<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended March 1, 1996 Commission File Number 1-5197
Plymouth Rubber Company, Inc.
(Exact name of registrant as specified in its charter)
Massachusetts 04-1733970
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
104 Revere Street, Canton, Massachusetts 02021
(Address of principal executive offices) (Zip Code)
(617) 828-0220
Registrant's telephone number, including area code
Not Applicable
(Former name, former address, and former fiscal year, if changed since last
report).
Indicate by checkmark 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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report.
Class A common stock, par value $1 - 810,586
Class B common stock, par value $1 - 1,090,197
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
Statement of Operations
Balance Sheet
Statement of Cash Flows
Notes To Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
PART II. OTHER INFORMATION
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
[CAPTION]
PLYMOUTH RUBBER COMPANY, INC.
STATEMENT OF OPERATIONS
(In Thousands Except Share and Per Share Amounts)
(Unaudited)
<TABLE>
First Quarter Ended
March 1, March 3,
1996 1995
<S> <C> <C>
Net Sales $ 13,312 $ 12,580
Cost and Expenses
Cost of products sold 10,351 9,571
Selling, general and administrative 2,226 2,271
12,577 11,842
Operating income 735 738
Interest expense (302) (339)
Other income (expense) (21) 441
Income before taxes 412 840
Provision for income taxes (107) (92)
Net income 305 748
Retained earnings (deficit) at
beginning of period (4,577) (6,234)
Less 10% stock dividend -- (1,445)
Retained earnings (deficit) at
end of period $ (4,272) $ (6,931)
Per Share Data:
Primary Earnings Per Share:
Net Income .14 .36
Weighted average number of shares
outstanding 2,125,826 2,094,030
Fully Diluted Earnings Per Share:
Net Income .14 .36
Weighted average number of shares
outstanding 2,125,826 2,096,280
See Accompanying Notes To Financial Statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PLYMOUTH RUBBER COMPANY, INC.
BALANCE SHEET
(In Thousands)
March 1, Dec. 1,
1996 1995
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ -- $ --
Accounts receivable 6,918 6,615
Allowance for doubtful accounts (179) (174)
Inventories:
Raw materials 2,696 2,474
Work in process 1,995 2,270
Finished goods 4,979 5,589
9,670 10,333
Prepaid expenses and other current assets 2,872 2,857
Total current assets 19,281 19,631
Plant assets 27,505 26,961
Accumulated depreciation (19,171) ( 18,901)
Net plant assets 8,334 8,060
Other assets 3,728 3,791
TOTAL ASSETS $ 31,343 $ 31,482
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Revolving line of credit $ 5,167 $ 4,331
Trade accounts payable 4,999 5,497
Accrued expenses 3,549 3,976
Current portion of long-term obligations 2,213 2,392
Current portion of product warranties 346 580
Total current liabilities 16,274 16,776
Long-Term Liabilities
Borrowings 3,031 3,143
Pension obligation 4,820 4,880
Product warranties 504 294
Other 1,708 1,743
Total long-term liabilities 10,063 10,060
STOCKHOLDERS' EQUITY
Preferred Stock -- --
Class A voting common stock 810 810
Class B non-voting common stock 1,090 1,054
Paid in capital 8,312 8,303
Retained earnings (deficit) (4,272) (4,577)
Pension liability adjustment, net of tax (716) (716)
Deferred compensation (218) (228)
Total stockholders' equity 5,006 4,646
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 31,343 $ 31,482
See Accompanying Notes To Financial Statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PLYMOUTH RUBBER COMPANY, INC.
STATEMENT OF CASH FLOWS
(In Thousands) (Unaudited)
First Quarter Ended
March 1, March 3,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net Income $ 305 $ 748
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 270 285
Amortization of deferred compensation 10 9
Change in valuation allowance (58) (238)
Changes in assets and liabilities:
Accounts receivable (298) 373
Inventory 663 (753)
Prepaid expenses (15) 35
Other assets 1 12
Accounts payable (498) (20)
Accrued expenses (181) (6)
Pension obligation (60) 17
Product warranties (24) (56)
Other liabilities (86) (29)
Net cash provided by (used in)
operating activities 29 377
Cash flows from investing activities:
Capital expenditures (544) (487)
Net cash provided by (used in)
investing activities (544) (487)
Cash flows from financing activities:
Net increase (decrease) in revolving
line of credit (881) 441
Proceeds from term debt 3,657 --
Payments of term debt (2,230) (209)
Payments on capital leases (20) (73)
Payments on insurance financing (56) (93)
Proceeds from issuance of common stock 45 44
Net cash provided by (used for)
financing activities 515 110
Net change in cash -- --
Cash at the beginning of the period -- --
Cash at the end of the period $ -- $ --
Supplemental Disclosure of Cash Flow Information
Cash paid for interest $ 242 $ 242
Cash paid for income taxes $ 26 $ 2
Supplemental Disclosure of Non-Cash Activities
Charge to retained earnings for stock dividend $ -- $ 1,445
See Accompanying Notes To Financial Statements
</TABLE>
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
(1) The Company, in its opinion, has included all adjustments (consisting of
normal recurring accruals) necessary for a fair presentation of the
results for the interim periods. The interim financial information is not
necessarily indicative of the results that will occur for the full year.
The financial statements and notes thereto should be read in conjunction
with the financial statements and notes for the years ended December 1,
1995, December 2, 1994, and November 26, 1993, included in the Company's
1995 Annual Report to the Securities and Exchange Commission on Form 10-K.
(2) In connection with its former roofing materials business, the Company
issued extended warranties as to the workmanship and performance of its
products. Over 99% of these warranties had expired prior to the end of
1995, with the last of the ten year warranties expiring in 1996. (A small
number of certain other, more restrictive, and limited warranties continue
thereafter). The estimated costs of these warranties were accrued at the
time of sale, subject to subsequent adjustment to reflect actual
experience which resulted in additional charges to operations during 1994
and 1993 of $325,000, and $750,000, respectively. Some warranty holders
have filed claims or brought suits currently aggregating approximately
$1,183,000 against the Company and others relating to alleged roof
failures. The Company believes, upon advice of counsel, that its warranty
obligation under such warranties is limited to the cost of the roofing
materials and that the amounts of the claims are significantly in excess
of its ultimate liability. The Company is vigorously defending against
these claims and believes that some are without merit and that the damages
claimed in others may not bear any reasonable relationship to the merits
of the claims or the real amount of damage, if any, sustained by the
various claimants. Management believes that the $874,000 reserve recorded
at December 1, 1995 is adequate provision for the Company's remaining
warranty obligations.
The Company was the plaintiff in a legal action against one supplier of
materials previously used in the Company's discontinued roofing systems.
The Company claimed substantial monetary damages based on the failure of
the subject materials to perform as expected. On or about September 11,
1995, the legal action was settled for a cash payment of $825,000 by the
defendant, which resulted in a $825,000 gain during the fourth quarter of
1995 that is reflected as Other income, net within the 1995 Statement of
Operations and Retained Earnings.
The Company is a defendant in several other lawsuits arising in the normal
course of business. Based upon advice of counsel, management believes
that these lawsuits will not have a material adverse effect on the
Company's results of operations or its financial position.
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
The United States Environmental Protection Agency (EPA) has asserted four
(4) claims against the Company under the Comprehensive Environmental
Response, Compensation and Liability Act ("CERCLA"), pursuant to which EPA
is seeking to recover from the Company and other "generators" the costs
associated with the clean-up of certain sites used by licensed disposal
companies hired by the Company as independent contractors for the disposal
and/or reclamation of hazardous waste materials. In one case, in the
United States District Court for the District of Massachusetts, the EPA
began an action on or about March 1, 1990 in respect to the Superfund site
known as Re-Solve, Inc., of Dartmouth, Massachusetts. The Company has
entered into a Consent Decree, (embodied in an order of Judgment entered
October 14, 1992), requiring payment by the Company of $100,000 plus
interest over a period of five years in full settlement of the EPA claim.
The Company has paid $68,000 and owes two payments of $16,000 in each of
1996 and 1997.
On or about March 28, 1986, the Company was notified of potential
liability with respect to the Cannons Engineering Corporation site in
Bridgewater, Massachusetts, and the Cannons Engineering Corporation site
in Plymouth, Massachusetts, and of its alleged ranking number 128 of more
than 300 generators. The Company had rejected offers of approximately
$40,000 and approximately $24,000 to settle with the EPA in this matter,
since such settlements would not have released the Company with respect to
liability for any future clean-up at the sites in question. No action
has been filed by the EPA against the Company. EPA settled with a number
of the generators who have, in turn threatened legal action against the
Company. A reiteration of a 1991 contribution demand was made in 1994 by
certain settling PRP's in the amount of $175,000. The Company received
notification that a lawsuit was filed against it on June 23, 1995, in the
United States District Court for the District of Massachusetts by Olin
Hunt Specialty Products, Inc., ("Olin"). Olin sought to recover its
contribution as a result of a settlement entered into on June 26, 1992
between Olin, et al., and the United States, the State of New Hampshire,
and the Commonwealth of Massachusetts, (the "Governments") for
reimbursement of the Governments' response costs in connection with the
Cannons site. A settlement was subsequently reached whereby the Company
paid the Plaintiff the sum of $40,000 in exchange for the execution of
mutual general Releases and the filing of a Stipulation of Dismissal, with
prejudice.
With respect to the third assertion against the Company under CERCLA, a
General Notice of Potential Liability was sent to 1,659 Potentially
Responsible Parties ("PRP") including the Company, in June, 1992, relative
to a Superfund Site known as Solvent Recovery System of New England
("SRS") at a location in Southington, Connecticut, concerning shipments
to the site which occurred between June 1, 1956, and January 25, 1974.
Revised volumetric assessments were made on or about July 7, 1993. The
EPA has attributed 852,445 gallons of an aggregate of 48,953,983 gallons
of waste volume to the Company (a 1.74% share). The Company believes that
this attribution may be overstated by failing to account for the portion
of the gross waste volume actually returned to the Company. This belief
is based on the Company's facts and circumstances related to SRS, which
are similar in many respects to those in the Re-Solve case. An SRS PRP
Group, formed to negotiate the clean-up with EPA, has obtained consent to
undertake the first phase of a remediation program, estimated to cost
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
$3,600,000. Phase II, as proposed by EPA, is estimated to cost
approximately $25,000,000, to be incurred over approximately a three-year
period. The PRP Group opposes the Phase II proposal. The Company's share
(without adjustment for overstated attribution) of the Phase I remediation
and the Phase II program, if it were adopted, would be a total of
$498,000. The most currently available estimate is that the cost of the
entire clean up will range from approximately $38 million to less than $70
million. On or about January 16, 1996, the Company entered into a payment
agreement with the SRS PRP Group to pay its unpaid prior and current
assessments in the total amount of $101,000 and whereby it will be
permitted to participate as a settling party in the Administrative Order
relating to the NTCRA and RI/FS settlement. Based on all available
information as well as its prior experience, management believes a
reasonable amount of its ultimate liability is $500,000 and has accrued
this amount in Accrued Expenses and Other Liabilities in the accompanying
Balance Sheet as of December 1, 1995. This amount is subject to
adjustment for future developments that may arise from the long-range
nature of this EPA case, legislative changes, insurance coverage, the
uncertainties associated with the ultimate outcome of the Record of
Decision ("ROD"), the joint and several liability provisions of CERCLA,
and the Company's ability to successfully negotiate an outcome similar to
its previous experience in these matters. No actions have been currently
filed by the EPA or the settling parties against the Company, and no
direct dialogue with the EPA is expected before the end of 1996.
Therefore, while the Company is participating in the PRP Group, it is
impossible to determine the Company's total ultimate liability and/or
responsibility at this time.
On January 25, 1994, the Company received a notification dated January 21,
1994 of an additional Superfund Site, Old Southington Landfill, (the "OSL
Site") regarding which the EPA asserts that the Company is a PRP. The OSL
Site is related to the SRS Site in that, the EPA alleges, after receipt
and processing of various hazardous substances from PRP's, the owners
and/or operators of the SRS Site shipped the resultant contaminated soil
from the SRS Site to the OSL Site. Since the Company is alleged to have
shipped materials to the SRS Site between 1956 and 1974, the EPA alleges
that the Company is also a PRP of the OSL Site. In addition, there were
three (3) direct shippers to the site, the Town of Southington, General
Electric, and Pratt & Whitney, as well as other transporters and/or
users. Based on EPA's asserted volume of shipments to SRS during that
time period, the EPA has attributed 380,710 gallons, or 4.89% of waste
volume of all SRS customers, to the Company; no attempt has been made by
EPA to adjust the waste volume for the distillation done by SRS
prior to shipment to OSL, or to allocate a percentage to the Company in
relation to direct users of the OSL Site, or in relation to a combination
of direct and indirect users of the site. An ROD was issued in
September, 1994 for the first Phase of the clean-up, estimated to cost
approximately $16 million dollars. A PRP Group has been formed; and on or
about June 20, 1995 and January 11, 1996, the Company executed agreements
and paid assessments of $3,000 and $6,000, respectively, to become a
participant in the Joint Defense Group of OSL/SRS "transshipper" PRP's and
in the Alternative Dispute Resolution Process. All the PRP's have agreed
among themselves to cap the liability of the "SRS Parties", (i.e. the
indirect shippers, and the group to which the Company would belong), for
the first phase of a clean-up at 24.5%; (the amount assessed the direct
shippers and the other OSL Parties will be 51% and 24.5%, respectively).
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
There is no publicly available information yet concerning Phase II ground
water remediation costs; however, such costs are likely to be
significant. Based on all available information as well as its prior
experience, management believes a reasonable estimate of its ultimate
liability for Phase I costs is $100,000 and has accrued this amount in
Other Liabilities in the accompanying Balance Sheet as of December 1,
1995. This amount is subject to adjustment for future developments that
may arise from the long-range nature of this EPA case, legislative
changes, insurance coverage, the uncertainties associated with the
ultimate outcome of the ROD and the joint and several liability provisions
of CERCLA, and the Company's ability to successfully negotiate an outcome
similar to its previous experience in these matters. No actions have been
currently filed by the EPA or the settling parties against the Company.
Therefore, while the Company intends to vigorously defend this matter, it
is impossible to determine the Company's total ultimate liability and/or
responsibility at this time.
In the process of preparing to eliminate the use of certain underground
storage tanks located at the Company's manufacturing facility, the Company
determined that some soil contamination had occurred in a small localized
area near the tanks in question. According to the information obtained
by an independent Licensed Site Professional, the contamination of the
soil appears to be confined to a small area and does not pose an
environmental risk to the surrounding property or community. In
accordance with Massachusetts requirements, the Company notified the
Massachusetts Department of Environmental Protection ("DEP") of the
foregoing on or about August 24, 1994. In response thereto, on or about
September 9, 1994, the Company received a Notice of Responsibility from
the "DEP," (the "Notice"). The Notice was given to inform the Company of
its legal responsibilities under state law for assessing and/or
remediating a release of oil and/or hazardous material at the Company's
property. Plymouth has employed a Licensed Site Professional as required
by statute to investigate the site. A submittal has been made to DEP of
an initial Phase I site investigation and a Tier II Classification which
does not require written approval to proceed with studies for remediation.
Various remediation options are being evaluated to determine the most cost
effective method. A decision on the proposed remedial action will be
submitted within the next few months. It is expected that such
assessment and remediation will take up to two years to complete and that
the costs for same will not exceed the sum of $250,000, which has been
provided for within Accrued Expenses in the accompanying financial
statements.
(3) Checks outstanding in excess of certain cash balances totaling $963,000
and $659,000 at March 2, 1996 and December 1, 1995, respectively, have
been included in accounts payable.
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
NOTES TO FINANCIAL STATEMENTS (Unaudited) Continued
(4) On March 7, 1995, the Company declared a 10% stock dividend on both Class
A (voting) and Class B (non-voting) common stock. The dividend was paid
in Class B shares on May 23, 1995 to shareholders of record as of March
24, 1995. Retained earnings has been charged for $1,445,000 based on the
dividend fair value of $8.75 per share. Cash was paid in lieu of
fractional shares using the closing price of Class B common stock on March
6, 1995, and amounted to less than $1,000. Earnings per share have been
adjusted to reflect the stock dividend declared. The common shares
outstanding, and the common stock equivalents, are shown below.
Common and Common Equivalent Shares (Primary Basis):
First Quarter Ended
March 1, March 3,
1996 1995
Average shares outstanding 1,886,645 1,796,688
Adjustments thereto (1) 239,181 279,342
2,125,826 2,094,030
Common and Common Equivalent Shares (Fully Diluted Basis):
Average shares outstanding 1,886,645 1,796,688
Adjustments thereto (2) 239,181 299,592
2,125,826 2,096,280
(1) Adjust for options and warrants under the treasury stock method
using average market value during the period.
(2) Same as (1) except using market value at the end of the period, if
greater than the average market value during the period.
(5) A deferred tax asset and a related valuation allowance was established at
$5,309,000 and $2,044,000, respectively, at December 1, 1995 based upon
estimates of future taxable income through fiscal 2000. The valuation
allowance has been reduced by $58,000 to $1,986,000 at March 1, 1996 based
upon estimates of future taxable income through the first quarter of
fiscal 2001.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Net Sales, at $13,312,000 were up 6% compared with the first quarter of 1995,
which was up 15% from the same period in 1994, despite production time lost to
the unusually harsh New England weather and sales reduced by the sluggish
general economy. The increase is due to significantly increased sales to the
Export and Automotive markets, coupled with moderate growth in the non-
automotive OEM market, offset in part by shortfalls in the other markets.
Operating income was $735,000, unchanged from the corresponding period of 1995,
which itself was up 23% ($136,000) from 1994's first quarter, reflecting a flat
gross profit (down $48,000), offset in part by a 2% decrease in selling, general
and administrative expenses. The gross profit decreased 2%, despite the higher
sales volume, reflecting increased manufacturing overhead put in place to
service the anticipated 1996 volume.
Selling expenses increased 17% compared to the first quarter of 1995, which
itself increased 14% over 1994's first quarter, to serve both current and
expected volume increases in the expanded Domestic auto and Export markets. The
increased expense for the quarter was primarily attributable to increases in
advertising, freight, salaries and fringe benefits, and warehousing costs of
$33,000, $68,000, $30,000, and $37,000, respectively. General and administra-
tive expenses decreased 29% from the corresponding period of 1995, which
increased 15% from 1994, on reduced incentive compensation, computer equipment
rental and supplies, profit sharing, and a $147,000 recovery from a lawsuit.
Income before taxes at $412,000 is down $428,000 from the first quarter of 1995,
which benefited from a $395,000 favorable settlement of litigation related to
the Company's previously discontinued Consumer Products Division. Exclusive of
the $395,000 settlement in 1995 and the $147,000 lawsuit recovery in 1996,
income before tax for the first quarter is down from the prior year's
corresponding quarter, reflecting lower adjusted operating income, and a
moderate increase in other expense, which was offset in part by a $37,000
reduction in interest expense. The reduced Interest expense is the result of
both lower loan volume and reduced interest rates of (1) approximately 66 basis
points (as a result of decreases in the prime rate) on monies borrowed on the
Company's line of credit with its primary lender, and (2) 214 basis points on
the $3.6 million term loan refinanced on December 29, 1995 with a new lender.
Net income at $305,000 is down $443,000 from the first quarter of 1995, which
included a $238,000 recapture of deferred tax valuation allowance, which
resulted in an effective income tax rate of approximately 11%. The current year
net income includes a $58,000 recapture of a deferred tax valuation allowance
which results in an effective income tax rate of approximately 26%.
The deferred tax valuation allowance as of December 1, 1995 was $2,044,000 on
estimates of future taxable income through fiscal 2000. The valuation allowance
has been reduced by $58,000 to $1,986,000 at March 1,1996 based upon estimates
of future taxable income through the first quarter of fiscal 2001. The valuation
allowance was established in recognition of the difficulty inherent in estimat-
ing beyond a five-year horizon, particularly due to the uncertainty created by
the Company's dependency on the automotive industry in general, and its
significant customer in particular.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
(Continued)
During the first quarter, net cash generated from operating activities was
$29,000 compared to $377,000 during the first quarter of 1995. Cash provided
from net income exclusive of the deferred tax asset valuation allowance recap-
ture ($247,000), depreciation ($270,000), and the reduction of inventory
($663,000) exceeded the cash used to increase accounts receivable ($298,000)
and to reduce accounts payable ($498,000), accrued expenses ($181,000), other
liabilities and pension obligations. In accordance with the Company's agree-
ment with its primary lender, all cash receipts were applied against the
revolving loan. The $29,000 generated from operating activities along with
the $3,657,000 proceeds from the partial term debt refinancing was used to
finance capital investment ($544,000), reduce the revolving line of credit
($881,000), and to pay down term debt ($2,230,000), and financed insurance
obligations.
At March 1, 1996, the Company had approximately $2,000,000 in unused borrowing
capacity because of collateral limitations under its $9 million revolving line
of credit. In the opinion of management, anticipated profits, as well as unused
capacity under its existing borrowing arrangements, will provide sufficient
funds to meet the Company's needs during 1996, including working capital
expansion to support Export sales growth, and investment in improved technology
and capital equipment.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Reference is made to the information contained in Item 3 of the
Company's Annual Report on Form 10-K for its fiscal year ended
December 1, 1995, and in Note 13 of the Notes To Financial Statements,
contained in said Annual Report.
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
Not Applicable
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: See Index to Exhibits
(b) 1 - Not Applicable
<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 thereto duly authorized.
Plymouth Rubber Company, Inc.
(Registrant)
D. E. Wheeler
D. E. Wheeler
Vice President - Finance
Date April 11, 1996
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
INDEX TO EXHIBITS
(a) Exhibits:
Exhibit No. Description
(2) Not Applicable
(3)(i) Not Applicable
(4)(i) Promissory Note between Plymouth Rubber Company, Inc. and
Thrift Institution Fund For Economic Development dated June
14, 1989 -- incorporated by reference to Exhibit (4)(iii) to
report on Form 10-Q for the quarter ended May 27, 1994.
(4)(ii) Loan and Security Agreement between Plymouth Rubber Company,
Inc., and Thrift Institution Fund For Economic Development
dated June 14, 1989 -- incorporated by reference to Exhibit
(4)(iv) to report on Form 10-Q for the quarter ended May 27,
1994.
(4)(iii) Mortgage Note between Plymouth Rubber Company, Inc., and the
Board of Education of Charles County, Maryland, dated
November 1, 1991 -- incorporated by reference to Exhibit
(2)(xiii) to Report on Form 10-Q for the Quarter ended May
30, 1992.
(4)(iv) Promissory Note between Plymouth Rubber Company, Inc., and
Foothill Capital Corporation dated October 1, 1993 --
incorporated by reference to Exhibit (2)(i) to the Report on
Form 8-K with cover page dated October 1, 1993.
(4)(v) Loan and Security Agreement between Plymouth Rubber Company,
Inc., and Foothill Capital Corporation dated October 1, 1993
--incorporated by reference to Exhibit (2)(ii) to the Report
on Form 8-K with cover page dated October 1, 1993.
(4)(vi) Amendment to Promissory Note between Plymouth Rubber
Company, Inc., and Thrift Institutions Fund For Economic
Development dated November 30, 1993 -- incorporated by
reference to Exhibit (4)(x) to Report on 10-K for the year
ended November 26, 1993.
(4)(vii) Promissory Note between Plymouth Rubber Company, Inc. and
General Electric Capital Corporation dated December 29,1995.
(4)(viii) Master Security Agreement between Plymouth Rubber Company,
Inc. And General Electric Capital Corporation dated December
29, 1995.
(10)(i) 1982 Employee Incentive Stock Option Plan -- incorporated by
reference to Exhibit (10)(i) of the Company's Annual Report
on Form 10-K for the year ended November 26, 1993.
<PAGE>
PLYMOUTH RUBBER COMPANY, INC.
INDEX TO EXHIBITS
(Continued)
(a) Exhibits:
Exhibit No. Description
(10)(ii) General Form of Deferred Compensation Agreement entered into
between the Company and certain officers -- incorporated by
reference to Exhibit (10)(ii) of the Company's Annual Report
on Form 10-K for the year ended November 26, 1993.
(10)(iii) 1992 Employee Incentive Stock Option Plan -incorporated by
reference to Exhibit (10)(iv) of the Company's Annual Report
on Form 10-K for the year ended November 26, 1993.
(10)(iv) 1995 Non-Employee Director Stock Option Plan -- Incorporated
by reference to Exhibit (4.3) of the Company's Registration
Statement on Form S-8 dated May 4, 1995.
(10)(v) 1995 Employee Incentive Stock Option Plan -- Incorporated by
reference to Exhibit (4.4) of the Company's Registration
Statement on Form S-8 dated May 4, 1995.
(11) Not applicable
(15) Not applicable
(18) Not applicable
(19) Not applicable
(22) Not applicable
(23) Not applicable
(24) Not applicable
(27) Financial data schedule three months ended March 1, 1996.
Exhibit (4)(vii)
3400 FR/ME (7/92)
PROMISSORY NOTE
December 29, 1995
(Date)
104 Revere Street, Canton, Norfolk County, MA 02021
________________________________________________________________________________
_
(ADDRESS of Maker)
FOR VALUE RECEIVED, Plymouth Rubber Company, Inc. ("MAKER") promises, jointly
and severally if more than one, to pay to the order of General Electric Capital
CORPORATION or any subsequent holder hereof (each, a "Payee") AT its office
located at 303 International Circle Suite 300, Hunt Valley, MARYLAND 21031 or at
such other place as Payee or the holder hereof may designate, the principal sum
of Three Million Six Hundred Fifty-seven Thousand Three Hundred Fifty and 00/100
Dollars ($3,657,350.00), WITH interest thereon, from the date hereof through and
including the dates of payment, at a fixed interest rate of Eight AND 53/100
percent (8.53%) PER annum, to be paid in lawful money of the United States, in
sixty (60) CONSECUTIVE monthly installments of principal and interest of
Seventy-five Thousand Ninety-four and Ten Cents ($75,094.10) EACH ("Periodic
Installment") AND a final installment which shall be in the amount of the total
outstanding principal and interest. The first Periodic Installment shall be due
and payable on Janaury 29, 1996 and the following Periodic Installments and the
final installment shall be due and payable on the same day of each succeeding
month (each, a "Payment Date"). SUCH installments have been calculated on the
basis of a 360 day year of twelve 30-day months. Each payment may, at the
option of the Payee, be calculated and applied on an assumption that such
payment would be made on its due date.
The acceptance by Payee of any payment which is less than payment in full of all
amounts due and owing at such time shall not constitute a waiver of Payee's
right to receive payment in full at such time or at any prior or subsequent
time.
The Maker hereby expressly authorizes the Payee to insert the date value is
actually given in the blank space on the face hereof and on all related
documents pertaining hereto.
This Note may be secured by a security agreement, chattel mortgage, pledge
agreement or like instrument (each of which is hereinafter called a "Security
Agreement.")
TIME is of the essence hereof. If any installment or any other sum due under
this Note or any Security Agreement is not received within ten (10) days after
its due date, the Maker agrees to pay, in addition to the amount of each such
installment or other sum, a late payment charge of five percent (5%) of the
amount of said installment or other sum, but not exceeding any lawful maximum.
If (i) Maker fails to make payment of any amount due hereunder within ten (10)
days after the same becomes due and payable; or (ii) Maker is in default under,
or fails to perform under any term or condition contained in any Security
Agreement, then the entire principal sum remaining unpaid, together with all
accrued interest thereon and any other sum payable under this Note or any
Security Agreement, at the election of Payee, shall immediately become due and
payable, with interest thereon at the lesser of twelve percent (12%) per annum
or the highest rate not prohibited by applicable law from the date of such
accelerated maturity until paid (both before and after any judgment).
The Maker may prepay in full, but not in part, its entire indebtedness hereunder
upon payment of an additional sum as a premium equal to the following
percentages of the original principal balance for the indicated period:
Prior to the first annual anniversary date of this Note: three percent (3%)
Thereafter and prior to the second annual anniversary
date of this Note: two percent (2%)
Thereafter and prior to the third annual anniversary
date of this Note: one percent (1%)
Thereafter and prior to the fourth annual anniversary
date of this Note: one percent (1%)
Thereafter and prior to the fifth annual anniversary
date of this Note: one percent (1%)
and zero percent (0%) thereafter, plus all other sums due hereunder or
under any Security Agreement.
It is the intention of the parties hereto to comply with the applicable usury
laws; accordingly, it is agreed that, notwithstanding any provision to the
contrary in this Note or any Security Agreement, in no event shall this Note or
any Security Agreement require the payment or permit the collection of interest
in excess of the maximum amount permitted by applicable law. If any such excess
interest is contracted for, charged or received under this Note or any Security
Agreement, or if all of the principal balance shall be prepaid, so that under
any of such circumstances the amount of interest contracted for, charged or
received under this Note or any Security Agreement on the principal balance
shall exceed the maximum amount of interest permitted by applicable law, then in
such event (a) the provisions of this paragraph shall govern and control, (b)
neither Maker nor any other person or entity now or hereafter liable for the
payment hereof shall be obligated to pay the amount of such interest to the
extent that it is in excess of the maximum amount of interest permitted by
applicable law, (c) any such excess which may have been collected shall be
either applied as a credit against the then unpaid principal balance or refunded
to Maker, at the option of the Payee, and (d) the effective rate of interest
shall be automatically reduced to the maximum lawful contract rate allowed under
applicable law as now or hereafter construed by the courts having jurisdiction
thereof. It is further agreed that without limitation of the foregoing, all
calculations of the rate of interest contracted for, charged or received under
this Note or any Security Agreement which are made for the purpose of
determining whether such rate exceeds the maximum lawful contract rate, shall be
made, to the extent permitted by applicable law, by amortizing, prorating,
allocating and spreading in equal parts during the period of the full stated
term of the indebtedness evidenced hereby, all interest at any time contracted
for, charged or received from Maker or otherwise by Payee in connection with
such indebtedness; provided, however, that if any applicable state law is
amended or the law of the United States of America preempts any applicable state
law, so that it becomes lawful for the Payee to receive a greater interest per
annum rate than is presently allowed, the Maker agrees that, on the effective
date of such amendment or preemption, as the case may be, the lawful maximum
hereunder shall be increased to the maximum interest per annum rate allowed by
the amended state law or the law of the United States of America.
The Maker and all sureties, endorsers, guarantors or any others (each such
person, other than the Maker, an "Obligor") WHO may at any time become liable
for the payment hereof jointly and severally consent hereby to any and all
extensions of time, renewals, waivers or modifications of, and all substitutions
or releases of, security or of any party primarily or secondarily liable on this
Note or any Security Agreement or any term and provision of either, which may be
made, granted or consented to by Payee, and agree that suit may be brought and
maintained against any one or more of them, at the election of Payee without
joinder of any other as a party thereto, and that Payee shall not be required
first to foreclose, proceed against, or exhaust any security hereof in order to
enforce payment of this Note. The Maker and each Obligor hereby waives
presentment, demand for payment, notice of nonpayment, protest, notice of
protest, notice of dishonor, and all other notices in connection herewith, as
well as filing of suit (if permitted by law) and diligence in collecting this
Note or enforcing any of the security hereof, and agrees to pay (if permitted by
law) all expenses incurred in collection, including Payee's reasonable
attorneys' fees.
THE MAKER HEREBY UNCONDITIONALLY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM
OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF, DIRECTLY OR INDIRECTLY, THIS
NOTE, ANY OF THE RELATED DOCUMENTS, ANY DEALINGS BETWEEN MAKER AND PAYEE
RELATING TO THE SUBJECT MATTER OF THIS TRANSACTION OR ANY RELATED TRANSACTIONS,
AND/OR THE RELATIONSHIP THAT IS BEING ESTABLISHED BETWEEN MAKER AND PAYEE. THE
SCOPE OF THIS WAIVER IS INTENDED TO BE ALL ENCOMPASSING OF ANY AND ALL DISPUTES
THAT MAY BE FILED IN ANY COURT (INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS,
TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY
CLAIMS.) THIS WAIVER IS IRREVOCABLE MEANING THAT IT MAY NOT BE MODIFIED EITHER
ORALLY OR IN WRITING, AND THE WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS,
RENEWALS, SUPPLEMENTS OR MODIFICATIONS TO THIS NOTE, ANY RELATED DOCUMENTS, OR
TO ANY OTHER DOCUMENTS OR AGREEMENTS RELATING TO THIS TRANSACTION OR ANY RELATED
TRANSACTION. IN THE EVENT OF LITIGATION, THIS NOTE MAY BE FILED AS A WRITTEN
CONSENT TO A TRIAL BY THE COURT.
THIS Note and any Security Agreement constitute the entire agreement of the
Maker and Payee with respect to the subject matter hereof and supercedes all
prior understandings, agreements and representations, express or implied.
No variation or modification of this Note, or any waiver of any of its
provisions or conditions, shall be valid unless in writing and signed by an
authorized representative of Maker and Payee. Any such waiver, consent,
modification or change shall be effective only in the specific instance and for
the specific purpose given.
Any provision in this Note or any Security Agreement which is in conflict with
any statute, law or applicable rule shall be deemed omitted, modified or altered
to conform thereto.
Plymouth Rubber Company, Inc.
DEBORAH A. Kream By: D. E. Wheeler (L.S.)
(Witness) (Signature)
Deborah A. Kream Duane E. Wheeler - V.P. -Finance
(Print name) Print name (and title, if applicable)
104 Revere Street, Canton, MA 02021 04-1733970
(ADDRESS) (Federal tax identification number)
Exhibit (4)(viii)
3000 (3/91)
MASTER SECURITY AGREEMENT
THIS MASTER SECURITY AGREEMENT, made as of December 29, 1995
( Agreement"), by and between General Electric Capital Corporation, a New York
corporation with an address at 303 International Circle Suite 300, Hunt Valley,
MARYLAND ("Secured Party"), and Plymouth Rubber Company, Inc., a corporation
organized and existing under the laws of the State of MA with its chief
executive offices located at 104 Revere Street, Canton, MA 02021 ("Debtor").
In consideration of the promises herein contained and of certain other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Debtor and Secured Party hereby agree as follows:
1. CREATION OF SECURITY INTEREST.
Debtor hereby gives, grants and assigns to Secured Party, its successors
and assigns forever, a security interest in and against any and all property
listed on any collateral schedule now or hereafter annexed hereto or made a part
hereof ("Collateral Schedule"), and in and against any and all attachments,
accessories and accessions thereto, any and all substitutions, replacements or
exchanges therefor, and any and all insurance and/or other proceeds thereof (all
of the foregoing being hereinafter individually and collectively referred to as
the "Collateral"). The foregoing security interest is given to secure the
payment and performance of any and all debts, obligations and liabilities of any
kind, nature or description whatsoever (whether primary, secondary, direct,
contingent, sole, joint or several, or otherwise, and whether due or to become
due) of Debtor to Secured Party, now existing or hereafter arising, including
but not limited to the payment and performance of certain Promissory Notes from
time to time identified on any Collateral Schedule (collectively "Notes" and
each a "Note"), and any renewals, extensions and modifications of such debts,
obligations and liabilities (all of the foregoing being hereinafter referred to
as the "Indebtedness").
2. REPRESENTATIONS, WARRANTIES AND COVENANTS OF DEBTOR.
Debtor hereby represents, warrants and covenants as of the date hereof and
as of the date of execution of each Collateral Schedule hereto that:
(a) Debtor is, and will remain, duly organized, existing and in good
standing under the laws of the State set forth in the first paragraph of this
Agreement, has its chief executive offices at the location set forth in such
paragraph, and is, and will remain, duly qualified and licensed in every
jurisdiction wherever necessary to carry on its business and operations;
(b) Debtor has adequate power and capacity to enter into, and to perform
its obligations, under this Agreement, each Note and any other documents
evidencing, or given in connection with, any of the Indebtedness (all of the
foregoing being hereinafter referred to as the "Debt Documents");
(c) This Agreement and the other Debt Documents have been duly authorized,
executed and delivered by Debtor and constitute legal, valid and binding
agreements enforceable under all applicable laws in accordance with their terms,
except to the extent that the enforcement of remedies may be limited under
applicable bankruptcy and insolvency laws;
(d) No approval, consent or withholding of objections is required from any
governmental authority or instrumentality with respect to the entry into, or
performance by, Debtor of any of the Debt Documents, except such as may have
already been obtained;
(e) The entry into, and performance by, Debtor of the Debt Documents will
not (i) violate any of the organizational documents of Debtor or any judgment,
order, law or regulation applicable to Debtor, or (ii) result in any unwaived
breach of, constitute a default under, or result in the creation of any lien,
claim or encumbrance on any of Debtor's property (except for liens in favor of
Secured Party) pursuant to, any indenture mortgage, deed of trust, bank loan,
credit agreement, or other agreement or instrument to which Debtor is a party;
(f) Except as have been previously disclosed, there are no suits or
proceedings pending or threatened in court or before any commission, board or
other administrative agency against or affecting Debtor which could, in the
aggregate, have a material adverse effect on Debtor, its business or operations,
or its ability to perform its obligations under the Debt Documents;
(g) All financial statements delivered to Secured Party in connection with
the Indebtedness have been prepared in accordance with generally accepted
accounting principles, and since the date of the most recent financial
statement, there has been no material adverse change;
(h) The Collateral is not, and will not be, used by Debtor for personal,
family or household purposes;
(I) The Collateral is, and will remain, in good condition and repair and
Debtor will not be negligent in the care and use thereof;
(j) Debtor is, and will remain, the sole and lawful owner, and in
possession of, the Collateral, and has the sole right and lawful authority to
grant the security interest described in this Agreement; and
(k) The Collateral is, and will remain, free and clear of all liens,
claims and encumbrances of every kind, nature and description, except for (i)
liens in favor of Secured Party, (ii) liens for taxes not yet due or for taxes
being contested in good faith and which do not involve, in the reasonable
judgment of Secured Party, any risk of the sale, forfeiture or loss of any of
the Collateral, (iii) inchoate materialmen's, mechanic's, repairmen's and
similar liens arising by operation of law in the normal course of business for
amounts which are not delinquent and (iv) a subordinate lien held by Chilmark
Financial Services (as agent for certain lenders) (all of such permitted liens
being hereinafter referred to as "Permitted Liens").
3. COLLATERAL.
(a) Until the declaration of any default hereunder, Debtor shall remain in
possession of the Collateral; provided, however, that Secured Party shall have
the right to possess (i) any chattel paper or instrument that constitutes a
part of the Collateral, and (ii) any other Collateral which because of its
nature may require that Secured Party's security interest therein be perfected
by possession. Secured Party, its successors and assigns, and their respective
agents, shall have the right to examine and inspect any of the Collateral at any
time during normal business hours. Upon any request from Secured Party, Debtor
shall provide Secured Party with notice of the then current location of the
Collateral.
(b) Debtor shall (i) use the Collateral only in its trade or business,
(ii) maintain all of the Collateral in good condition and working order, (iii)
use and maintain the Collateral only in compliance with all applicable laws, and
(iv) without Secured Party s consent, which shall not be unreasonably withheld,
keep all of the Collateral free and clear of all liens, claims and encumbrances
(except for Permitted Liens).
(c) Debtor shall not, without the prior written consent of Secured Party,
(i) part with possession of any of the Collateral (except to Secured Party or
for maintenance and repair), (ii) remove any of the Collateral from the
continental United States, or (iii) sell, rent, lease, mortgage, grant a
security interest in or otherwise transfer or encumber (except for Permitted
Liens) any of the Collateral.
(d) Debtor shall pay promptly when due all taxes, license fees, assessments
and public and private charges levied or assessed on any of the Collateral, on
the use thereof, or on this Agreement or any of the other Debt Documents. Upon
prior written notice to Debtor by reason of Debtor s failure to pay, at its
option, Secured Party may discharge taxes, liens, security interests or other
encumbrances at any time levied or placed on the Collateral and may pay for the
maintenance, insurance and preservation of the Collateral or to effect
compliance with the terms of this Agreement or any of the other Debt Documents.
Debtor shall reimburse Secured Party, on demand, for any and all costs and
expenses incurred by Secured Party in connection therewith and agrees that such
reimbursement obligation shall be secured hereby.
(e) Debtor shall, at all times, keep accurate and complete records of the
Collateral, and Secured Party, its successors and assigns, and their respective
agents, shall have the right to examine, inspect, and make extracts from all of
Debtor's books and records relating to the Collateral at any time during normal
business hours.
(f) If agreed by the parties, Secured Party may, but shall in no event be
obligated to, accept substitutions and exchanges of property for property, and
additions to the property, constituting all or any part of the Collateral. Such
substitutions, exchanges and additions shall be accomplished at any time and
from time to time, by the substitution of a revised Collateral Schedule for the
Collateral Schedule now or hereafter annexed. Any property which may be
substituted, exchanged or added as aforesaid shall constitute a portion of the
Collateral and shall be subject to the security interest granted herein.
Additions to, reductions or exchanges of, or substitutions for, the Collateral,
payments on account of any obligation or liability secured hereby, increases in
the obligations and liabilities secured hereby, or the creation of additional
obligations and liabilities secured hereby, may from time to time be made or
occur without affecting the provisions of this Agreement or the provisions of
any obligation or liability which this Agreement secures.
(g) Any third person at any time and from time to time holding all or any
portion of the Collateral shall be deemed to, and shall, hold the Collateral as
the agent of, and as pledge holder for, Secured Party. At any time and from
time to time, Secured Party may give notice to any third person holding all or
any portion of the Collateral that such third person is holding the Collateral
as the agent of, and as pledge holder for, the Secured Party.
4. INSURANCE.
The Collateral shall at all times be held at Debtor's risk, and Debtor
shall keep it insured against loss or damage by fire and extended coverage
perils, theft, burglary, and for any or all Collateral which are vehicles, for
risk of loss by collision, and where requested by Secured Party, against other
risks as required thereby, for the full replacement value thereof, with
companies, in amounts and under policies acceptable to Secured Party. Debtor
shall, if Secured Party so requires, deliver to Secured Party policies or
certificates of insurance evidencing such coverage. Each policy shall name
Secured Party as loss payee thereunder, shall provide for coverage to Secured
Party regardless of the breach by Debtor of any warranty or representation made
therein, shall not be subject to co-insurance, and shall provide for thirty (30)
days written notice to Secured Party of the cancellation or material
modification thereof. Debtor hereby appoints Secured Party as its attorney in
fact to make proof of loss, claim for insurance and adjustments with insurers,
and to execute or endorse all documents, checks or drafts in connection with
payments made as a result of any such insurance policies. Proceeds of insurance
shall be applied, at the option of Secured Party, to repair or replace the
Collateral or to reduce any of the Indebtedness secured hereby.
<PAGE>
5. REPORTS.
(a) Debtor shall promptly notify Secured Party in the event of (i) any
change in the name of Debtor, (ii) any relocation of its chief executive
offices, (iii) any relocation of any of the Collateral, (iv) any of the
Collateral being lost, stolen, missing, destroyed, materially damaged, or (v)
any lien, claim or encumbrance attaching or being made against any of the
Collateral other than Permitted Liens.
(b) Subject to Secured Party s continuing obligation of confidentiality,
Debtor agrees to furnish its annual financial statements and such interim
statements as Secured Party may require in form satisfactory to Secured Party.
Any and all financial statements submitted and to be submitted to Secured Party
have and will have been prepared on a basis of generally accepted accounting
principles, and are and will be complete and correct and fairly present Debtor's
financial condition as at the date thereof. Secured Party may at any reasonable
time examine the books and records of Debtor and make copies thereof.
6. FURTHER ASSURANCES.
(a) Debtor shall, upon request of Secured Party, furnish to Secured Party
such further information, execute and deliver to Secured Party such documents
and instruments (including, without limitation, Uniform Commercial Code
financing statements) and do such other acts and things, as Secured Party may at
any time reasonably request relating to the perfection or protection of the
security interest created by this Agreement or for the purpose of carrying out
the intent of this Agreement. Without limiting the foregoing, Debtor shall
cooperate and do all acts deemed necessary or advisable by Secured Party to
continue in Secured Party a perfected first security interest in the Collateral,
and shall obtain and furnish to Secured Party any subordinations, releases,
landlord, lessor, or mortgagee waivers, and similar documents as may be from
time to time requested by, and which are in form and substance satisfactory to,
Secured Party.
(b) Debtor hereby grants to Secured Party the power to sign Debtor's name
and generally to act on behalf of Debtor to execute and file applications for
title, transfers of title, financing statements, notices of lien and other
documents pertaining to any or all of the Collateral as reasonably determined by
Secured Party. Debtor shall, if any certificate of title be required or
permitted by law for any of the Collateral, obtain such certificate showing the
lien hereof with respect to the Collateral and promptly deliver same to Secured
Party.
(c) Debtor shall indemnify and defend the Secured Party, its successors
and assigns, and their respective directors, officers and employees, from and
against any and all claims, actions and suits (including, without limitation,
related attorneys' fees) of any kind, nature or description whatsoever arising,
directly or indirectly, in connection with any of the Collateral.
7. EVENTS OF DEFAULT.
Debtor shall be in default under this Agreement and each of the other Debt
Documents upon the occurrence of any of the following "Event(s) of Default":
(a) Debtor fails to pay any installment or other amount due or coming due
under any of the Debt Documents within ten (10) days after its due date;
(b) Any attempt by Debtor, without the prior written consent of Secured
Party, to sell, rent, lease, mortgage, grant a security interest in, or
otherwise transfer or encumber (except for Permitted Liens) any of the
Collateral;
(c) Debtor fails to procure, or maintain in effect at all times, any of
the insurance on the Collateral in accordance with Section 4 of this Agreement;
(d) Debtor breaches any of its other obligations under any of the Debt
Documents and fails to cure the same within thirty (30) days after written
notice thereof;
(e) Any warranty, representation or statement made by Debtor in any of the
Debt Documents or otherwise in connection with any of the Indebtedness shall be
false or misleading in any material respect;
(f) Any of the Collateral being subjected to execution, levy, seizure or
confiscation in any legal proceeding or otherwise;
(g) Any of the Collateral being subjected to attachment which has not been
cured/removed within thirty (30) days;
(h) Any default by Debtor under any other agreement between Debtor and
Secured Party;
(I) Any dissolution, termination of existence, merger, consolidation,
insolvency, or complete business failure of Debtor or any guarantor or other
obligor for any of the Indebtedness (collectively "Guarantor"), or if Debtor or
any Guarantor is a natural person, any death or incompetency of Debtor or such
Guarantor;
(j) The appointment of a receiver for all or of any part of the property
of Debtor or any Guarantor, or any assignment for the benefit of creditors by
Debtor or any Guarantor;
(k) The filing of a petition by Debtor or any Guarantor under any
bankruptcy, insolvency or similar law, or the filing of any such petition
against Debtor or any Guarantor if the same is not dismissed within thirty (30)
days of such filing; or
(l) Debtor is in default beyond any applicable grace or cure period under
the Amended and Restated Loan and Security Agreement dated as of October 1, 1993
with Foothill Capital Corporation.
8. REMEDIES ON DEFAULT.
(a) Upon the occurrence of an Event of Default under this Agreement, the
Secured Party, at its option, may declare any or all of the Indebtedness,
including without limitation the Notes, to be immediately due and payable,
without demand or notice to Debtor or any Guarantor. The obligations and
liabilities accelerated thereby shall bear interest (both before and after any
judgment) until paid in full at the lower of twelve percent (12%) per annum or
the maximum rate not prohibited by applicable law.
(b) Upon such Event of Default, Secured Party shall have all of the rights
and remedies of a Secured Party under the Uniform Commercial Code, and under any
other applicable law. Without limiting the foregoing, Secured Party shall have
the right to (i) notify any account debtor of Debtor or any obligor on any
instrument which constitutes part of the Collateral to make payment to the
Secured Party, (ii) with or without legal process, enter any premises where the
Collateral may be and take possession and/or remove said Collateral from said
premises, (iii) sell the Collateral at public or private sale, in whole or in
part, and have the right to bid and purchase at said sale, and/or (iv) lease or
otherwise dispose of all or part of the Collateral, applying proceeds therefrom
to the obligations then in default. If requested by Secured Party, Debtor shall
promptly assemble the Collateral and make it available to Secured Party at a
place to be designated by Secured Party which is reasonably convenient to both
parties. Secured Party may also render any or all of the Collateral unusable at
the Debtor's premises and may dispose of such Collateral on such premises
without liability for rent or costs. Any notice which Secured Party is required
to give to Debtor under the Uniform Commercial Code of the time and place of any
public sale or the time after which any private sale or other intended<PAGE>
disposi-
tion of the Collateral is to be made shall be deemed to constitute reasonable
notice if such notice is given to the last known address of Debtor at
least five (5) days prior to such action.
(c) Proceeds from any sale or lease or other disposition shall be applied:
first, to all costs of repossession, storage, and disposition including without
limitation attorneys', appraisers', and auctioneers' fees; second, to discharge
the obligations then in default; third, to discharge any other Indebtedness of
Debtor to Secured Party, whether as obligor, endorsor, guarantor, surety or
indemnitor; fourth, to expenses incurred in paying or settling liens and claims
against the Collateral; and lastly, to Debtor, if there exists any surplus.
Debtor shall remain fully liable for any deficiency.
(d) In the event this Agreement, any Note or any other Debt Documents are
placed in the hands of an attorney for collection of money due or to become due
or to obtain performance of any provision hereof, Debtor agrees to pay all
reasonable attorneys' fees incurred by Secured Party, and further agrees that
payment of such fees is secured hereunder.
(e) Secured Party's rights and remedies hereunder or otherwise arising are
cumulative and may be exercised singularly or concurrently. Neither the failure
nor any delay on the part of the Secured Party to exercise any right, power or
privilege hereunder shall operate as a waiver thereof, nor shall any single or
partial exercise of any right, power or privilege preclude any other or further
exercise thereof or the exercise of any other right, power or privilege.
Secured Party shall not be deemed to have waived any of its rights hereunder or
under any other agreement, instrument or paper signed by Debtor unless such
waiver be in writing and signed by Secured Party. A waiver on any one occasion
shall not be construed as a bar to or waiver of any right or remedy on any
future occasion.
(f)DEBTOR AND SECURED PARTY HEREBY UNCONDITIONALLY WAIVE THEIR RIGHTS TO A
JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF,
DIRECTLY OR INDIRECTLY, THIS AGREEMENT, ANY OF THE OTHER DEBT DOCUMENTS, ANY OF
THE INDEBTEDNESS SECURED HEREBY, ANY DEALINGS BETWEEN DEBTOR AND SECURED PARTY
RELATING TO THE SUBJECT MATTER OF THIS TRANSACTION OR ANY RELATED TRANSACTIONS,
AND/OR THE RELATIONSHIP THAT IS BEING ESTABLISHED BETWEEN DEBTOR AND SECURED
PARTY. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL ENCOMPASSING OF ANY AND
ALL DISPUTES THAT MAY BE FILED IN ANY COURT (INCLUDING, WITHOUT LIMITATION,
CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW
AND STATUTORY CLAIMS). THIS WAIVER IS IRREVOCABLE, MEANING THAT IT MAY NOT BE
MODIFIED EITHER ORALLY OR IN WRITING, AND THE WAIVER SHALL APPLY TO ANY
SUBSEQUENT AMENDMENTS, RENEWALS, SUPPLEMENTS OR MODIFICATIONS TO THIS AGREEMENT,
ANY OTHER DEBT DOCUMENTS, OR TO ANY OTHER DOCUMENTS OR AGREEMENTS RELATING TO
THIS TRANSACTION OR ANY RELATED TRANSACTION. IN THE EVENT OF LITIGATION, THIS
AGREEMENT MAY BE FILED AS A WRITTEN CONSENT TO A TRIAL BY THE COURT.
9. MISCELLANEOUS.
(a) This Agreement, any Note and/or any of the other Debt Documents may be
assigned, in whole or in part, by Secured Party without notice to Debtor, and
Debtor hereby waives any defense, counterclaim or cross-complaint by Debtor
against any assignee, agreeing that Secured Party shall be solely responsible
therefor.
(b) All notices to be given in connection with this Agreement shall be in
writing, shall be addressed to the parties at their respective addresses set
forth hereinabove (unless and until a different address may be specified in a
written notice to the other party), and shall be deemed given (i) on the date
of receipt if delivered in hand or by facsimile transmission, (ii) on the next
business day after being sent by express mail, and (iii) on the fourth business
day after being sent by regular, registered or certified mail. As used herein,
the term "business day" shall mean and include any day other than Saturdays,
Sundays, or other days on which commercial banks in New York, New York are
required or authorized to be closed.<PAGE>
(c) Secured Party may correct patent errors herein and fill in all blanks
herein or in any Collateral Schedule consistent with the agreement of the
parties.
(d) Time is of the essence hereof. This Agreement shall be binding,
jointly and severally, upon all parties described as the "Debtor" and their
respective heirs, executors, representatives, successors and assigns, and shall
inure to the benefit of Secured Party, its successors and assigns.
(e) This Agreement and its Collateral Schedules constitute the entire
agreement between the parties with respect to the subject matter hereof and
supercede all prior understandings (whether written, verbal or implied) with
respect thereto. This Agreement and its Collateral Schedules shall not be
changed or terminated orally or by course of conduct, but only by a writing
signed by both parties hereto. Section headings contained in this Agreement
have been included for convenience only, and shall not affect the construction
or interpretation hereof.
(f) This Agreement shall continue in full force and effect until all of
the Indebtedness has been indefeasibly paid in full to Secured Party. The
surrender, upon payment or otherwise, of any Note or any of the other documents
evidencing any of the Indebtedness shall not affect the right of Secured Party
to retain the Collateral for such other Indebtedness as may then exist or as it
may be reasonably contemplated will exist in the future. This Agreement shall
automatically be reinstated in the event that Secured Party is ever required to
return or restore the payment of all or any portion of the Indebtedness (all as
though such payment had never been made).
IN WITNESS WHEREOF, Debtor and Secured Party, intending to be legally bound
hereby, have duly executed this Agreement in one or more counterparts, each of
which shall be deemed to be an original, as of the day and year first aforesaid.
SECURED PARTY: DEBTOR:
General Electric Capital Corporation Plymouth Rubber Company, Inc.
By: Timothy H. Brown By: D. E. Wheeler
Title: Sr. Transaction Manager Title: Vice President - Finance
(3/91)
CERTIFIED COPY OF RESOLUTION OF BOARD OF DIRECTORS
The undersigned hereby certifies: (i) that he/she is the Assistant Secretary of
Plymouth Rubber Company, Inc., a MA corporation; (ii) that the following is a
true, accurate and complete transcript of resolutions duly adopted by the Board
of Directors of said Corporation on the 29th day of December , 19, 95
at which a quorum was present, and that the proceedings were in accordance with
the Articles and by-laws of said Corporation; and (iii) that said resolutions
have not been amended or revoked, and are in full force and effect:
"RESOLVED, that each of the officers of this Corporation, whose name appears
below, or the duly elected or appointed successor in office of any or all of
them, be and hereby is authorized and empowered in the name and on behalf of
this Corporation to borrow from General Electric Capital Corporation
(hereinafter referred to as "GE Capital") from time to time, such sum or sums of
money as in the judgment of such officer or officers the Corporation may require
and to execute on behalf of the Corporation and to deliver to GE Capital in the
form required by GE Capital a promissory note or notes of this Corporation
evidencing the amount or amounts borrowed or any renewals and/or extensions
thereof, such note or notes to bear such rate of interest and be payable in such
installments and on such terms and conditions as such officer may agree to by
his signature thereon.
FURTHER RESOLVED, that any of the aforesaid officers, or his duly elected or
appointed successor in office, be and hereby is authorized and empowered to do
any acts, including, but not limited to, the mortgage, pledge, or hypothecation
from time to time with GE Capital of any or all the assets of this Corporation
to secure such loan or loans and any other indebtedness or obligations, now
existing or hereafter arising, of this Corporation to GE Capital, and to execute
in the name of and on behalf of this Corporation, any chattel mortgages, notes,
security agreements, financing statements, renewal, extension or consolidation
agreements, and any other instruments or agreements deemed necessary or proper
by GE Capital in respect of the collateral securing any indebtedness of this
Corporation, and to affix the seal of this Corporation to any mortgage, pledge,
or other such instrument if so required or requested by GE Capital.
FURTHER RESOLVED, that each said officer of this Corporation is hereby
authorized to do and perform all other acts and deeds that may be requisite or
necessary to carry fully into effect the foregoing resolutions.
FURTHER RESOLVED, that the officers referred to in the foregoing resolutions,
their names and signatures are as follows:
NAME TITLE SIGNATURE
Duane E. Wheeler Vice President D. E. Wheeler
FURTHER RESOLVED, that GE Capital is authorized to rely upon the aforesaid
resolutions until receipt by it of written notice of any change, which changes
of whatever nature shall not be effective as to GE Capital to the extent that it
has theretofore relied upon the aforesaid resolutions in the above form."
IN WITNESS WHEREOF, I have set my hand and affixed the seal of said Corporation
this 29th day of December , 1995.
Deborah A. Kream
Assistant Secretary
(CORPORATE SEAL)
ADDENDUM NO. 1
TO
MASTER SECURITY AGREEMENT
DATED AS OF December 29, 1995.
This Addendum is made and entered into as of December 29, 1995
("Addendum"), between General Electric Capital Corporation,
a New York corporation ("Secured Party"), and Plymouth Rubber Company, Inc., a
company, organized and existing under the law of the State of MA ("Debtor").
RECITALS
A. Debtor and Secured Party have entered into a certain Master
Security agreement dated ("Security Agreement")
relating to certain equipment or other collateral more particularly
described therein ("Equipment").
B. Debtor and Secured Party desire to amend the Security Agreement as
provided herein.
NOW THEREFORE, in consideration of the promises and the premises herein
contained, the parties hereto hereby agree as follows:
The Security Agreement is amended as follows:
1. Section 10. ADDITIONAL COVENANTS.
(a) At all times during the term of the Security Agreement, Debtor
shall maintain: (i) Minimum Tangible Net Worth of a negative ($435,000.00)
plus 75% of Net Income for the Debtor s fiscal years 1995 through 2000,
(ii) Minimum Working Capital of $1,000,000.00 (iii) Minimum Fixed Charge
Coverage ratio of 1.50x to 1.0x (iv) a maximum Total liabilities to Net
Worth of 7.5x to 1.0x from the Debtor s fiscal year end 1995 to the
Debtor s fiscal year end 1996 and 6.0x to 1.0x from the Debtors fiscal year
end 1996 until the maturity of all note(s). Tangible Net Worth is defined
as Stockholder s Equity less intangible assets. EBITDA is defined as
earnings before Interest, Depreciation, and Taxes. Fixed Charges is
defined as current portion of long term debt, plus current portion of
capital leases, plus interest expense, plus preferred dividends. Fixed
Charge Coverage is defined as EBITDA divided by fixed charges (both
determined on a rolling four quarter average). Total Debt includes all
liabilities of the Debtor as defined by GAAP. Intangibles as used for the
determination of Minimum Tangible Net Worth shall be defined by GAAP
exclusive of the deferred tax asset and associated valuation reserve as
defined by FAS 109. Accounting terms used herein not otherwise defined
herein shall be as defined, and all calculations hereunder shall be made, in
accordance with GAAP.
(b) Debtor's chief financial officer shall notify Secured Party in
writing that the Debtor is in compliance with the requirements of Section
1(a) above, such notification and certification shall be provided within
forty-five (45) days after the end of each quarter, reflecting such
information as of the end of the quarter immediately preceding such quarter.
Except as expressly modified hereby, all terms and provisions of the
Security Agreement shall remain in full force and effect. This Addendum is not
binding nor effective with respect to the Security Agreement or the Equipment
until executed on behalf of Secured Party and Debtor by authorized
representatives of Secured Party and Debtor.
IN WITNESS WHEREOF, the parties have caused their duly authorized
representatives to execute and deliver this Addendum on the day and year first
above written.
DEBTOR: SECURED PARTY:
PLYMOUTH RUBBER COMPANY, INC. GENERAL ELECTRIC CAPITAL CORPORATION
By: D. E. Wheeler By: Timothy H. Brown
Title: Vice President - Finance Title: Sr. Transaction Manager
ADDENDUM NO. 2
TO
MASTER SECURITY AGREEMENT
DATED AS OF DECEMBER 29 , 1995
This Addendum is made and entered into as of December 29, 1995 ("Addendum"),
between GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation ("Secured
Party"), and PLYMOUTH RUBBER COMPANY, INC., a corporation organized and
existing under the law of the State of Massachusetts ("Debtor").
RECITALS
A. Debtor and Secured Party have entered into a certain Master
Security agreement dated December 29, 1995 ("Security Security
Agreement") relating to certain Collateral or other collateral
more particularly described therein ("Collateral").
B. Debtor and Secured Party desire to amend the Security Security
Agreement as provided herein.
NOW THEREFORE, in consideration of the promises and the premises herein
contained, the parties hereto hereby agree as follows:
1. Each reference contained in this Security Agreement to:
(a) "Adverse Environmental Condition" shall refer to (i) the existance or
the continuation of the existence, of an Environmental Emission (including,
without limitation, a sudden or non-sudden accidental or non-accidental
Environmental Emission), of, or exposure to, any substance, chemical,
material, pollutant, Contaminant, odor or audible noise or other release or
emission in, into or onto the environment (including without limitation, the
air, ground, water or any surface) at, in, by, from or related to any
Collateral, (ii) the environmental aspect of the transportation, storage,
treatment or disposal of materials in connection with the operation of any
Collateral or (iii) the violation, or alleged violation of any statutes,
ordinances, orders, rules, regulations, permits or licenses of, by or from
any governmental authority, agency or court relating to environmental
matters connected with any Collateral.
(b) "Affiliate" shall refer, with respect to any given Person, to any Person
that directly or indirectly through one or more intermediaries, controls, or
is controlled by, or is under common control with, such Person.
(c) "Contaminent" shall refer to those substances which are regulated by or
form the basis of liability under any Environmental Law, including without
limitation, asbestos, polychlorinated biphenyls ("PCBs"), and radioactive
substances, or other material or substance which has in the past or could in
the future constitute a health, safety or environmental hazard to any
Person, property or natural resources.
(d) "Environmental Claim" shall refer to any accusation, allegation, notice
of violation, claim, demand, abatement or other order on direction
(conditional or otherwise) by any governmental authority or any Person for
personal injury (including sickness, disease or death), tangible or
intangible property damage, damage to the environment or other adverse
effects on the environment, or for fines, penalties or restrictions,
resulting from or based upon any Adverse Environmental Condition.
(e) "Environmental Emission" shall refer to any actual or threatened
release, spill, emission, leaking, pumping, injection, deposit, disposal,
discharge, dispersal, leaching or migration into the indoor or outdoor
environment, or into or out of any of the Collateral, including, without
limitation, the movement of any Contaminent or other substance through or in
the air, soil, surface water, groundwater or property.
(f) "Environmental Law" shall mean any federal, foreign, state or local
law, rule or regulation pertaining to theprotection of the environment,
including, but not limited to, the Comprehensive Environmental Response,
Compensation, and Liability Act ("CERCLA") (42 U.S.C. Section 9601 et seq.),
the Hazardous Material Transportation Act (49 U.S.C. Section 1801 et seq.),
the Federal Water Pollution Control Act (33 U.S.C. Section 1251 et seq.),
the Resource Conservation and Recovery Act (42 U.S.C. Section 6901 et seq.),
the Clean Air Act (42 U.S.C. Section 7401 et seq.), the Toxic Substances
Control Act (15 U.S.C. Section 2601 et seq.), the Federal Insecticide,
Fungicide, and Rodenticide Act (7 U.S.C. Section 1361 et seq.), and the
Occupational Safety and Health Act (19 U.S.C. section 651 et seq.), as these
laws have been amended or supplemented, and any analogous foreign, federal,
state or local statutes, and the regulations promulgated pursuant thereto.
(g) "Environmental Loss" shall mean any loss, cost, damage, liability,
deficiency, fine, penalty or expense (including, without limitation,
reasonable attorneys' fees, engineering and other professional or expert
fees), investigation, removal, cleanup and remedial costs (voluntarily or
involuntarily incurred) and damages to, loss of the use of or decrease in
value of the Collateral arising out of or related to any Adverse
Environmental Condition.
(h) "Person" shall include any individual, partnership, corporation, trust,
unincorporated organization, government or department or agency thereof and
any other entity.
2. Debtor hereby represents, warrants and covenants that: (i) it has
conducted, and will continue to conduct its business operations, and throughout
the term of the Security Agreement will use the Collateral, so as to comply with
all Environmental Laws; and (ii) Debtor has, and throughout the term of the
Security Agreement will continue to have in full force and effect all federal,
state and local licenses, permits, orders and approvals required to operate the
Collateral in compliance with all Environmental Laws.
3. Debtor agrees that if required to return the Collateral or any item
thereof to Secured Party or Secured Party's agents, Debtor shall return such
Collateral free from all Contaminants.
4. Debtor shall fully and promptly pay, perform, discharge, defend,
indemnify and hold harmless Secured Party and its Affiliates, successors and
assigns, directors, officers, employees and agents from and against any
Environmental Claim or Environmental Loss.
5. The provisions of this Addendum shall survive any expiration or
termination of the Security Agreement and shall be enforceable by Secured Party,
its successors and assigns.
Except as expressly modified hereby, all terms and provisions of the Security
Agreement shall remain in full force and effect. This Addendum is not binding or
effective with respect to the Security Agreement or Collateral until executed on
behalf of Secured Party and Debtor by authorized representatives of Secured
Party and Debtor, respectively.
IN WITNESS WHEREOF, Debtor and Secured Party have caused this Addendum to be
executed by their duly authorized representatives as of the date first above
written.
SECURED PARTY: DEBTOR:
Plymouth Rubber Company, Inc.
By: Timothy H. Brown By: D. E. Wheeler
Name: Timothy H. Brown Name: Duane E. Wheeler
Title: Sr. Transaction Mgr Title: Vice President - Finance
Attest:
By: Deborah A. Kream
Name: Deborah A. Kream
(3/91)
CERTIFICATE OF DELIVERY/INSTALLATION
UNDERSIGNED hereby certify that all equipment and property covered by a
Security Agreement or Chattel Mortgage dated December 29, 1995 and Note
dated December 29, 1995, between General Electric Capital Corporation
("Secured Party") and undersigned has been delivered to undersigned and
found satisfactory, and that any and all installation has been
satisfactorily completed. In order to induce Secured Party to advance the
loan evidenced by such Note, undersigned hereby waive any defense,
counterclaim or offset thereunder as against Secured Party.
Plymouth Rubber Company, Inc.
By: D. E. Wheeler
Title: Vice President - Finance
Date: December 29, 1995
(3/91)
COLLATERAL SCHEDULE NO. 001
THIS COLLATERAL SCHEDULE NO. 001 is annexed to and made a part of that
certain Master Security Agreement dated as of DECEMBER 29, 1995 between General
Electric Capital CORPORATION as Secured Party and Plymouth Rubber Company, Inc.
AS Debtor and describes collateral in which Debtor has granted Secured Party a
security interest in connection with the Indebtedness (as defined in the
Security Agreement) including without limitation that certain Promissory Note
dated December 29, 1995 in the original principal amount of $3,657,350.00.
Description Year/Model Serial Number
Location
See Attachment to Collateral Schedule No. 001
SECURED PARTY: DEBTOR:
General Electric Capital Corporation Plymouth Rubber Company, Inc.
BY: Barbara Bennett By: D. E. Wheeler
Title: Specialist - Acct. Admin Title: Vice President - Finance
Date: December 29, 1995 Date: December 29, 1995
<TABLE>
<CAPTION>
ATTACHMENT TO COLLATERAL SCHEDULE NO. 001
ITEM NO. DESCRIPTION IN PLACE ORDERLY AUCTION
NO. ITEMS VALUE VALUE VALUE
<S> <C> <C> <C>
BUILDING NO.l -
USED EQUIPMENT
1 1 Black Rock 4511 Hydraulic Slab Cutter 7,500 4,000 3,500
2 1 Core Cutter for Friction Cameron 5,000 500 100
3R 1 #11 Size Banbury Body and Slide Door 20,000 5,000 2,500
4 4 Spare No. 11 Banbury Rotors (In Yard 6,000 3,000 2,000
5R 1 #3D - 300 H,P. Banbury Body - Spare 30,000 15,000 10,000
6 1 #3D Banbury Spare Rebuilt Rotors 50,000 20,000 15,000
7R 1 No. 2 42" Multi Knife Duplex Slitter 3,000 1,000 500
8R 2 Appleton D42SH105 Auto Cut-off Lathe 6,000 3,000 750
9R 2 Lever 500 Auto Cut-off Lathes (No, 20,000 8.000 3,000
10 Lot Multiple Lots of Belt and Roller Con 5,000 2,000 500
11 1 Set of Kneader Rotors 2,000 500 100
12 Lot Miscellaneous spare parts including - Large Fans, Blowers,
various Idlers, Cutting Mandrels For Calenders, Cooling Cans,
Air Makeup Units, Motors, Reduction Gears, Pumps,
Hydraliners, Light Fixtures, Monorai 50,000 20,000 10,000
13 Lot "601, Pad Mll and Waldren Reverse Roll coater
FOR SALE
BUILDING NO. 5-2 - (MAINTENANCE STORAGE)
MAINTENANCE STOCK ROOM AND FORK TRUCK REPAIR
1 Lot Main Stock Room Spare Parts, Shelving, Electric
Parts, Motors, CabinetB, Tools, Dril 50,000 15,000 7,500
2 Lot 3 Welders, 2 Snow Blowerst Steam Cleaner, High
Pressure Cleaner, 2 Emergency Generators, Etc 25,000 10,000 5,000
3 Lot Electric Fixtures, Electrical Control Boxes,
Motors, 5 Motor/ Eddy Current Alternators, M 5,000 2,000 500
4 Lot Used Scales, Fans, Conveyors, Adhesive Mixers,
Pumps, Hoists, Chainfalls, Heat Exchangers, 10,000 5,000 1,000
BUILDING NO. 6-1 (R) - (MAINTENANCE STORAGE)
MAINTENANCE USED STORAGE
1 Lot Heater Units, Cooling Cans, Fans, Tri-Sets, Gears,
Compressors,, Motors, Transformers, I 20,000 7,500 2,500
2 Lot 5 Chillers, Drives, Hot Drum, Pipe F 20,000 8,000 2,500
3 Lot Hoists, Bench ScaleB, Floor Scales, Conveyors,
Spreaders, Guiders, Air Makeup Units 10,000 5,000 1,000
4 2 Sand BlaBters For Calanders (I New 8,000 4,000 2,500
5 1 Hot Oil Heated Lab Mill (In Process 20,000 10,000 5,000
BUILDING NO. 7-2 - (ELECTRIC SHOP) (1342)
ELECTRIC SHOP
1 Lot Electric Shop w/Motors, Hoists, Stackerf GrinderB,
Spare Parts, Tools, Test Equipment 30,000 13,500 7,000
2 Lot Ridgid Power Threader & Enerpac H Frame Press
& Vise 2,000 1,000 750
BUILDING NO. 7-1 - (MAINTENANCE, NO. 7 CAL.R NO. 3 BAN,)
PIPE SHOP
1 Lot Pipe Shop - Including Welder, Threader, Pneumatic
& Electric Tools, Vises, GrinderB, Pumps, Lockers,
Cabinets, Etc, 14,500 5,500 4,000
MAINTENANCE SHOP
1 1 Sheldon Lathe, s/n UM20968 13, x 36, 3,000 1,500 1,250
2 1 Newport Vertical Mill,s/n 79175, 42" 4,000 2,750 2,000
3 1 Norton Type C 10 x 36 surface Grinde 1,750 750 500
4 1 Boyer Schultz 612 Hand Surface Grind 1,750 750 500
5 1 TOS Trencier 17" x 1711 Lathe, SIN 64-2-587,
2000 RPM, Model SN-40 15,000 7,000 5,000
6 1 Hendey 16,v x 41 Lathe, SIN 10214 1,500 750 500
7 1 Do All Vertical Band Saw, SIN 36-636 1,500 3,500 2,750
8 1 Dayton U,S. 20" Floor Drill 1,000 600 450
9 1 Miller Dial Arc 250 Welder, SIN HGO1 1,100 500 350
10 1 Kalamazoo 9AD Horizontal Band Saw, S 1,250 900 700
11 Lot Miscellaneous Machine Tools including Gang
Box w/Hand & Electric ToolB, Electrical Hoists
Benches, ViseB. Grinders, Cabinets, 2 Lincoln 225/250
AMP Welders, Tables, Floor Drill, 61 Sander, Oxy
Acetylene Outfits Cafeteria & office 12,000 5,000 4,000
CALENDER NO. 7 LINE
1 1 Farrell 3 Roll 60" x 24" Calender w/125 Horsepower
Motor, Unwind & 2 - 21 Cooling Cans & Trane
15 Ton Water Cooled Refrigeration Co 30,000 5,000 2,000
2 2pcs Barry 60" x 22'1/2011 2 Roll Mill & 48" x 1611 2 Roll Mill
w/l - 200 Horsepower Drive 20,000 2,500 1,000
3 1 Hosts, Scale Carts, Tubs, Miser, of 5,000 3,000 2,000
BANBURY NO. 3 LINE
1* 1 Banbury Size 11 Mixer, Drill Side, Toledo
Batching and Weighing System w/Scale & Recorders
500/250 Horsepower, Slide Door, Thermolator, w/Trane
50 Ton Chiller. Banbury & Motor majo 250,000 100,000 50,000
2 1 Bolling 84" x 26'1/22" 2 Roll Mill, 200 Horsepower
w/soap conveyor 50,000 20,000 10,000
3 1 Royal 3A Extruder Strainer - 1011 Screw, Profile Head, w/
Take-A-Way Cut Off Unit 30,000 15,000 10,000
BUILDING NO. 8-1 - (COMPOUND ROOM) (4489)
1ST FLOOR COMPOUND ROOM
1 Lot Black Rock 3011 Hydraulic Cutter, Scales, Con-
veyorf Baler, Tote Bins, HoiBtS, Etc 15,000 7,500 5,000
2 1 Trane Refrigeration compressor, 30 HP, 35 Tons with/
Piping (Ban 3/ Cal 7) - Water Cooled 9,000 1,500 1,000
3* 1 Anver Electric Power Vacuum Assist Lift Hoist w/Single
Bridge Crane System 17,500 7,500 4,000
4* 1 Filing LTEC 16 Electronic Lift Scale 5,000 3,500 2,000
BUILDING NO. 8-2 - (LAE) (4489)
LAB 2ND FLOOR
1 Lot Furniture in ReBearch & Development 7,500 3,500 2,500
2 1 H,P, Series II, Model 5890 Gas Chrom 14,000 10,000 7,000
3 1 Perkins Elmer 1600 Series PTIR Infra Red Spectrophotometer
w/ Plotter, SIN 188499 25,000 12,500 7,500
BUILDING NO, 8-3 - (LAB) (4489)
LABORATORIES
1 Lot Desks & Chairs, Furniture, Files, Bu 4,000 2,500 1,900
2* Lot Scott Tensile TesterB. Packard Unwind Tester w/
computer, Cold Wallace Tester, Adhesion TeBter,
Shear TeBter, 2 Dielectric Testers, 17,500 7,500 5,500
3* 1 United Tensile Tester Model UEC2,0-60OLN2, serial
109406, with complete COMPUter SyBtem in CT 37,500 25,000 15,000
4 1 Braebender Model PL 2000 Plasticorder wl Power
Supply & Spare Heads 25,000 20,000 16,500
5 1 Farrel Combination, 12" x 6" 2 Roll Mill & 12" x 6"
3 Roll calender, Top Cap w/Gas Boile 25,000 8,000 5,000
6 2 Thropp 1211 x 6" 2 Roll Mill, Top Cap 12,000 7,000 4,000
7 1 Motor Driven Blender / Baker Perkins 3,750 2,000 1,500
8 1 Farrel Lab Banbury Model BR - 25HPr With
Instrumentations, SIN A3381, 1959 50,000 35,000 15,000
9 Lot Assorted Testers, Inc. Hot Wallace Testerf
Electronic Scales, Lab Benches, Lab Press,
Hot Plates, Chemical Cabinets, Lab Extruder
Perfected 1/2, (4) Blue M OvenB, and
(2) Precision Ovens, Cold Test Appar 30,000 17,500 12,500
10 1 High Speed Unwind Tester HSU 1000 (i 10,000 5,000 2,500
11 Lot High Voltage Lab, Desks, Filesj, Drafting Table,
Comparator, Benches, Scope Testers 5,000 2,500 1,500
12 Lot High Voltage Lab Special Built High Voltage Test
Equipment In Room 30,000 10,000 5,000
BUILDING NO. 9 - (BAN NO, lr BOILER ROOM)
BANBURY NO. I LINE (5412)
1 1 Banbury Mixer No. 1 Size 11 Top Load Bottom Drop
Mixer, 250/500 Horsepower w/Weighing 100,000 40,000 20,000
2 1 Eenco 2 Roll Mill # 1 841, x 26"/20", 200
Horsepower & Soap Conveyor, Unitized, Direct
Coup 75,000 27,500 17,500
3 1 Worthington Refrigeration Compressor 100
Horsepower 100 Ton w/Piping 15,000 2,500 2,000
4 Lot Electric Hoists.Monorail, Floor Scal 6,500 2,750 l,750
COMPRESSOR ROOM & AIR DISTRIBUTION
1 1 Worthington 125 Horsepower 2 Stage Air
Compressor w/Piping 20,000 6,500 4,000
2 1 Quincy Q1000 Rotary Air Compressor 200
HorBepower w/Piping, SIN 31114-0-3483 30,000 12,500 10,000
PLANT PIPING
BOILER ROOM & POWER DISTRIBUTION
1 Lot Plant Cooling Water Supply Pumps 30,000 9,000 5,000
2 1500 GPM Worthington,
1- 2500 Worthington, 1 Ingersol Rand301,000
2 Lot MIBC. PUMPS, Plant Piping and Distri 100,000 2,500 1,000
FIRE PROTECTION (SEP, BLDG.)
1 1 250 0 GPM Fairbanks Morse Fire Pump 10,000 3,000 1,500
2 1 300 HP Cummings Diesel Engine Model 15,000 5,500 3,500
BUILDING NO. 12 - (RUBBER STORAGE) 2-(6636)
FIRST FLOOR STOCK STORAGE (6636)
1* 1 Gardner Denver Electro Saver Model
EAQSM-100 Horsepower Air Cooled Air Comp.
& Dryer, w/Piping f 25,000 10,000 8,000
SECOND FLOOR STORAGE (6636)
Area currently not in use,
BUILDING NO. 13 - FIRST FLOOR
DECORE AREA & STORAGE AREAS
1 2 Tape Decoring MachineB 20,000 4,000 1,000
BUILDING NO, 15 - (MAIN OFFICE, BALLET)
FIRST FLOOR
Rental "Boston Ballet"
1 1 Tape Annealing oven 30' x 20, x 10 40,000 10,000 5,000
SECOND FLOOR (MAIN OFFICE)
1 Lot Partitions, Metal & Wood Deskst 4-Drawer and 2-
Drawer Files, Lateral FileB, Tables, Typewriters,
Calculators, BookcaseB. Chairs, Furnishings Lamps,
Copiers, Crendenza, Shelving, Safes 100,000 37,500 25,000
3 1 Fairchild-Davidson, Model 5008 Dupli 1,000 300 200
4 1 Iteck 615E Platemaker, Model 200900A 15,000 7,500 5,000
5 1 Challenge & Price 26" Paper Cutter, 2,000 750 500
6 1 Challenge JO Paper Drill 1,000 350 250
GUARD HOUSE / CLINIC (SEP. BLDG.)
1 Lot Time Clocks, RackB, Furniture etc. 5,000 2,000 1,500
BUILDING NO. 16-1 - (BALLET STORAGE)
1 1 6' x 8' Scissor Lift In Floor 7,500 4,500 3,500
BUILDING NO. 16-2 - (BALLET STORAGE)
BALLET STORAGE - 2ND FLOOR
BUILDING NO, 16-3 - (OFFICES a OFFICE SUPPLIES) (7920)
BUILDING NO, 17-1 - (HAND PACK LOGS)
1 1 Brookfield Model MBB TC 500 Viscometer
(1993) w/Printer, SIN 92BMLO7250-3 5,000 2,500 1,500
2* 1 Log splitter (1991) - modified to a 4,000 1,000 500
3 Lot Oxy Acetylene Outfit, Cut-Off Saw, Bench Drill,
Tables, Vise, Shelving, Etc. (Area M 5,000 2,000 1,500
4 1 Carrier Liquid Chiller for Top Coater System
Model 30HRO40, s/n D148872, 30 Ton w 10,000 2,000 1,000
5* 1 HAKO Minute Man Model 800 Floor Swee 5,000 2,500 1,500
BUILDING NO, 18-1 - (GRANULATORS - MIXING) FIRST FLOOR
GRANULATOR AREA
1R 1 Cumberland Pelletizer No, S. 8", SIN 7,000 4,500 3,500
2 1 Toledo Dial Face in Floor Platform S 2,000 750 500
4R 1 Goodman Slab Guillotine (From Cal. N 3,750 2,000 1,500
MIXING ROOM
1 1 Silverson Adhesive Mixer Approximately
675 Gallon 75 Horsepower motor Stainless Steel
Jacketed 15,000 5,000 3,500
2 2 Petzholdt Adhesive Stainless Steel Mixer,
71 x 2 1/21 Jacketedf Approx. 50 Horsepower
w/Pump 600 Gallon, Hemispherical, Bottom Drive
(one Completely Rebuilt in 1993 from B-13) 90,000 30,000 25,000
3 1 Silverson AdheBive Mixer, 175 Gallon 750 200 100
4 Lot Floor Scale, Small Pumps, Meters, Incline
Conveyor, Small Mixers, Pneumatic Cut-off Etc, 4,000 2,000 1,500
5* Lot Two Programmable Batch Pumping Syste 7,000 3,000 2,000
STORAGE 2ND FLOOR (9933)
Area not in use (contains cyclone - Blackfriars Granulator)
1 Lot Used Office Equipmentr Records Stora 500 200 100
BUILDING No. 19 - (TOPCOATERS)
TOPCOATERS
1* Lot Steel Pin Racks For Bars (225) 112,500 33,750 22,500
2 Lot Desks,, Chairs,, Files, Cabinets, Bookcases,
Business Machines, Etc, (Mezzanine Office Are 4,000 2,000 1,500
3* Lot No.7 Tape Coating Line Rebuilt in 1995 Consisting of:
1 Motor Driven Dual Unwind Stand 60'v
2 Total Enclosed View Area Containing an Advantz
Guaging Unit
A Base Coater Station w/Flash oven, & Reverse
Roll Coating Station
3 Five Zone 100' x 6' Total Enclosed Heating Oven
4 Tempering Drum
5 Advantz Guage Unit
6 Log Windup
7 Complete Display Control Panel and D 750,000 275,000 175,000
5* Lot No. 5 Tape Coating Line Consisting of Motor
Drive Unwind 60", Gravure Roll Coating, Reverse
Roll Coating Section, Printing Station, 100lx6lxll
oven, Tempered Heating Drum, Tension Control
(1994) 5' Wind-up & Rewind Station with new
modern DC drives and contro 140,000 40,000- 30,000
6* Lot No. 6 Tape Coating Line Rebuilt in 1994 Consisting of:
1 Motor Driven Dual Unwind Stand 60"
2 Total Enclosed View Area Containing an Advantz
Guaging Unit
A Base Coater Station w/Flash oven, & Reverse
Roll Coating Station
3 Five Zone 100'x6' Total Enclosed Heating Oven
4 Tempering Drum
5 Advantz Guage Unit
6 Log Windup
7 Complete Display Control Panel and D 750,000 275,000 175,000
7* 1 Cobden-Cadwich Continuous Log Winder w/
Accumulator, Fife Guiders, Vacuum Belt,
Automatic Core Loader, Windup,
Automatic Tabber - Length Cutter, an 250,000 130,000 75,000
8* 3 Three Process Heat Annealing Ovens 1 200,000 105,000 60,000
9 Lot Hand Trucks, Pumps, Jib Crane, Elect 6,000 4,000 3,000
10 Lot Print Rolls, Engraved Rolls in Racks 10,000 5,000 2,000
11 1 Gas Fired Catalytic oxidizer Inciner 160,000 80,000 20,000
12 1 Thermo Environmental Instruments, Inc,
Model 51 Continuous
Total HydroCarbon Analyzer/w printer 32,500 20,000 15,000
BUILDING NO. 20-1 - (STORAGE) 12580 SQ. FT
Not is use for current manufacturing - Temp. F,G. Storage
1 Lot 92 Sections Pallet Shelving, Scales, 10,000 5,000 3,500
BUILDING NO, 20-2 - (MAINTENANCE & LAB)
1 2 Lab Type Mills 8,000 4,000 3,000
2 Lot Mixer, Fibre Tank, Hoist, Pump 7,000 4,500 3,500
3* 1 Sanborn Centrifical Oil Seperator 6,000 3,000 2,000
Not is use for current manufacturing
BUILDING NO, 20-3, 20-4 - (HYDROTHERMF LAB)
HYDROTHERM ROOM
1 1 Chicago - Pneumatic Single Screw 460 Rotary Air
Compressor, SIN 93337 w/Piping 15,000 4,500 3,500
PLASTIC LAB - 2 FLOORS
1 Lot Ovens, Humid Chamber, Lab BencheB, ScaleB.
ACA Spectro- Sensor Color System w/PC,
Furniture, Etc.
Furniture, etc. 30,000 12,500 7,500
BUILDING NO. 21 - (WAREHOUSE)
1 1 Lantuck Lan Wrapper 6' (Conveyor lis 7,000 4,500 3,500
Balance Not in Use for current manufacturing - Temp, W,I,P, Storage
3 Lot Warehouse Consisting of 348 Section Channel
Type Steel Pallet Shelving 35,000 14,000 10,000
4 Lot 4 Sections A Frame Roll RackB w/48 Embossing Rolls
and Traveling HoiBt (Active & Spare 25,000 10,000 5,000
BUILDING NO. 22 - (Q,A. LAA & STORAGE) (10,000 SQ. FT.)
QUALITY CONTROL LAB.
1 Lot USM Clicker w/ Cutting Dies, Magnified Light
Inspection Units, Precision Oven, Furniture in 10,000 4,000 2,500
2* Lot Scott Tensile Testers, Instron Pull Tester
Upgrade 1994, Scales, Mooney Tester,
in cold room. 35,000 17,500 12,500
3R 1 Blue M Electric Oven size 336 (Telescoping Test) (1993),
SIN 33X-103-93f 343Degree C/650 Degr 6,000 4,500 3,000
4R 1 Monsanto Rheometer, Model TMIOO, SIN 10,000 6,500 5,000
Balance of Room not in use for manufacturing - scrap storage
BUILDING NO. 24 - (REWIND) (20,000 SQ. FT,)
1 1 Process Heating Co,, Model 1906, 1.5 MM BTU
w/Recorder, Steam Heated Recirculating Oven for
Rubber Products, Size 20' x 501 (1993) 70,000 45,000 20,000
2R 1 4' Motor Driven Core Cutter (For Friction Tape
Rebuilt In 1989) 1,500 750 500
3R 1 4' Multi Knife Slitter (For Friction 7,500 3,000 2,000
4R 1 Liner Rewind Machine with Monorail ( 2,500 1,000 750
5 1 No, 3- 42" Multi Knife Duplex Slitter
w/Rewind & Control w/ Guided Unwind 3,000 1,250 1,000
6 1 No. 10 Johnstone 481, Surface Wind-up 4,000 2,000 1,500
7 1 No. 7- 60" Surface Windup Machine (B 4,000 2,000 1,500
8 1 6011 Rewind & Inspect Machine w/Drive 2,500 750 500
9 1 No. 5- 6011 Multi Knife Duplex Slitte 4,000 2,000 1,500
10 1 No. 9 - 42" Center Windup Multi Knife Slitter
w/Dodgew Unwind (Barring) 3,000 1,500 1,000
11 2 Special Built Abrasion Protector Pad Rewind
Machine Built in House (1993)(1995) w/SoCo C 55,000 15,000 10,000
12 1 18" Motor Driven Pad Cut-off 750 350 250
13 2 Special Built RewinderB 1,000 200 100
14 Lot Electric Hoists, Curing Drums. Roll 15,000 1,500 700
15 4 Assorted Toledo & Fairbanks Platform 1,200 500 350
16 1 Electronic Floor Scale (1994) 7,000 5,000 4,000
17 1 Plymouth design 1994 Liner retrieval Equipment w/
Edge-guided M.R. brake control letoff, liner
windup, separator letoff, 2 roll facing station,
tempered drums, Menzel tension control windup,
three 175,000 50,000 20,000
BUILDING NO. 25-1, 25-2 - (TAPE PACKAGING & KIT ROOM)
FIRST FLOOR - CUT AND PACK ROOM
1R 1 No.14 Lathe Cevenini Model ES9 Automatic
Single Log Slitter New 1993 SIN NA. 50,000 30,000 25,000
2R 1 No. 1 Shanklin Model S.3CL L Sealer w/Model
T6XL Shrink Tunnel & Conveyor 2,500 1,500 1,000
3R 1 Star Burst Knotching machine w/ Dies 10,000 5,000 3,000
4R Lot No. 4 Wrap King, wl Label-Aire Labeler &
Printer, Tub, w/Carton Sealer 35,000 17,500 12,500
5* 1 Neno Teck Model TWS Serial N8931 Multi-Packer
w/ Shrink Wrap, Tub, & Carton Sealer 60,000 35,000 20,000
6R Lot Shanklin Auto L Sealer Model, A-26A SIN A9114
(1991), Shanklin Shrink Tunnel Model F6XLF
Label-Aire Model 2111M (1991), Carton Sealer 30,000 17,500 10,000
7R 1 Crystal Pack w/Conveyor & Carton Sea 2,000 1,000 500
8R 1 Autobagger Automasted Packaging Syst 4,000 2,000 1,000
9 1 No. 3 C & K Wrap King Wrapper, s/n 3373, w/Belts,
Model DW-2S, SIN 3373 w/ Carton seal 17,500 10,000 7,000
10 1 Syntron PFM-152-10 Feeder, w/Syntron BE-6-12 Belt
Elevator, Conveyor, vibratory Bowl Feeder 20,000 7,500 5,000
11 1 Model 1601A Weldotron Combo Wrapper, Bealert
Shrink Tunnel, Autolabe labeler, Model 110RH,
and C 30,000 15,000 12,500
12 1 No. 1 Turret Lathe Cevenini ET8B 4 Station Auto
Lathe S/N 02288ET8 w/ Conveyor (5/16/89),
BemiBtaper Carton Sealer 85,000 45,000 35,000
13 Lot No. 2 Turet Lathe Cevenini ET8A 4 Station Auto
Lathe (1991) S/N 02358-88-ET8 w/ Rotary Index
Feeder, Conveyor, No. 2 Wrap King, Label-Aire
Labeler, Carton Sealer, Conveyors, Model
S-3CL-L Sealer, T-6 110,000 70,000 45,000
14 1 No. 1 C&K DW 2 Wrap King wl Friction Roll
Breaker, Conveyor, Carton Sealer & Willett La 20,000 10,000 7,000
15 2 Lever 500 Auto Cut-off Lathes (No. 7 20,000 10,000 8,000
16 2 Lever 500 Auto Cut-off Lathes (No. 20,000 10,000 8,000
17 Lot 1 Semi Automatic Slitter, Two (2) Ha 16,500 7,500 3,500
18 Lot Centralized Conveyor System For All 90,000 20,000 7,500
19 1 HAKO Minute Man Model 800 Floor Sweeper 5,000 2,500 500
20 1 HAKO Minute Man Model 320 Floor Scrubber 6,000 3,000 1,000
21 Lot Hanikson CompreBBed Air Drier, Misce 3,000 2,000 1,000
Lot Miscellaneous Office Furniture 10,000 5,000 3,500
SECOND FLOOR KIT ROOM - PACKAGING STORAGE
1R Lot Big Joe Stacker, Handling Equipment,
Shelving, Tape Shooters, Strap Truck, Fans
Factory Carts, Scale, Etc, On Floor 7,500 3,500 2,500
BUILDING NO, 26 - BAR STORAGE & PLASTIC OFFICES
FIRST FLOOR WIP BAR STORAGE
SECOND FLOOR OFFICES
1 Lot Furniture in Plastic Office, Desks, 12,500 6,000 5,000
BUILDING NO, 27 - (CAL, 51 Sr & 10)
1 Lot Young Bag Dumping, w/Screen, Hoppers, Blowers,
Scales, Etc, for Lines 5 + 8 + 10 25,000 5,000 3,000
CALENDER NO, 8 LINE
1 1 Young Feed Hopper
2 1 Ribbon Single Screw Pre-Blender w/Scales
3 1 Young Ribbon Holding Blender w/ScaleB
4 1 Farrel 11 Slide Banbury Mixer 500/250 Horsepower
& Conveyor
5 1 Bolling 82nx241, /20" 2 Roll Feed Mill w/Conveyor
& Metal Detector, Foote Reducer
6 1 Royle 8 1/2 Extruder/Strainer 125 HorBepower, SIN
4641, w/Conveyor
7 1 Bolling 84lix26"/2011 2 Roll Mill w/Conveyor & Metal
Detector & Reducer & Wig Wag Feed
8 1 Farrell 68"x24" Inverted L 4 roll Calender w/CrOBBing,
SIN 49092, 125 Horsepower
9 1 Dual Roll Let Off
10* 1 Automatic Screw Driven Trim Knives
11 2 Trim Return UnitB
12 1 Facing Station w/Thermolator Temperature & Pressure Control
13 1 3 Can 72'lx2411 Cooling Section w/Chiller
14 1 Accumulator
15 1 Trim Section
16 1 New Menzel Dual Station Windup (1992) w/Monorail and
Scale Weighing Unit *
17 1 Carrier Chilling System for Calender No. 8 Model VE50
18* 3 Video Display Monitors 575,000 220,000 110,000
CALENDER ROOM
1 1 Goodman 30" Hydraulic Guillotine 3,750 2,000 1,500
2* Lot Scales, Dust Collector, Palletainersf Trucks
Electric Hoists, Roll DollieB, Monorail System,
24 " and 36" Curing Drums 35,000 15,000 10,000
CALENDER NO, 5 LINE (RESIDUAL)
1 1 Young Feed Hopper w/weigh Scale
2 1 Single Ribbon Preblender w/Hopper
3 1 Ribbon Holding Blender w/ Scale
4 1 Farrel 11 Slide Banbury w/Scales 500/250
Horsepower w/Conveyor
5 1 Farrel 84,lx2411/20' 2 Roll Mill, Bull Type
6 1 Royle 3A Extruder/Strainer, SIN 3574 300,000 85,000 35,000
CALENDER NO, 10 LINE (INCLUDES COMPOUNDING ROOMS)
1 2 Young Pneumatic Feed Hoppers w/Tanks & Weigh Scales
2 2 Ribbon Pre-blenders, single screw 5000 lb Capacity
w/Hoppers
3 1 Young Ribbon Holding Blenders 15 Horsepower w/175
lb Weigh Scales
4 2 Farrel #3D Banbury Mixers, w/Bucket Elevators &
Conveyors 300 Horsepower
5 2 Bolling 60'lx22"/20" 2 Roll Mills, 100 Horsepower, s/n
10594, Unitized
6* 1 Royle 3A Extruder/Strainer, s/n 4659, 3 1/2 (Improve 195)
7 Lot Conveyors & Metal Detectors plus Non Ferros Detector (93)
8 1 Bolling 60" 20" 2 Roll Mill, SIN 714
9 Lot Conveyor Oscillating Wig Wag Feed
10 1 Farrel F Type 82'lx28" 4 Roll Calender w/crOBS
Axis 13 Roll, Roll Bending #4 Roll, Hot Oil Rolls
11 1 Lembo Stripper Section
12 1 Embossing Roll
13 1 Lembo Relaxer
14 1 Trim Section, Lembo
15 1 LFE Profit Master 5001 Film Guage Control Unit
16 1 Lembo 82"x24" 6 Can Cooling Section
17 1 G,E. Calender Speed Variator - Control
18 1 Lembo Trim Section
19 1 Lembo Fly Knife Turret Wind-up 84,lx241,
20 1 American HydroTherm Hot Oil System
21 2 York 75 Horsepower Chiller
22 Lot Embossing & Rubber Rolls in Storage Rack
w/Monorail
23 Lot Electric Switch Gear & Controls & Pr 1,500,000 600,000 350,000
24 Lot Noltec computerized batch weighing SyBtem
with five super Back weighing units and
complete visual display and data
print out (1993) w/Two Oil Heating S 250,000 80,000 30,000
BUILDING NO, 29 - (GRANULATOR & SILICONE ROOMS
GRANULATOR ROOM
1 1 Cumberland 100 Horsepower Granulator 12,500 7,500 5,500
2 1 Vinyl Master Roll Scrapping Unit 4,000 500 250
SILICONE ROOM.
1R 1 Farrell 2 Roll Mill 36" x 16" w/Vari Drive, 60
Horsepower Unitized 20,000 7,000 4,000
2R 1 Silicone 24 11 Ross Mixer SIN 6 (8/90 16,000 7,500 4,000
3R Lot Scales.Goodman Bench Guillotine Cutt 2,500 1,000 750
4* 1 Edward Liquid Chiller Model CD-10-AH 8,000 4,000 2,000
5R Lot Silicone Extrusion Line Consisting of Royal Vent
Type Extruder, Marker, Conveyor Oven, Tension
Stand, Cooling Conveyor & Wind-up 10,000 2,000 1,000
6R 1 Westinghouse 10 Horsepower Tank Mounted Air
Compressor w/Piping (For Silicone unit) 3,000 750 500
BUILDING NO. 30 - (CAL. lt KNEADER, HASTICT SOLVENT PECOV'ERY)
CALENDER NO. 1 LINE
1 1 Electric Stacker
2 1 Banbury 4A Slide Door 300/150 Horsepower w/conveyor
3 1 Barry 60nx22,lx2O' 2 Roll Mill, 150 Horsepower
4 1 Farrel 60,lx22'lx2O" 2 Roll mill w/Blender, Bull Gear
w/Feed Conveyor
5 1 Motor Driven Auto Guide Unwind 60"
6 1 Birmingham 3 Roll Calender 66'lx221, w/Hydraulic
Pressure Roll
7 1 60" Embossing Station
8 1 4-60" Cooling Can Section w/Acme Chiller
9 1 Dust Box w/Brushes
10 1 Accumulator
11 1 Dual Wind-up 150,000 45,000 30,000
Lot Hoists, Dollies, Furniture, Scales, 20,000 9,000 7,000
13 1 Bolling 60"x2O" 2 Roll Mill, 100 Hor 25,000 15,000 10,000
KNEADER
1 1 Amp Top Loader Kneader/Mixer, s/n 11742, 50 HP
with Conveyor and Cooling Tank 25,000 15,000 10,000
2 1 Spadone 3011 Hydraulic Slab Chopper 5,000 2,500 1,500
3 Lot Scales, Drum Lifter, Monorail SyBtem 3,000 1,000 750
MASTIC
1 1 USM #8 Hydraulic Clicker 2,000 1,250 1,000
SOLVENT RECOVERY CONTROLS
1 1 G.D, 50 Horsepower Electric Screw Rotary Air
Compressor w/Air Drier, w/Piping 17,500 6,000 4,000
2 1 Solvent Recovery System (Outside) consisting
of Heat Exchanger, 3 Stainless Steel Tanks,
Condensor, & Inside Controls for Top Coating
SyBteM. Act 500,000 70,000 35,000
3 1 Richards-VOC Hydrocarbon Analyzer Monitoring
System w/Computer Located in Bldg. 26-2 50,000 22,500 15,000
4 1 Modified Solvent Recovery Deaerator System
For Solvent Recovery (1992) 30,000 12,500 7,500
BUILDING NO, 31, 32 - (RAW MATERIAL STORAGE)
1 Lot 174 Sections Pallet Storage Type Shelving
in Warehouse 18,000 14,000 9,000
2 Lot Floor Scale, office Furniture, Material
Handling Equipment etc. 6,000 4,000 3,000
BUILDING NO. 33t 34, 35 - (FINISH GOODS, SHIPPING)
CENTRAL SHIPPING
1 1 Mima 72 Auto Pallet Wrapper 5,000 3,000 2,000
2* Lot Office Furniture in Shipping & Prod. Control
Offices, Floor Scales, Labeling Equipment
in Separa 12,000 6,000 3,000
3 Lot Approximately 310 Sections of assorted
adjustable Pallet shelving 30,000 22,000 14,000
4 2 Industrial 24lx33'xlll Heat Curing 0 10,000 500 250
5 Lot American Modified 100 Ft* x 25 Ft* Electrified
Double Track Monorail System w/Trans-Beam
Electri 20,000 5,000 3,000
6 1 Tennant Scrubber 320 Floor Sweeper S 2,500 2,000 l,500
7* 1 HAKO Minute Man Model 800 Floor Swee 5,000 2,500 500
8* 1 KAKO Hinute Han Hodel 320 Floor Scru 6,000 3,000 1,000
BUILDING NO. 47 - (PLANT GENERAL - NOT A BUILDING)
YARD (SILOS)
1 5 180,000 lb. Steel Silo Outside & Railroad off
Loading, Pumps, Blowers, Piping, Etc 50,000 10,000 7,500
2* 3 180,000 lb. Steel Silos, Pumping, Et 30,000 4,500 3,000
EQUIPMENT FOR SALE SINCE 7/94 ADJUSTED
BUILDING NO.1
1 1 3 Roll Waldron reverse roll coater 10,000 5,000 1,000
2 1 Sherman 60'fx22'lx2O" Feed Hill, w/Red 20,000 10,000 8,000
BUILDING NO, 21
...............
1 Lot 4 Section A-Frame Roll Racks w/48 Embossing Rolls
and Traveling Hoist (obsolete Grains 8,000 4,000 2,000
BUILDING NO. 34
CALENDER NO. 9 TRAIN ."V'
1 1 Farrel 72"x24" 3 Roll calender, SIN 6OA326
2 1 Welman-Sever Morgan 60,lx2211/2011 Size, 2 Roll
Breakdown Mill, 250 Horsepower, ShaftDriven
3 1 Welman Server Morgan 60'vx2211/20" Size, 2 Roll
Warm-up Mill 35,000 20,000 10,000
CURRENT TOTAL 9,472,800 3,657,350 2,137,150
Active and For sale
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-29-1996
<PERIOD-END> MAR-1-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 6918
<ALLOWANCES> 179
<INVENTORY> 9670
<CURRENT-ASSETS> 19281
<PP&E> 27505
<DEPRECIATION> 19171
<TOTAL-ASSETS> 31343
<CURRENT-LIABILITIES> 16274
<BONDS> 0
0
0
<COMMON> 1900
<OTHER-SE> 3106
<TOTAL-LIABILITY-AND-EQUITY> 31343
<SALES> 13312
<TOTAL-REVENUES> 13312
<CGS> 12577
<TOTAL-COSTS> 12577
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 8
<INTEREST-EXPENSE> 302
<INCOME-PRETAX> 412
<INCOME-TAX> 107
<INCOME-CONTINUING> 305
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 305
<EPS-PRIMARY> .14
<EPS-DILUTED> .14
</TABLE>
