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Previous: PENNZENERGY CO, 10-Q, 1999-08-12 |
Next: PROVIDENCE GAS CO, 10-Q, 1999-08-12 |
SECURITIES AND EXCHANGE COMMISSION
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
For the Quarter Ended June 30, 1999
Commission File Number 0-2762
|
Michigan (State or other Jurisdiction of Incorporation or Organization) |
38-1792842 (I.R.S. Employer Identification Number) |
|
1118 Centennial Way Lansing, Michigan (Address of principal executive offices) |
48917 (Zip Code) |
Registrant’s Telephone Number, including area code: (517) 321-3130
Indicate by check mark whether the registrant (1) has filed all annual, quarterly and other reports required to be filed by Section 12 or 15 (d) of the Securities Exchange Act of 1934 during the preceding twelve months and (2) has been subject to the filing requirements for at least the past 90 days.
Yes X No
Indicate the number of shares outstanding for each of the issuer’s classes of common stock, as of the latest practicable date.
|
Class Common Stock |
Outstanding at July 31, 1999 3,168,195 shares |
1
FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
| June 30, | March 31, | |||||||||
| 1999 | 1999 | |||||||||
| (Unaudited) | ||||||||||
| (in thousands) | ||||||||||
| ASSETS | ||||||||||
| CURRENT ASSETS | ||||||||||
| Cash and cash equivalents | $ | 2,463 | $ | 1,122 | ||||||
| Accounts and notes receivable, less allowance of $620,000 ($558,000 at March 31, 1999) | 29,041 | 19,814 | ||||||||
| Inventories—Note 2 | 8,255 | 5,010 | ||||||||
| Prepaid expenses and other | 752 | 608 | ||||||||
| TOTAL CURRENT ASSETS | 40,511 | 26,554 | ||||||||
| MARKETABLE SECURITIES – LONG TERM—Note 3 | 2,484 | 2,501 | ||||||||
| PROPERTY AND EQUIPMENT | ||||||||||
| Land | 732 | 732 | ||||||||
| Buildings | 11,809 | 11,152 | ||||||||
| Machinery, equipment, and fixtures | 33,236 | 30,814 | ||||||||
| 45,777 | 42,698 | |||||||||
| Allowances for depreciation | (11,821 | ) | (10,799 | ) | ||||||
| 33,956 | 31,899 | |||||||||
| OTHER ASSETS | ||||||||||
| Investments | 16,993 | 16,144 | ||||||||
| Notes and contracts receivable and other | 3,245 | 3,996 | ||||||||
| Intangibles | 4,330 | 4,336 | ||||||||
| 24,568 | 24,476 | |||||||||
| $ | 101,519 | $ | 85,430 | |||||||
2
| June 30, | March 31, | ||||||||||
| 1999 | 1999 | ||||||||||
| (Unaudited) | |||||||||||
| (in thousands) | |||||||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| CURRENT LIABILITIES | |||||||||||
| Notes payable | $ | 226 | $ | 226 | |||||||
| Accounts payable | 18,646 | 10,489 | |||||||||
| Employee compensation | 2,450 | 2,192 | |||||||||
| Taxes, interest, and other liabilities | 3,508 | 1,726 | |||||||||
| Current maturities of long-term obligations | 2,532 | 2,063 | |||||||||
| TOTAL CURRENT LIABILITIES | 27,362 | 16,696 | |||||||||
| LONG-TERM OBLIGATIONS, less current maturities | 36,500 | 32,856 | |||||||||
| DEFERRED INCOME TAXES | 1,973 | 1,734 | |||||||||
| STOCKHOLDERS’ EQUITY | |||||||||||
| Preferred stock: | |||||||||||
| Series Three: 10% cumulative redeemable, $60 face value; 14,826 shares issued and outstanding (14,876 at March 31, 1999) | 680 | 683 | |||||||||
| Series Four: 10% cumulative redeemable, $51.50 face value; 46,414 shares issued and outstanding | 2,390 | 2,390 | |||||||||
| Series Five: 10% cumulative redeemable, $120 face value; 6,648 shares issued and outstanding | 798 | 798 | |||||||||
| Series Six: 10% cumulative callable, $160 face value; 20,000 shares authorized, issued – none | |||||||||||
| Common stock, $1 par value; 10,000,000 shares authorized, 3,183,195 issued shares (3,219,995 at March 31, 1999) | 3,183 | 3,220 | |||||||||
| Net unrealized gain (loss) on marketable securities | (27 | ) | 9 | ||||||||
| Retained earnings | 28,660 | 27,044 | |||||||||
| 35,684 | 34,144 | ||||||||||
| $ | 101,519 | $ | 85,430 | ||||||||
See notes to consolidated financial statements
3
| Three Months Ended June 30, | ||||||||||
| 1999 | 1998 | |||||||||
| (Unaudited) | (Unaudited) | |||||||||
| (in thousands, except | ||||||||||
| per share data) | ||||||||||
| Net sales | $ | 43,976 | $ | 35,696 | ||||||
| Costs and expenses: | ||||||||||
| Cost of sales and operating expenses | 33,475 | 28,208 | ||||||||
| Selling, general and administrative | 6,478 | 4,870 | ||||||||
| Depreciation and amortization | 1,169 | 697 | ||||||||
| 41,122 | 33,775 | |||||||||
| Operating Earnings | 2,854 | 1,921 | ||||||||
| Other income (expense) | ||||||||||
| Investment and interest income | 155 | 216 | ||||||||
| Interest expense | (745 | ) | (602 | ) | ||||||
| Income Before Federal Income Taxes and Equity in Earnings of Affiliates | 2,264 | 1,535 | ||||||||
| Federal income tax expense | 781 | 537 | ||||||||
| Income Before Equity in Earnings of Affiliates | 1,483 | 998 | ||||||||
| Equity in earnings of affiliates, net of tax | 425 | 130 | ||||||||
| Net Income | 1,908 | 1,128 | ||||||||
| Less preferred stock dividends | (102 | ) | (102 | ) | ||||||
| Net Income Applicable to Common Stock | 1,806 | 1,026 | ||||||||
| Net Income Per Common Share – Basic | $ | .57 | $ | .31 | ||||||
| Net Income Per Common Share – Assuming Dilution | $ | .57 | $ | .31 | ||||||
See notes to consolidated financial statements
4
| Three Months Ended June 30, | |||||||||||
| 1999 | 1998 | ||||||||||
| (Unaudited) | (Unaudited) | ||||||||||
| (in thousands) | |||||||||||
| Operating Activities | |||||||||||
| Net Income | $ | 1,908 | $ | 1,128 | |||||||
| Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||||||||||
| Depreciation and other non-cash items | 761 | 604 | |||||||||
| Changes in operating assets and liabilities | 105 | (2,906 | ) | ||||||||
| Net Cash Provided By (Used In) Operating Activities | 2,774 | (1,174 | ) | ||||||||
| Investing Activities | |||||||||||
| Purchase of business | (3,103 | ) | |||||||||
| Payment received on note receivable | 750 | ||||||||||
| Redemption of (investment in) marketable securities | (37 | ) | 2,496 | ||||||||
| Investment in affiliates | (304 | ) | (750 | ) | |||||||
| Purchases of property and equipment | (2,590 | ) | (1,961 | ) | |||||||
| Other | 70 | 182 | |||||||||
| Net Cash Used In Investing Activities | (5,214 | ) | (33 | ) | |||||||
| Financing Activities | |||||||||||
| Proceeds from long-term obligations | 7,263 | 2,427 | |||||||||
| Repayments on long-term obligations and notes payable | (3,149 | ) | (287 | ) | |||||||
| Changes in capital stock | (231 | ) | (218 | ) | |||||||
| Dividends paid on preferred stock | (102 | ) | (102 | ) | |||||||
| Net Cash Provided by Financing Activities | 3,781 | 1,820 | |||||||||
| Increase in Cash and Cash Equivalents | 1,341 | 613 | |||||||||
| Cash and Cash Equivalents at Beginning of Period | 1,122 | 1,040 | |||||||||
| Cash and Cash Equivalents at End of Period | $ | 2,463 | $ | 1,653 | |||||||
See notes to consolidated financial statements
5
NOTE 1 – Basis of Presentation and Significant Accounting Policies
The accompanying unaudited, condensed, 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 notes 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 of the results of the interim periods covered have been included. For further information, refer to the consolidated financial statements and notes thereto included in Maxco’s annual report on Form 10-K for the year ended March 31, 1999.
The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. Certain other amounts in the consolidated financial statements have been reclassified to conform with the current presentation.
NOTE 2 – Inventories
The major classes of inventories, at the dates indicated were as follows:
| June 30, | March 31, | |||||||
| 1999 | 1999 | |||||||
| (in thousands) | ||||||||
| Raw materials | $ | 582 | $ | 732 | ||||
| Finished goods and work in progress | 1,211 | 1,283 | ||||||
| Purchased products for resale | 6,462 | 2,995 | ||||||
| $ | 8,255 | $ | 5,010 | |||||
NOTE 3 – Marketable Securities
The Company classifies its marketable securities as securities available for sale under FASB 115, Accounting for Certain Investments in Debt and Equity Securities. Available-for-sale securities are carried at fair value, with the unrealized gains and losses, net of tax, reported as a separate component of stockholders’ equity. Application of this method resulted in an unrealized loss, net of deferred tax, of approximately $27,000 being reported as part of stockholders’ equity at June 30, 1999.
6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
NOTE 4 – Investment in Integral Vision, Inc.
During the quarter ended June 30, 1999, Integral Vision, Inc. (formerly Medar, Inc.), Maxco’s 24% owned affiliated company, sold its welding division for cash and recognized a gain of approximately $5.5 million on the transaction. Integral Vision’s net income for the three months ended June 30, 1999 was $3.6 million compared to $102,000 for the three months ended June 30, 1998. Also, as a result of this transaction, Maxco received payment on June 30, 1999 of the full balance due on subordinated debentures of $750,000.
NOTE 5 – Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
| Three Months Ended | |||||||||
| June 30, | |||||||||
| 1999 | 1998 | ||||||||
| (in thousands, except | |||||||||
| per share data) | |||||||||
| NUMERATOR: | |||||||||
| Net income | $ | 1,908 | $ | 1,128 | |||||
| Preferred stock dividends | (102 | ) | (102 | ) | |||||
| Numerator for basic earnings per share—income available to common stockholders | 1,806 | 1,026 | |||||||
| Effect of dilutive securities: | |||||||||
| Numerator for diluted earnings per share—income to common stockholders after assumed conversions | 1,806 | 1,026 | |||||||
| DENOMINATOR: | |||||||||
| Denominator for basic earnings per share—Weighted-average shares | 3,195 | 3,298 | |||||||
| Effect of dilutive securities: | |||||||||
| Employee stock options | 54 | ||||||||
| Dilutive potential common shares | 54 | ||||||||
| Denominator for diluted earnings per share—adjusted weighted-average shares and assumed conversions | 3,195 | 3,352 | |||||||
| BASIC EARNINGS PER SHARE | $ | .57 | $ | .31 | |||||
| DILUTED EARNINGS PER SHARE | $ | .57 | $ | .31 | |||||
7
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
NOTE 6 – Comprehensive Income
The components of comprehensive income for the three months ended June 30, 1999 and 1998 are as follows:
| Three Months Ended | ||||||||
| June 30, | ||||||||
| 1999 | 1998 | |||||||
| (in thousands) | ||||||||
| Net earnings | $ | 1,908 | $ | 1,128 | ||||
| Unrealized losses on marketable securities | (36 | ) | (6 | ) | ||||
| $ | 1,872 | $ | 1,122 | |||||
The components of accumulated comprehensive income, net of related tax at June 30, 1999 and March 31, 1999 are as follows:
| June 30, | March 31, | |||||||
| 1999 | 1999 | |||||||
| (in thousands) | ||||||||
| Unrealized gains (losses) on marketable securities | $ | (27 | ) | $ | 9 | |||
NOTE 7 – Industry Segment Information
The following summarizes Maxco’s industry segment information:
| June 30, | March 31, | |||||||||
| 1999 | 1999 | |||||||||
| (in thousands) | ||||||||||
| Identifiable assets: | ||||||||||
| Distribution – construction supplies unit | $ | 36,274 | $ | 21,275 | ||||||
| Heat treating | 25,923 | 26,211 | ||||||||
| Packaging products | 7,240 | 7,402 | ||||||||
| Corporate and other | 15,089 | 14,398 | ||||||||
| Investments and advances | 16,993 | 16,144 | ||||||||
| Total Identifiable Assets | $ | 101,519 | $ | 85,430 | ||||||
8
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
NOTE 7 – Industry Segment Information – Continued
| Three Months Ended | ||||||||||
| June 30, | ||||||||||
| 1999 | 1998 | |||||||||
| (in thousands) | ||||||||||
| Net sales: | ||||||||||
| Distribution – construction supplies unit | $ | 29,413 | $ | 22,897 | ||||||
| Heat treating | 10,084 | 8,402 | ||||||||
| Packaging products | 4,397 | 4,315 | ||||||||
| Corporate and other | 82 | 82 | ||||||||
| Total Net Sales | $ | 43,976 | $ | 35,696 | ||||||
| Operating earnings (loss): | ||||||||||
| Distribution – construction supplies unit | $ | 2,059 | $ | 1,921 | ||||||
| Heat treating | 1,449 | 699 | ||||||||
| Packaging products | (23 | ) | (133 | ) | ||||||
| Corporate and other | (631 | ) | (566 | ) | ||||||
| Total Operating Earnings | $ | 2,854 | $ | 1,921 | ||||||
| Depreciation and amortization expense: | ||||||||||
| Distribution – construction supplies unit | $ | 423 | $ | 152 | ||||||
| Heat treating | 481 | 320 | ||||||||
| Packaging products | 175 | 171 | ||||||||
| Corporate and other | 90 | 54 | ||||||||
| Total Depreciation And Amortization Expense | $ | 1,169 | $ | 697 | ||||||
| Capital expenditures: | ||||||||||
| Distribution – construction supplies unit | $ | 1,339 | $ | 346 | ||||||
| Heat treating | 1,025 | 1,489 | ||||||||
| Packaging products | 219 | 98 | ||||||||
| Corporate and other | 7 | 28 | ||||||||
| Total Capital Expenditures | $ | 2,590 | $ | 1,961 | ||||||
Accounting policies of the business segments are consistent with those described in the summary of significant accounting policies (see Note 1).
Identifiable assets are those assets that are used in Maxco’s operations in each industry segment. Corporate assets are principally cash, notes receivable, investments, and corporate office properties.
Maxco has no significant foreign operations, export sales, or inter-segment sales.
9
MATERIAL CHANGES IN FINANCIAL CONDITION
Operating activities generated $2.8 million in cash for the quarter. Individual working capital component levels increased over the March 31, 1999 level, primarily from the increased sales activity by the Company’s construction supplies unit (Ersco) over the traditional slower fourth quarter of the prior year, as well as working capital components acquired as a result of the purchase of a business by Maxco’s construction supplies unit.
Investing activities included the purchase by Ersco, effective April 1, 1999, of a distributor of concrete construction products and accessories in the St. Louis market area. Cash was also used in investing activities during the quarter at Ersco to purchase equipment primarily for rental by its customers and additional equipment for Maxco’s heat-treating unit (Atmosphere Annealing).
During the quarter ended June 30, 1999, Integral Vision, Inc. (formerly Medar, Inc.), Maxco’s 24% owned affiliated company, sold its welding division for cash. As a result, on June 30, 1999, Maxco received payment on the full balance due on subordinated debentures of $750,000.
Net proceeds from additional long-term debt were used primarily to fund the acquisition of Ersco’s new branch and the purchase of equipment.
The Company believes that its current financial resources, together with cash generated from operations and its available resources under its lines of credit, will be adequate to meet its cash requirements for the next year.
MATERIAL CHANGES IN RESULTS OF OPERATIONS
Three Months Ended June 30, 1999 Compared to 1998
Net sales increased to $44.0 million compared to $35.7 million in last year’s first quarter. First quarter results reflect operating earnings of $2.9 million compared to $1.9 million for the comparable period in 1998. Net income was $1.9 million or $.57 per share assuming dilution compared to last year’s $1.1 million or $.31 per share assuming dilution.
10
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
Sales and operating earnings for the three months ending June 30, 1999 and 1998 by each of the company’s segments were as follows:
| Three Months Ended | Three Months Ended | |||||||||||||||
| June 30, 1999 | June 30, 1998 | |||||||||||||||
| Operating | Operating | |||||||||||||||
| Earnings | Earnings | |||||||||||||||
| Sales | (loss) | Sales | (loss) | |||||||||||||
| (in thousands) | ||||||||||||||||
| Construction supplies | $ | 29,413 | $ | 2,059 | $ | 22,897 | $ | 1,921 | ||||||||
| Heat treating | 10,084 | 1,449 | 8,402 | 699 | ||||||||||||
| Packaging products | 4,397 | (23 | ) | 4,315 | (133 | ) | ||||||||||
Higher sales in the current period occurred at Maxco’s construction supplies unit (Ersco) over the comparable 1998 period primarily as a result of additional branch locations acquired or opened since June of the prior year. Specifically, Ersco acquired a new branch servicing the St. Louis market area on April 1, 1999. Additionally, in October 1998 the Company opened a branch in Louisville, Kentucky and acquired a location in Columbus, Ohio to serve the construction market in those areas. Sales at Atmosphere Annealing increased in the current quarter over the comparable three month period last year, in part, because last year’s sales levels were depressed due to a labor strike at one of its automotive customers.
Consolidated gross margin (net sales less cost of sales and operating expenses) increased to $10.5 million or approximately 24% of sales from $7.5 million or 21% of sales. The construction supplies unit generated additional gross margin in the current period over last year due to its increased sales level. Gross margin percentage at this unit was higher in the current quarter due to increased sales of higher margin products and because a higher proportion of Ersco’s sales were sales from its yard inventory as compared to sales on a direct shipment basis, which generally have a lower margin. The higher sales from yard inventory were a result of sales by its newly acquired St. Louis branch being primarily yard sales. Improvements in gross margin percentage also occurred at Maxco’s heat treating unit as efficiency improvements resulting from the completion of certain major capital projects were recognized.
Selling, general, and administrative expenses increased $1.6 million to $6.5 million from $4.9 million. The increase primarily resulted at the construction supplies segment due to additional operating costs associated with new locations, additional selling activities, and additional wage and other expenses incurred to support the planned growth of this unit.
Depreciation and amortization expense for the three months ended June 30, 1999 increased as a result of the amortization of intangibles and depreciation related to new locations at Ersco and additional depreciation resulting from the purchases of property and equipment by Atmosphere and Ersco in the 1999 fiscal year.
11
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
As a result of the above, operating earnings increased to approximately $2.9 million from $1.9 million in last year’s comparable period.
Net interest expense increased in 1999 from the prior year quarter due to additional long-term borrowings and reduction in marketable securities, the proceeds of which were used for investments in the Company’s affiliates, repurchases of the Company’s stock, additional purchases of property and equipment and the purchase of businesses.
During the quarter ended June 30, 1999, Integral Vision, Inc. (formerly Medar Inc.) sold its welding division for cash and recognized a gain of approximately $ 5.5 million on the transaction. Integral Vision’s net income for the three months ended June 30, 1999 was $3.6 million compared to $102,000 for the three months ended June 30, 1998. This was the primary reason Maxco’s equity in earnings of affiliates increased to $425,000 for the three months ended June 30, 1999 from $130,000 in the comparable prior year period.
IMPACT OF THE YEAR 2000 ISSUE
The Year 2000 Issue is the result of computer programs being written using two digits rather than four to define the applicable year. Any of the Company’s computer programs that have date-sensitive software may recognize a date using “00” as the year 1900 rather than the year 2000. This could result in a system failure or miscalculations causing disruptions of operations, including, among other things, a temporary inability to process transactions, send invoices, or engage in similar normal business activities.
The Company recognizes the need to ensure its operations will not be adversely impacted by Year 2000 software failures. The Company is addressing this risk to the availability and integrity of financial systems and the reliability of operational systems. The Company is evaluating and managing the risks and costs associated with this problem, and has substantially completed its assessment and remediation. Management estimates total pretax costs relating to the Year 2000 Issue to be approximately $200,000. Approximately 95% of these costs were incurred through July 31, 1999 and the remaining costs are expected to be incurred through September 1999.
The Company believes its planning efforts are adequate to address the Year 2000 Issue and that its greatest risks in this area are primarily those that it cannot directly control, including the readiness of its major suppliers, customers and service providers. Failure on the part of any of these entities to timely remediate their Year 2000 Issues could result in disruptions in the Company’s supply of materials, disruptions in its customers’ ability to conduct business and interruptions to the Company’s daily operations. Management believes that its exposure to third party risk may be minimized to some extent because it does not rely significantly on any one supplier or customer. There can be no guarantee, however, that the systems of other third parties on which the Company’s systems and operations rely will be corrected on a timely basis and will not have a material adverse effect on the Company.
12
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
The Company has been contacting its major suppliers, customers and service providers regarding their Year 2000 Issues. However, the Company does not currently have adequate information to assess the risk of these entities not being able to provide goods and services to the Company. However, because the Company believes this area is among its greatest risks, as information is received and evaluated, the Company intends to develop contingency plans, as deemed necessary, to safeguard its ongoing operations. Such contingency plans may include identifying alternative suppliers or service providers, stockpiling certain inventories if alternative sources of supply are not available, evaluating the impact and credit worthiness of non-compliant customers and the addition of lending capacity if deemed necessary to finance higher levels of inventory or working capital on an interim basis.
The costs of the project and the date on which the Company plans to complete the Year 2000 modifications are based on management’s best estimates, which were derived utilizing numerous assumptions of future events including the continued availability of certain resources, third party modification plans, and other factors. However, there can be no guarantee that these estimates will be achieved and actual results could differ materially from those plans.
13
| Item 1. | Legal Proceedings | |
| None | ||
| Item 2. | Changes in Securities | |
| None | ||
| Item 3. | Defaults Upon Senior Securities | |
| None | ||
| Item 4. | Submission of Matters to a Vote of Security Holders | |
| None | ||
| Item 5. | Other Information | |
| None | ||
| Item 6(a) | Exhibits | |
| 3 | Restated Articles of Incorporation are hereby incorporated from Form 10-Q dated February 13, 1998. | |
| 3.1 | By-laws are hereby incorporated by reference from Form S-4 dated November 4, 1991 (File No. 33-43855). | |
| 4.2 | Resolution establishing Series Three Preferred Shares is hereby incorporated by reference from Form S-4 dated November 4, 1991 (File No. 33-43855). | |
| 4.3 | Resolution authorizing the redemption of Series Two Preferred Stock and establishing Series Four Preferred Stock and the terms of the subordinated notes is hereby incorporated by reference from Form 10-Q dated February 14, 1997. | |
| 4.4 | Resolution establishing Series Five Preferred Shares is hereby incorporated by reference from Form 10-K dated June 5, 1997. | |
| 4.5 | Resolution establishing Series Six Preferred Shares is hereby incorporated by reference from Form 10-K dated June 23, 1999. | |
| 10.1 | Incentive stock option plan adopted August 15, 1983, including the amendment (approved by shareholders August 25, 1987) to increase the authorized shares on which options may be granted by two hundred fifty thousand (250,000), up to five hundred thousand (500,000) shares of the common stock of the company is hereby incorporated by reference from the registrant’s annual report on Form 10-K for the fiscal year ended March 31, 1988. |
14
| 10.9 | Asset purchase agreement — Wright Plastic Products, Inc. is hereby incorporated by reference from registrants Form 10-Q dated November 14, 1996. | |
| 10.10 | Amended and restated loan agreement between Comerica Bank and Maxco, Inc. dated September 30, 1996 is hereby incorporated by reference from Form 10-Q dated November 14, 1996. | |
| 10.11 | Asset purchase agreement for the purchase of Atmosphere Annealing, Inc. is hereby incorporated by reference from Form 8-K dated January 17, 1997. | |
| 10.12 | Asset purchase agreement — Axson North America, Inc. is hereby incorporated by reference from Form 10-Q dated February 14, 1997. | |
| 10.13 | Loan agreement between Michigan Strategic Fund and Atmosphere Annealing, Inc. is hereby incorporated by reference from Form 10-Q dated February 13, 1998. | |
| 10.14 | Loan agreement between LAM Funding, L.L.C. and borrower including Guaranty-Maxco, Inc. is hereby incorporated by reference from Form 10-Q dated February 13, 1998. | |
| 10.15 | First Amendment to amended and restated loan agreement between Comerica Bank and Maxco, Inc. dated August 1, 1997, is hereby incorporated by reference from Form 10-K dated June 24, 1998. | |
| 10.16 | Second amendment to amended and restated loan agreement between Comerica Bank and Maxco, Inc. dated June 24, 1998 is hereby incorporated by reference from Form 10-K dated June 24, 1998. | |
| 10.17 | Third amendment to amended and restated loan agreement between Comerica Bank and Maxco, Inc. dated September 24, 1998, is hereby incorporated by reference from Form 10-Q dated November 12, 1998. | |
| 10.18 | Maxco, Inc. 1998 Employee Stock Option Plan is hereby incorporated by reference from Form 10-Q dated November 12, 1998. | |
| 10.19 | Fourth amendment to amended and restated loan agreement between Comerica Bank and Maxco, Inc. dated June 22, 1999, is hereby incorporated by reference from Form 10-K dated June 23, 1999. | |
| 27* | Financial Data Schedule | |
| Item 6(b) | Reports on Form 8-K | |
| None |
| * | Filed herewith |
15
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.
| MAXCO, INC. | ||
| Date August 12, 1999 | Vincent Shunsky | |
| Vincent Shunsky, Vice President-Finance | ||
| and Treasurer (Principal Financial and | ||
| Accounting Officer) |
16
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