================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------
FORM 10-Q
[ X ] Quarterly Report Pursuant To Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the quarterly period ended June 30, 1997
OR
[ ] Transition Report Pursuant To Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the transition period from _________ to __________
Commission File Number 0-23688
AMERICAN BUILDINGS COMPANY
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 63-0931058
------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
P.O. BOX 800
STATE DOCKS ROAD
EUFAULA, ALABAMA 36027
--------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(334) 687-2032
----------------------------------------------------
(Registrant's telephone number, including area code)
NOT APPLICABLE
----------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (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
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of the latest
practicable date: AUGUST 4, 1997 - 5,277,373 SHARES.
================================================================================
<PAGE>
INDEX
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
PAGE NUMBER
-----------
PART 1. Financial Information
ITEM 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets--
June 30, 1997 and December 31, 1996 ................... 2
Condensed Consolidated Statements of Income--
Three months ended June 30, 1997 and 1996;
Six months ended June 30, 1997 and 1996 ............... 3
Condensed Consolidated Statements of Cash Flows--
Six months ended June 30, 1997 and 1996 ............... 4
Notes to Condensed Consolidated Financial Statements .... 5
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations ................... 8
PART II. Other Information
ITEM 4. Submission of matters to a Vote of Security Holders ..... 12
ITEM 6. Exhibits and Reports on Form 8-K ........................ 12
<PAGE>
<TABLE>
<CAPTION>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
JUNE 30, DECEMBER 31,
1997 1996
--------- --------
(UNAUDITED)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash ....................................................................... $ 0 $ 0
Accounts receivable, net of allowance for doubtful
accounts of $3,751 and $3,345 in 1997 and 1996, respectively ............. 35,721 36,332
Inventories ................................................................ 20,104 19,823
Other ...................................................................... 4,112 4,417
-------- --------
Total current assets ................................................. 59,937 60,572
PROPERTY, PLANT AND EQUIPMENT, at cost ........................................ 76,259 71,880
Less accumulated depreciation .............................................. 40,940 38,686
-------- --------
35,319 33,194
RESTRICTED CASH ............................................................... 347 466
DEFERRED INCOME TAXES ......................................................... 1,313 1,313
OTHER ASSETS, net ............................................................. 6,980 6,425
-------- --------
TOTAL ASSETS ......................................................... $103,896 $101,970
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt ....................................... $ 1,040 $ 1,051
Accounts payable ........................................................... 25,850 32,306
Accrued liabilities ........................................................ 14,190 12,137
Accrued income taxes ....................................................... 956 1,368
-------- --------
Total current liabilities ............................................ 42,036 46,862
LONG-TERM DEBT, net of current maturities ..................................... 12,520 10,872
OTHER NONCURRENT LIABILITIES .................................................. 2,925 2,770
STOCKHOLDERS' EQUITY
Preferred stock, $.01 par value; 4,000 shares authorized,
no shares issued and outstanding in 1997 and 1996 ........................ -- --
Common stock, $.01 par value; 25,000 shares authorized,
6,327 shares and 6,312 shares issued
at June 30, 1997 and December 31, 1996, respectively ..................... 63 63
Additional paid-in capital ................................................. 31,209 31,049
Retained earnings .......................................................... 42,757 36,885
-------- --------
74,029 67,997
Less-Treasury stock, at cost (1,040 and 1,001 shares at
June 30, 1997 and December 31, 1996, respectively) ....................... (27,614) (26,531)
-------- --------
Total stockholders' equity ........................................... 46,415 41,466
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ........................... $103,896 $101,970
======== ========
</TABLE>
See notes to condensed consolidated financial statements.
2
<PAGE>
<TABLE>
<CAPTION>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(In Thousands, Except Per Share Amounts)
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
--------------------- ------------------------
1997 1996 1997 1996
------- ------- -------- --------
<S> <C> <C> <C> <C>
NET SALES .............................................................. $78,509 $66,302 $136,113 $114,482
COSTS AND EXPENSES:
Cost of sales ....................................................... 64,231 54,707 113,074 95,395
Selling, general, and administrative ................................ 6,928 5,905 12,999 11,548
------- ------- -------- --------
71,159 60,612 126,073 106,943
OPERATING INCOME ....................................................... 7,350 5,690 10,040 7,539
INTEREST EXPENSE (INCOME) .............................................. 266 2 491 (173)
------- ------- -------- --------
INCOME BEFORE PROVISION FOR INCOME TAXES ............................... 7,084 5,688 9,549 7,712
PROVISION FOR INCOME TAXES ............................................ 2,727 2,189 3,677 2,968
------- ------- -------- --------
NET INCOME ............................................................. $ 4,357 $ 3,499 $ 5,872 $ 4,744
======= ======= ======== ========
NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE ...................... $ .77 $ .56 $ 1.04 $ .74
======= ======= ======== ========
WEIGHTED AVERAGE NUMBER OF COMMON
AND COMMON EQUIVALENT SHARES OUTSTANDING .............................. 5,658 6,248 5,661 6,391
======= ======= ======== ========
</TABLE>
See notes to condensed consolidated financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(In Thousands)
SIX MONTHS ENDED
JUNE 30,
---------------------
1997 1996
------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income ....................................................................... $ 5,872 $ 4,744
------- --------
Adjustments to reconcile net income to net cash provided by
(used for) operating activities:
Depreciation and amortization ............................................. 2,409 2,116
Changes in assets and liabilitites:
Accounts receivable, net ............................................... 611 (2,102)
Inventories ............................................................ (281) (1,056)
Accounts payable ....................................................... (6,456) 2,231
Accrued liabilities and taxes .......................................... 1,641 (3,516)
Other working capital changes .......................................... 305 (1,853)
Other, net ............................................................. (69) (1,152)
------- --------
Total adjustments ................................................... (1,840) (5,332)
------- --------
Net cash provided by (used for) operating activities ................ 4,032 (588)
------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Decrease in restricted cash ...................................................... 119 3,015
Investment in China Joint Venture ................................................ (525) (2,460)
Proceeds from sales of fixed assets .............................................. -- 30
Net proceeds from sales of nonoperating property ................................. -- 947
Additions to property, plant, and equipment ...................................... (4,379) (4,681)
------- --------
Net cash used for investing activities .............................. (4,785) (3,149)
------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net changes in revolving credit facility ......................................... 1,676 3,363
Proceeds from issuance of common stock, net of issuance costs .................... 160 654
Purchase of treasury stock ....................................................... (1,083) (17,380)
------- --------
Net cash provided by (used for) financing activities ................ 753 (13,363)
------- --------
NET DECREASE IN CASH ................................................................ -- (17,100)
CASH AT BEGINNING OF PERIOD ......................................................... -- 17,100
------- --------
CASH AT END OF PERIOD ............................................................... $ -- $ --
======= ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for interest ........................................................... $ 495 $ 208
======= ========
Cash paid for income taxes ....................................................... $ 4,114 $ 3,343
======= ========
</TABLE>
See notes to condensed consolidated financial statements.
4
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1997
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED)
1. The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain information
and footnote disclosures normally included in financial statements prepared
in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures are adequate to make the information
not misleading. In the opinion of management, the condensed consolidated
financial statements contain all adjustments necessary to present fairly
the financial position of the Company as of June 30, 1997 and the results
of its operations and cash flows for the three and six months ended June
30, 1997 and 1996. All such adjustments are of a normal recurring nature.
The results of operations for the three and six months ended June 30, 1997
are not necessarily indicative of the results to be expected for the year
ended December 31, 1997. The accounting policies continue unchanged from
December 31, 1996. For further information, refer to the Consolidated
Financial Statements and footnotes thereto included in the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 1996.
2. Inventories consisted of the following :
JUNE 30, DECEMBER 31,
1997 1996
------- ------------
Raw materials ............... $16,316 $17,151
Work in process ............. 3,419 2,862
Finished goods .............. 915 357
------- -------
$20,650 $20,370
Allowance to state
Inventories at LIFO cost .... (546) (547)
======= =======
$20,104 $19,823
======= =======
5
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED) - CONTINUED
3. Included in accrued liabilities are estimated insurance claims for the
self-insured portion of workers' compensation, property, casualty and
health insurance plans totaling $6,176 and $4,711 at June 30, 1997 and
December 31, 1996, respectively.
4. On December 7, 1994, the Company closed a $9,700 industrial revenue bond
transaction with the Industrial Development Authority ("IDA") of
Mecklenburg County, Virginia, for the purpose of financing its new
manufacturing facility located in Virginia. The bonds bear interest at a
variable rate which averaged 4.1% and 3.8% for the second quarter and first
half of 1997, respectively, compared to 3.9% and 3.8% for the second
quarter and first half of 1996, respectively. Additionally, the Company
pays a .25% remarketing fee on the bond balance. The bonds mature December
1, 2004 and are subject to mandatory sinking fund redemption of $970 per
year and are subject to mandatory redemption under certain circumstances.
The Company has secured its obligation with respect to the IDA bonds
through the issuance of a letter of credit. The carrying amount of the
bonds is assumed to approximate fair value due to the bonds' variable rate
structure. The balance of the IDA bonds, including current portion, was
$7,760 at June 30, 1997 and December 31, 1996.
The unused proceeds from this transaction are classified as Restricted Cash
on the Condensed Consolidated Balance Sheets. The balance in the restricted
cash account is reduced as capital expenditures are made related to the
Virginia plant. This balance was $347 as of June 30, 1997 and $466 as of
December 31, 1996. These funds are invested in highly liquid short-term
investments.
5. On March 24, 1997, the Company and its lender amended its revolving credit
facility to lower the interest rate to the banks reference rate (which is
generally equivalent to the prime rate) or LIBOR plus 2% and to reduce
certain other fees associated with this facility. All cash received by the
Company is immediately applied against the outstanding balance of the
Revolver. The Loan Agreement, as currently in effect, provides the Company
with a $33,000 revolving credit facility. At June 30, 1997 and December 31,
1996 borrowings under the Revolver were $5,639 and $3,963, respectively.
6
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED) - CONTINUED
6. During the first quarter of 1997, the Financial Accounting Standards Board
(FASB) issued Statement 128, Earnings per Share. This statement sets out
new guidelines for the calculation and presentation of earnings per share.
The following table represents a reconciliation of basic and diluted
weighted average shares and a pro forma calculation of earnings per share
using the guidelines of SFAS # 128.
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
- -----------------------------------------------------------------------------------------------------
(000 omitted except per share data) 1997 1996 1997 1996
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Basic weighted average shares outstanding ............. 5,305 5,869 5,310 6,024
ADD: Shares of common stock assumed issued upon
exercise of stock options using the
"treasury stock" method as it applies to
the computation of diluted earnings
per share......................................... 353 379 351 367
------ ------ ------ ------
Diluted weighted average shares outstanding ........... 5,658 6,248 5,661 6,391
====== ====== ====== ======
Net earnings used in the computation of basic and
diluted earnings per share ............................ $4,357 $3,499 $5,872 $4,744
====== ====== ====== ======
Earnings per share:
Basic ............................................. $ .82 $ .60 $ 1.11 $ .79
====== ====== ====== ======
Diluted ........................................... $ .77 $ .56 $ 1.04 $ .74
====== ====== ====== ======
- ------------------------------------------------------------------------------------------------------
</TABLE>
7
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
JUNE 30, 1997
Statements in this Quarterly Report on Form 10-Q concerning the Company's
business outlook or future economic performance; anticipated profitability,
revenues, expenses or other financial items; and product line growth together
with other statements that are not historical facts, are "forward-looking
statements" as that term is defined under the Federal Securities Laws.
Forward-looking statements are subject to risks, uncertainties, and other
factors which could cause actual results to differ materially from those stated
in such statements. Such risks, uncertainties, and factors include, but are not
limited to, industry cyclicality, fluctuations in customer demand and order
patterns, the seasonal nature of the business, changes in pricing or other
actions by competitors, and general economic conditions as well as other risks
detailed in the Company's filings with the Securities and Exchange Commission,
including its Annual Report on Form 10-K for the year ended December 31, 1996.
RESULTS OF OPERATIONS
QUARTER ENDED JUNE 30, 1997 COMPARED TO QUARTER ENDED JUNE 30, 1996
Net sales for the quarter ended June 30, 1997 increased 18% to $78.5 million
from $66.3 million in the same period a year ago. Gross margins improved to
18.2% in the current quarter from 17.5% in the corresponding quarter of 1996
primarily as a result of improved selling prices. Backlog at June 30, 1997 was
$99.6 million, up 25% from its December 31, 1996 level and up 6% over backlog at
June 30, 1996. Selling, general and administrative expenses increased by 17% to
$6.9 million in the second quarter of 1997 from $5.9 million in the second
quarter of 1996 but have decreased slightly as a percent of sales. The increase
in selling, general and administrative expense arose from higher sales
commissions due to the higher volume, general and administrative expenses of the
recently formed Residential and Light Commercial division and American Modular
Technologies division, which was acquired in November 1996. Operating income
increased 29% to $7.4 million in the second quarter of 1997 compared to $5.7
million in the second quarter of 1996. The Company had interest expense of $.3
million for the second quarter of 1997 compared to a negligible amount in the
corresponding quarter of last year. This increase in interest expense resulted
primarily from the Company having higher borrowings on its Revolver.
Additionally, the Company earned less interest income on Restricted Cash as the
balance was reduced from its June 30, 1996 level as a result of capital
expenditures made for its Virginia manufacturing facility. Net income for the
current quarter was $4.4 million compared to $3.5 million in the second quarter
of last year.
8
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
SIX MONTHS ENDED JUNE 30, 1997 COMPARED TO SIX MONTHS ENDED JUNE 30, 1996
Net sales for the six months ended June 30, 1997 increased 19% to $136.1 million
from $114.5 million in the first half of 1996. Gross margins increased to 16.9%
from 16.7% in the comparable period of 1996 primarily as a result of improved
margins in the backlog coming into and during the current year.
Operating income in the first half of 1997 increased 33% to $10.0 million from
$7.5 million for the same period last year. Net interest for the first six
months of 1997 was expense of $.5 million compared to net interest income of $.2
million in the first half of 1996. This increase in interest expense resulted
from higher Revolver borrowings during the 1997 period and a lower restricted
cash balance on which the Company earns interest income. Net income for the
first six months of 1997 increased to $5.9 million from $4.7 million in the same
period last year.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically funded its operations from cash flow from
operations, bank borrowings and sales of its debt and equity securities.
Net cash provided by (used for) operating activities was $4.0 million in the
first half of 1997 compared to ($.6) million in the first half of 1996. The
increase for 1997 resulted primarily from increased operating income and a
decrease in the Company's investment in working capital.
Net cash used for investing activities was $4.8 million for the six months ended
June 30, 1997 compared to $3.1 million for the six months ended June 30, 1996.
In the 1997 period, the Company invested $4.4 million in additions to property,
plant and equipment, increased its investment in its joint venture in the
People's Republic of China by $.5 million, bringing its total capital investment
in the joint venture to $4.4 million, and applied $.1 million of the proceeds of
the Industrial Revenue Bonds, which were included in restricted cash at the
beginning of the year, to the capital expenditures made for the Virginia
manufacturing facility. In the 1996 period, the Company applied $3.0 million of
the proceeds of the Industrial Revenue Bonds to the capital expenditures made
for the Virginia manufacturing facility. The Company also increased its
investment in its joint venture in the People's Republic of China by $2.5
million during the first half of 1996 and spent $4.7 million in additions to
plant, property and equipment.
Net cash provided by (used for) financing activities was $.8 million for the six
months ended June 30, 1997 compared to ($13.4) million for the six months ended
June 30, 1996. In 1997, this was primarily the net result of Revolver borrowings
of $1.7 million and treasury stock purchases of $1.1 million for 39,000 shares
of the Company's Common Stock pursuant to the Board of Directors' authorization
to purchase up to 1.3 million shares. In 1996, this was primarily the result of
$17.4 million of repurchases
9
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
in the open market of 634,500 shares of the Company's Common Stock. These
repurchases were made from excess cash on hand and proceeds from the revolver.
The Company currently has budgeted an aggregate of $6.0 million for capital
expenditures in 1997, consisting of $1.1 million to complete the Virginia
manufacturing facility and Eufaula office expansion projects and $4.9 million
primarily for machinery and equipment at its other facilities. The Company
expects to be able to fund these expenditures from cash provided by operations,
borrowings under its revolving credit facility and, in the case of its Virginia
facility, the remaining proceeds from IDA Bonds. There can be no assurance that
budgeted capital expenditures will be made as planned or that additional capital
expenditures will not be required.
At June 30, 1997, the Company's outstanding debt (including current portion) was
$13.6 million, primarily consisting of $7.8 million of Industrial Revenue Bonds
which are subject to mandatory sinking fund requirements of approximately $1.0
million per year through December 1, 2004 and $5.6 million of borrowings
outstanding under the Company's revolving credit facility under which it may
borrow up to $25 million. At December 31, 1996, the Company's outstanding debt
(including current portion) was $11.9 million which consisted of $7.8 million of
Industrial Revenue Bonds and $4.0 million of borrowings under its revolving
credit facility.
The Company's Loan and Security Agreement (the "Revolver") was amended on March
24, 1997. Changes included in the amendment were that interest rates and certain
fees associated with the facility were reduced. The Loan Agreement, as currently
in effect, provides the Company with a $33.0 million revolving credit facility.
The Revolver expires on January 31, 1999 and is automatically renewable for
successive one year periods unless terminated by the Company or the bank.
Borrowings under the Revolver are subject to certain borrowing base limitations
based on eligible accounts receivable and inventory less amounts outstanding
under letters of credit. Loans under the Revolver bear interest at a rate equal
to, at the option of the Company, either (i) the sum of two percent plus the
interest rate in the London interbank market for loans in an amount
substantially equal to the amount of the borrowing and for the period of the
borrowing selected by the Company or (ii) the bank's reference rate (which is
generally equivalent to the prime rate). In addition, the Company is required to
pay a fee of 0.25% per year for the unused amount under the Revolver and a 1.25%
fee per annum on the average undrawn face amount of letters of credit. Up to
$13.0 million of the Revolver at any one time outstanding is available for the
issuance of letters of credit. At June 30, 1997 there were $10.9 million of
outstanding letters of credit, including a $7.9 million letter of credit in
favor of the Trustee for the IDA bonds. The Revolver is secured by substantially
all the assets of the Company. The amount of the Revolver is reduced each year
by approximately $1.0 million in conjunction with the Company's annual repayment
of approximately $1.0 million of IDA Bonds so that the total available facility,
once the IDA Bonds are repaid, will be $25.0 million.
10
<PAGE>
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(CONTINUED)
The Loan Agreement limits the Company's ability to incur indebtedness, to create
or incur liens or assets, to pay dividends and to purchase or redeem the
Company's stock. In addition, the Loan Agreement requires that the Company meet
certain financial tests, and provides the bank with the right to require the
payment of all amounts outstanding under the Loan Agreement if a change in
control of the Company occurs.
The Company has been authorized by its Board of Directors to repurchase up to
1.3 million shares of its Common Stock in the open market. At June 30, 1997 and
August 1, 1997, the Company had repurchased 1,039,500 and 1,050,500 of these
shares, respectively.
The Company believes that cash generated from operations and borrowings under
the revolving credit facility will be sufficient to meet its working capital and
capital expenditure needs for the foreseeable future. There can be no assurance
that liquidity would not be impacted by a decline in general economic conditions
and higher interest rates which would affect the Company's ability to obtain
external financing.
11
<PAGE>
PART II -- OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security Holders
a. The Annual Meeting of Stockholders was held on April 29, 1997.
b. Not Applicable.
c. (i) The following persons, comprising the entire Board of Directors,
were elected at the Annual Meeting pursuant to the following vote
tabulations:
Votes For Votes Withheld
--------- --------------
Robert T. Ammerman ............. 5,167,973 213,200
William L. Selden .............. 5,169,423 211,750
Harold Levy .................... 5,169,423 211,750
Douglas L. Newhouse ............ 5,169,423 211,750
Ralph S. Saul .................. 5,169,423 211,750
Robert F. Shapiro .............. 5,169,423 211,750
Kendrick R. Wilson, III ........ 5,167,973 213,200
(ii) In addition to the election of directors, a proposal to amend the
American Buildings Company 1994 Stock Option Plan to increase the
number of shares of Common stock which may be issued thereunder
from 480,000 shares to 580,000 shares was approved, with
4,146,821 shares voted in favor, 720,367 voted against, 363,183
shares abstained and 150,802 broker non votes.
d. Not Applicable.
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
11.0 Computation of Earnings Per Share
27.0 Financial Data Schedule
(b) The Company did not file any reports on form 8-K during the three
months ended June 30, 1997.
12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AMERICAN BUILDINGS COMPANY
Date August 5, 1997 /s/ ROBERT T. AMMERMAN
-------------- -----------------------------------
Robert T. Ammerman
Chief Executive Officer
Date August 5, 1997 /s/ R. CHARLES BLACKMON, JR.
-------------- -----------------------------------
R. Charles Blackmon, Jr.
Executive Vice President,
Chief Financial Officer
13
<TABLE>
EXHIBIT 11
AMERICAN BUILDINGS COMPANY AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996
(In Thousands, Except Per Share Data)
(Unaudited)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
----------------- -----------------
1997 1996 1997 1996
------ ------ ------ ------
<S> <C> <C> <C> <C>
PRIMARY EARNINGS PER SHARE:
Net income ........................................ $4,357 $3,499 $5,872 $4,744
====== ====== ====== ======
Weighted average common and common
equivalent shares outstanding ................... 5,305 5,869 5,310 6,024
Add -- Dilutive effect of outstanding
options (as determined by the application
of the treasury stock method) ................... 353 379 351 367
------ ------ ------ ------
Weighted average common and common
equivalent shares outstanding ................... 5,658 6,248 5,661 6,391
====== ====== ====== ======
Primary earnings per share:
Net income ........................................ $ 0.77 $ 0.56 $ 1.04 $ 0.74
====== ====== ====== ======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED BALANCE SHEETS AND THE CONDENSED CONSOLIDATED
STATEMENTS OF INCOME AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 39,472
<ALLOWANCES> 3,751
<INVENTORY> 20,104
<CURRENT-ASSETS> 59,937
<PP&E> 76,259
<DEPRECIATION> 40,940
<TOTAL-ASSETS> 103,896
<CURRENT-LIABILITIES> 42,036
<BONDS> 12,520
0
0
<COMMON> 63
<OTHER-SE> 46,352
<TOTAL-LIABILITY-AND-EQUITY> 103,896
<SALES> 136,113
<TOTAL-REVENUES> 136,113
<CGS> 113,074
<TOTAL-COSTS> 126,073
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 410
<INTEREST-EXPENSE> 491
<INCOME-PRETAX> 9,549
<INCOME-TAX> 3,677
<INCOME-CONTINUING> 5,872
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,872
<EPS-PRIMARY> 1.04
<EPS-DILUTED> 0
</TABLE>
