payable (10,063,000) 27,000
Increase (decrease) in accrued expenses 513,000 (1,175,000)
Increase in deferred income taxes 654,000 653,000
------------- -------------
Net cash provided by (used in)
operating activities (4,568,000) 12,936,000
------------- -------------
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES:
Capital expenditures (8,207,000) (21,515,000)
Sales and retirements of property, plant and
equipment, net 17,000 5,000
(Purchase) sale of marketable securities (83,000) 1,924,000
------------- -------------
Net cash provided by (used
in) investing activities (8,273,000) (19,586,000)
------------- -------------
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Net borrowings (repayments) under revolving credit facility 19,429,000 7,000,000
Net repayments on long-term debt (3,063,000) (93,000)
Purchase of treasury stock (3,838,000) -
Proceeds from issuance of common stock 408,000 398,000
Payment of cash dividends - (517,000)
------------- -------------
Net cash provided by (used
in) financing activities 12,936,000 6,788,000
------------- -------------
NET INCREASE IN CASH: 95,000 138,000
CASH AT BEGINNING OF PERIOD: 329,000 258,000
------------- -------------
CASH AT END OF PERIOD: $ 424,000 $ 396,000
============= =============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for - interest $ 5,376,000 $ 1,815,000
------------- -------------
Cash paid during the period for - income taxes $ 3,916,000 $ 4,157,000
------------- -------------
The accompanying notes to financial statement are an integral part of these statements.
</TABLE>
<PAGE>
AEP INDUSTRIES INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
(1) Summary of Significant Accounting Policies
------------------------------------------
The financial information included herein has been prepared by the Company
without audit, for filing with the Securities and Exchange Commission pursuant
to the rules and regulations of said Commission. The financial information
presented herein, while not necessarily indicative of results to be expected for
the year, reflects all adjustments (which include only normal recurring
adjustments) which in the opinion of the Company are necessary for a fair
presentation of the results for the periods indicated.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted. It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto included in the
Company's Annual Report to Shareholders for the fiscal year ended October 31,
1995.
(2) Net Income per Share of Common Stock
------------------------------------
Net income per share of common stock is calculated using the weighted
average number of shares of common stock and common stock equivalents (stock
options) outstanding during each period. The number of shares used in such
computation for the three months ended July 31, 1996, and 1995 were 4,945,917
and 7,412,354 respectively. The number of shares used in such computation for
the nine months ended July 31, 1996, and 1995 were 4,942,418 and 7,390,984.
During 1995 and 1996, the Company acquired 2,801,000 shares of
its own common stock, the purchase of which has been reflected in the
computation of earnings per share on the basis of the weighted shares
outstanding. Had the shares been purchased at the beginning of Fiscal 1995 and
had the debt, the proceeds from which the purchase was made, been outstanding
since that date, earnings per share for the three months and nine months ended
July 31, 1995 would have been increased by $.06 and $.25 per share respectively.
(3) Inventories
-----------
Inventories are comprised of the following:
July 31, 1996 October 31, 1995
------------------- ----------------------
Raw Materials $14,889,000 $ 8,010,000
Finished Goods 14,516,000 11,380,000
Supplies 771,000 631,000
------------------- ----------------------
$30,177,000 $20,021,000
------------------- ----------------------
------------------- ----------------------
The Company uses the last-in, first-out (LIFO) method to price
substantially all of the raw materials and finished goods inventory.
<PAGE>
(4) Acquisition
-----------
In June,1996, the Company entered into a Purchase Agreement with Borden
Inc. pursuant to which the Company has agreed to acquire the Global
Packaging Business of Borden for a combination of cash and the Company's
Common Stock. The cash portion of the purchase price is $280,000,000,
subject to adjustment under certain circumstances, and the stock portion
of the purchase price is 2,412,818 shares, subject to increase up to a
maximum of 4,000,000 shares of the Company's Common Stock if the average
stock price in the 50 trading day period ending the second trading day
prior to the October 9, 1996 Special Stockholders Meeting falls below
$33.15625, as more fully described in the definitive Proxy Statement filed
with the Securities and Exchange Commission on September 11, 1996. The
acquisition, which will be closed in October, 1996, will be accounted for
as a purchase.
In order to pay the $280,000,000 cash portion of the purchase price, the
expenses of the acquisition, and certain other related costs and to
refinance its current bank facility, the Company has obtained a commitment
letter from J P Morgan Securities Inc. and its affiliate, Morgan Guaranty
Trust Company of New York, to provide financing of up to $450,000,000. The
Company is currently negotiating the terms of the financing agreements.
The acquisition financing agreements are expected to contain customary
covenants, including limitations on the ability of the Company to declare
and pay dividends, incur indebtedness or make restricted payments.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
- --------------------------------------------------------------------------------
of Operations
- -------------
Third Fiscal Quarter Ended July 31, 1996 as Compared to Third Fiscal Quarter
- ----------------------------------------------------------------------------
Ended July 31, 1995
- -------------------
Results of Operations
Net Sales and Gross Profit
Net sales during the third Quarter ended July 31, 1996 were $63,907,000, an
decrease of $311,000 or less then 1% under the same period in the prior year.
This nominal decrease in net sales is the result of a 20% decrease in unit
selling prices offset by a 25% increase in sales volume (pounds sold).
Gross profits increased by $1,541,000 or 11% to $15,619,000. Gross margins were
24% for the three months ended July 31, 1996 as compared to 22% for the same
three months of the prior fiscal year. This improvement in gross profit margin
is primarily attributed to the 25% increase in sales volume, which resulted in a
reduction of per unit manufacturing overhead costs for the period. The
reduction in manufacturing costs can be attributed to a 12% increase in plant
utilization when compared to the prior year. The Company's total plant capacity
increased by 19% over the same fiscal quarter in the prior year. The Company
operated its plants at 77% of capacity for the three months ended July 31, 1996.
Operating Expenses
Operating expenses for the three months ended July 31, 1996 increased by 15% to
$10,046,000 over the same period in the prior fiscal year. This increase of
$1,325,000 over the same period in the prior year can be attributed to the 25%
increase in sales volume during the period. This increase in volume resulted in
a proportionate increase in delivery costs and selling costs for the period.
Interest Expense
Interest expense for the three months ended July 31, 1996, amounted to
$1,948,000, an increase of $1,401,000 from the same period in the prior year.
This increase in interest expense is due to the Company's new credit facility,
which replaced existing credit facilities and was used to finance the purchase
of shares of Common Stock from its stockholders and its Chief Executive Officer.
These purchases were completed during the fourth quarter of Fiscal 1995.
Other Income
Other income for the three months ended July 31, 1996 amounted to $122,000.
This amount includes gains on sales of machinery and equipment, dividend and
interest income earned for the period on investments and net gains from
valuation increases of the U.S. Dollar versus other foreign currencies.
Nine Months Ended July 31, 1996 as Compared to Nine Months Ended July 31, 1995
- ------------------------------------------------------------------------------
Net Sales and Gross Profit
Net sales for the nine months ended July 31, 1996 were $174,498,000 a decrease
of $6,754,000 or 4% from the same period in the prior fiscal year. This
decrease in net sales is primarily the result of a 21% decrease in per unit
selling prices offset by a 22% increase in sales volume.
Gross profit for the current nine months increased by $4,028,000 or 9% to
$46,951,000. The Company's gross profit margin increased from 24% in Fiscal
1995 to 27% in Fiscal 1996. This 3% improvement in gross profit margin is
primarily attributed to the 22% increase in sales volume, which resulted in a
reduction per unit manufacturing overhead costs offset by additional
manufacturing costs relating to the simultaneous start up of the Company's
Pennsylvania facility and close down of its New Jersey plant. The Company
increased its total plant manufacturing capacity by 21% during the current nine
month period when compared to the same period in the prior year. The Company
operated its plants at 75% of capacity as compared with 74% in the same period
in the prior year.
<PAGE>
Operating Expenses
The Company's operating expenses for the nine months ended July 31, 1996,
increased 10% or $2,517,000 to $28,463,000. The increase in operating costs
over the same period in the prior year primarily resulted from the Company's
increased sales volume of 22% which directly increased selling and delivery and
warehousing expenses for the period.
Interest Expense
Interest expense for the nine months ended July 31, 1996, amounted to
$5,785,000, an increase of $4,410,000 from the same period in the prior year.
This increase in interest expense ,which includes $366,000 of amortized loan
fees, is due to the Company's new credit facility, which replaced existing
credit facilities and was used to finance the purchase of shares of Common Stock
from its stockholders and its Chief Executive Officer. These purchases were
completed during the fourth quarter of Fiscal 1995.
Other Income
Other income for the nine months ended July 31, 1996 amounted to $261,000. This
amount includes gains on sales of machinery and equipment, dividend and interest
income earned for the period on investments and net gains from valuation
increases of the U.S. Dollar versus other foreign currencies.
Liquidity and Capital Resources
The Company's working capital amounted to $33,599,000 at July 31, 1996, as
compared to $15,030,000 at October 31, 1995. The increase in working capital of
$18,569,000 at July 31, 1996 can be attributed to the growth in accounts
receivable and inventories on hand due to the increased sales volume during the
first nine months of the fiscal year in conjuction with the reduction in
accounts payable, which were funded by internally generated cash flow and
increased long term debt.. The remaining increases and decreases in components
of the Company's financial position reflect normal operating activity other than
treasury stock repurchases.
In June,1996, the Company entered into a Purchase Agreement with Borden Inc.
pursuant to which the Company has agreed to acquire the Global Packaging
Business of Borden for a combination of cash and the Company's Common Stock. The
cash portion of the purchase price is $280,000,000, subject to adjustment under
certain circumstances, and the stock portion of the purchase price is 2,412,818
shares, subject to increase up to a maximum of 4,000,000 shares of the Company's
Common Stock if the average stock price in the 50 trading day period ending the
second trading day prior to the October 9, 1996 Special Stockholders Meeting
falls below $33.15625, as more fully described in the definitive Proxy Statement
filed with the Securities and Exchange Commission on September 11, 1996. The
acquisition, which will be closed in October, 1996, will be accounted for as a
purchase.
In order to pay the $280,000,000 cash portion of the purchase price, the
expenses of the acquisition, and certain other related costs and to refinance
its current bank facility, the Company has obtained a commitment letter from J P
Morgan Securities Inc. and its affiliate, Morgan Guaranty Trust Company of New
York, to provide financing of up to $450,000,000. The Company is currently
negotiating the terms of the financing agreements. The acquisition financing
agreements are expected to contain customary covenants, including limitations on
the ability of the Company to declare and pay dividends, incur indebtedness or
make restricted payments.
The other future capital requirements relate principally to upgrading its
equipment and facilities, both existing and to be acquired, and promoting new
and existing products in the global plastic film market. The Company believes
that with internally generated cash flow plus the availability of the Company's
new credit facilities discussed above are sufficient to meet its normal and
additional capital requirements for the foreseeable future.
<PAGE>
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.
AEP INDUSTRIES INC.
Date: September 13, 1996 s/a J. Brendan Barba
----------------------------------
J. Brendan Barba
Chairman of the Board, President
and Chief Executive Officer
Date: September 13, 1996 s/a Paul M. Feeney
----------------------------------
Paul M. Feeney
Executive Vice President-Finance
Principal Financial and Accounting
Officer
<PAGE>
PART II - OTHER INFORMATION
- ---------------------------
Item 1. Legal Proceedings
- ---------------------------
The Company is involved in routine litigation in the normal course of its
business. The proceedings are not expected to have a material adverse impact on
the Company's financial position or results of operations.
Item 6. Exhibits and Reports on Form 8-K
- ------------------------------------------
(a) Exhibit 11 - Computation of weighted average number of shares
outstanding. Page 12.
(b) On June 20, 1996, the Company filed Form 8-K with the Securities and
Exchange Commission regarding the Purchase Agreement Between Borden
Inc. and AEP Industries Inc.
27. Financial Data Schedule (for electronic submission only).
<PAGE>
INDEX TO EXHIBITS
Exhibit Number Description of Exhibit Page
- ---------------- --------------------------------------------------- -------
3(a)(1) Composite Certificate of Incorporation of the
Company as amended through May 3, 1995
3(a)(2) Amendment to the Certificate of Incorporation
of the Company as filed May 3, 1995
3(b) By-Laws of the Company (incorporated by reference
to Exhibit 3(b) to Registration Statement on
Form S-1No. 33-2242)
10(a) 1985 Stock Option Plan of the Company
(incorporated by reference to Exhibit 10(mm) to
Amendment No. 2 to Registration Statement on
Form S-1 No. 33-2242)
10(b) 1985 Employee Stock Purchase Plan of the Company
as amended April 11, 1989 (incorporated by
reference to Exhibit 10(aa) to the Annual Report
on Form 10-K for the year ended October 31, 1989)
10(c) The Employee Profit Sharing and 401(k) Retirement
Plan and Trust as adopted March 3, 1993
(incorporated by reference to Exhibit 10(g) to
Registrant's Quarterly Report on Form 10-Q for the
period ended January 31, 1993)
10(d) Lease dated as of March 20, 1990 between the
Company and Phillips and Huyler Assoc., L.P.
(incorporated by reference to Exhibit 10(aa) to
the October 31, 1990 Form 10-K)
10(e) 1995 Stock Option Plan of the Company
(incorporated by reference to Exhibit 4 to the
Registration Statement No. 33-58747 on Form S-8)
10(f) 1995 Employee Stock Purchase Plan of the Company
(incorporated by reference to Exhibit 4 to the
Registration Statement No. 33-58743 on Form S-8)
10(g) Tender Offer to Purchase, dated as of
August 10, 1995, (incorporated by reference to
Exhibit (a)(1) as filed on August 10, 1995 with
Schedule 13E-4)
10(h) Stock Purchase Agreement, dated as of
August 2, 1995 between the Company and J. Brendan
Barba (incorporated by reference to Exhibit (c)
as filed on August 10, 1995 with Schedule 13E-4)
10(i) Credit Agreement, dated as of August 3, 1995,
among the Company, the Chase Manhattan Bank
(National Association), as Administrative Agent
and Mellon Bank, N.A. as Documentation Agent and
the lenders party thereto (incorporated by
reference to Exhibit (b) as filed on
August 10, 1995 with Schedule 13E-4)
10(j) Amendment No. 1, dated as of October 20, 1995, to
the Credit Agreement, dated as of August 3, 1995,
among the Company, The Chase Manhattan Bank
(National Association), as Administrative Agent
and Mellon Bank, N.A., as Documentation Agent and
the lenders party thereto (incorporated by
reference to Exhibit 10(j) to the April 30, 1996
Form 10-Q).
10(k) Amendment No. 2, dated as of March 22, 1996, to
the Credit Agreement, dated as of August 3, 1995,
among the Company, The Chase Manhattan Bank
(National Association), as Administrative Agent
and Mellon Bank, N.A., as Documentation Agent and
the lenders party thereto (incorporated by
reference to Exhibit 10(k) to the April 30, 1996
Form 10-Q).
EXHIBIT 11
AEP INDUSTRIES INC.
COMPUTATION OF THE WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
For the and Months Ended July 31, 1996
<TABLE><CAPTION>
For the Three Months Ended July 31, 1996
-------------------------------------------------
Number of Weighted Average
Shares of Days Days in Number of Shares
Common Stock Outstanding Period Outstanding
-------------- ----------- ----------- ------------------
1996
- -----------------------------
<S> <C> <C> <C> <C>
November 1 - July 31 4,804,225 4,804,225
Shares Issued:
14-Nov-95 450 92 92 450
31-Dec-95 8,265 92 92 8,265
05-Jan-96 225 92 92 225
15-Feb-96 450 92 92 450
01-Mar-96 900 92 92 900
04-Mar-96 1,500 92 92 1,500
15-Mar-96 9,038 92 92 9,038
18-Mar-96 (168,000) 92 92 (168,000)
06-Apr-96 8,848 92 92 8,848
4-Apr-96 200 92 92 200
12-Apr-96 100 92 92 100
17-Apr-96 900 92 92 900
10-May-96 200 83 92 180
15-May-96 600 78 92 509
20-Jun-96 600 42 92 274
25-Jun-96 1,150 37 92 463
30-Jun-96 6,750 32 92 2,348
30-Jun-96 (1,203) 32 92 (418)
1-Jul-96 6,911 31 92 2,329
2-Jul-96 200 30 92 65
8-Jul-96 700 24 92 183
10-Jul-96 200 22 92 48
23-Jul-96 300 9 92 29
-------------- ------------------
Total Weighted Average Shares 4,683,509 4,673,110
Total Dilutive Stock options - 272,807
-------------- ------------------
Total Shares 4,683,509 4,945,917
============== ==================
1995
- -----------------------------
November 1 - July 31 7,367,921 7,367,921
Shares Issued:
7-Dec-94 2,400 92 92 2,400
19-Dec-94 600 92 92 600
1-Jan-95 4,652 92 92 4,652
24-Jan-95 3,000 92 92 3,000
24-Jan-95 1,500 92 92 1,500
15-Feb-95 600 92 92 600
1-Mar-95 600 92 92 600
15-Mar-95 2,400 92 92 2,400
15-Mar-95 2,000 92 92 2,000
16-Mar-95 4,500 92 92 4,500
12-Apr-95 10,000 92 92 10,000
12-Apr-95 200 92 92 200
13-Apr-95 3,000 92 92 3,000
17-Apr-95 3,000 92 92 3,000
10-May-95 900 83 92 812
11-May-95 600 82 92 535
30-May-95 3,000 63 92 2,054
30-Jun-95 5,193 32 92 1,806
7-Jul-95 300 25 92 82
11-Jul-95 1,425 21 92 325
17-Jul-95 2,250 15 92 367
-------------- ------------------
Total ................ 7,420,041 7,412,354
============== ==================
<CAPTION>
For the Nine Months Ended July 31, 1996
----------------------------------------------
Number of Weighted Average
Days Days in Number of Shares
Outstanding Period Outstanding
------------- ---------- -------------------
1996
- -----------------------------
<S> <C> <C> <C>
November 1 - July 31 4,804,225
Shares Issued:
14-Nov-95 261 274 429
31-Dec-95 214 274 6,455
05-Jan-96 209 274 172
15-Feb-96 168 274 276
01-Mar-96 153 274 503
04-Mar-96 150 274 821
15-Mar-96 139 274 4,585
18-Mar-96 136 274 (83,387)
06-Apr-96 117 274 3,778
4-Apr-96 119 274 87
12-Apr-96 111 274 41
17-Apr-96 106 274 348
10-May-96 83 274 61
15-May-96 78 274 171
20-Jun-96 42 274 92
25-Jun-96 37 274 155
30-Jun-96 32 274 788
30-Jun-96 32 274 (140)
1-Jul-96 31 274 782
2-Jul-96 30 274 22
8-Jul-96 24 274 61
10-Jul-96 22 274 16
23-Jul-96 9 274 10
-------------------
Total Weighted Average Shares 4,740,349
Total Dilutive Stock options 202,069
===================
4,942,418
Total Shares ===================
1995
- -----------------------------
November 1 - July 31 7,367,921
Shares Issued:
7-Dec-94 237 273 2,084
19-Dec-94 225 273 495
1-Jan-95 212 273 3,613
24-Jan-95 189 273 2,077
24-Jan-95 189 273 1,038
15-Feb-95 167 273 367
1-Mar-95 153 273 336
15-Mar-95 139 273 1,222
15-Mar-95 139 273 1,018
16-Mar-95 138 273 2,275
12-Apr-95 111 273 4,066
12-Apr-95 111 273 81
13-Apr-95 110 273 1,209
17-Apr-95 106 273 1,165
10-May-95 83 273 274
11-May-95 83 273 182
30-May-95 63 273 692
30-Jun-95 32 273 609
7-Jul-95 25 273 27
11-Jul-95 21 273 110
17-Jul-95 15 273 124
-------------------
7,390,984
Total ................ ===================
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM AEP
INDUSTRIES INC. FORM 10-Q FOR THE NINE MONTHS ENDED JULY-31-1996
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-31-1996
<PERIOD-START> NOV-1-1995
<PERIOD-END> JUL-31-1996
<CASH> 424
<SECURITIES> 1,801
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<CURRENT-ASSETS> 62,152
<PP&E> 150,991
<DEPRECIATION> 60,836
<TOTAL-ASSETS> 155,156
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0
0
<COMMON> 75
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<SALES> 174,498
<TOTAL-REVENUES> 174,759
<CGS> 127,547
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<OTHER-EXPENSES> 28,218
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<INCOME-TAX> 4,990
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</TABLE>
