<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the quarterly period ended SEPTEMBER 30, 2000
----------------------------------
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 1-4530
------
ASTREX, INC.
(Exact name of small business issuer as specified in its charter)
DELAWARE 13-1930803
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
205 EXPRESS STREET, PLAINVIEW, NEW YORK 11803
(Address of principal executive offices)
(516) 433-1700
(Issuer's telephone number, including area code)
--------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (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
State the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date. As of November 11, 2000 common
shares outstanding were 5,691,777.
<PAGE>
ASTREX, INC.
INDEX
<TABLE>
<CAPTION>
Page
No.
<S> <C>
PART I: FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS:
Consolidated Balance Sheets
September 30, 2000 (unaudited) and March 31, 2000 ............................................1
Consolidated Statements of Income (unaudited)
Six months and three months ended September 30, 2000 and 1999 ................................2
Consolidated Statements of Cash Flows (unaudited)
Six months ended September 30, 2000 and 1999 .................................................3
Notes to Consolidated Financial Statements (unaudited) .....................................4-6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS .................................7-8
PART II: OTHER INFORMATION
OTHER INFORMATION AND SIGNATURES ...................................................................9-13
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
ASTREX, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, 2000 March 31, 2000
(Unaudited)
----------------------- -------------------
(000) Omitted
<S> <C> <C>
Current Assets:
Cash $ 2 $ 57
Accounts receivable (net of allowance
for doubtful accounts of $79 at September 30, 2000
and March 31, 2000) 2,253 2,299
Inventory 4,369 4,437
Prepaid expenses and other
current assets 101 46
------- -------
Total current assets 6,725 6,839
Property, plant and equipment at cost (net of
accumulated depreciation of $581 at September 30,
2000 and $533 at March 31, 2000) 691 703
Other long-term assets 159 164
------- -------
TOTAL ASSETS $ 7,575 $ 7,706
======= =======
Current Liabilities:
Accounts payable 1,010 1,172
Accrued liabilities 584 598
Current portion of capital lease obligations 8 32
------- -------
Total current liabilities 1,602 1,802
------- -------
Long-term debt 2,000 2,250
Shareholders' Equity:
Preferred Stock, Series A - issued, none - -
Convertible Preferred Stock, Series B - $.01 par value;
authorized, 10,000,000; 1,897,381 shares issued
and outstanding at September 30, 2000 (liquidation
preference of $.25 a share) 19 -
Common Stock - par value $.01 par value; authorized,
15,000,000 shares; issued, 6,605,363 at September
30, 2000 and 6,540,363 at March 31, 2000 66 65
Additional paid-in capital 3,928 3,902
Retained earnings(accumulated deficit) 245 (47)
Deferred Compensation (20) (1)
Treasury stock, at cost (913,586 shares) (265) (265)
------- -------
Total shareholders' equity 3,973 3,654
------- -------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 7,575 $ 7,706
======= =======
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
1
<PAGE>
ASTREX, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED THREE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
2000 1999 2000 1999
-------------------------------------------- --------------------------------------------
(000) Omitted (000) Omitted
<S> <C> <C> <C> <C>
Net sales $9,126 $7,858 $4,612 $4,004
Cost of sales 7,086 6,108 3,569 3,135
------ ------ ------ ------
Gross profit 2,040 1,750 1,043 869
Selling, general and
administrative expenses 1,643 1,514 842 756
------ ------ ------ ------
Income from operations 397 236 201 113
Interest expense 84 95 41 52
------ ------ ------ ------
Income before provision
for income taxes 313 141 160 61
Provision for income taxes - 19 - 10
------ ------ ------ ------
NET INCOME $ 313 $ 122 $ 159 $ 51
====== ====== ====== ======
</TABLE>
Per share data for the six and three months ended September 30, 2000 and 1999
are as follows:
<TABLE>
<S> <C> <C> <C> <C>
Weighted average common shares
and common equivalent
shares outstanding:
Basic 5,626,777 5,526,777 5,626,777 5,526,777
========= ========= ========= =============
Diluted 6,446,017 5,629,277 7,256,353 5,629,277
========= ========= ========= =============
Net income per share:
Basic $ 0.06 $ 0.02 $ 0.03 $ 0.01
========= ========= ========= =============
Diluted $ 0.05 $ 0.02 $ 0.02 $ 0.01
========= ========= ========= =============
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
2
<PAGE>
ASTREX, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED SEPTEMBER 30,
2000 1999
--------------------------------------------------------
(000) Omitted
<S> <C> <C>
Cash Flows From Operating Activities:
Net income/(loss) $313 $122
ADJUSTMENTS TO RECONCILE NET INCOME TO NET
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES:
Depreciation and amortization 49 46
Amortization of deferred stock compensation 6 -
CHANGES IN ASSETS AND LIABILITIES:
Decrease in accounts receivable, net 46 45
Increase in prepaid expenses and other
current assets (55) (27)
Decrease in inventory 68 152
Decrease in accounts payable (163) (196)
Decrease in accrued liabilities (14) (160)
------------------- -------------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 250 (18)
------------------- -------------------
Cash flows used in investing activities:
Capital expenditures (37) (41)
------------------- -------------------
NET CASH (USED IN) INVESTING ACTIVITIES (37) (41)
------------------- -------------------
Cash flows from financing activities:
Deferred financing costs 6 -
Principal payments under capital lease obligations (24) (24)
Payments/proceeds from loans payable, net (250) 307
------------------- -------------------
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES (268) 283
------------------- -------------------
Net change in cash (55) 224
Cash - beginning of period 57 2
------------------- -------------------
Cash - end of period $2 $226
=================== ===================
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
3
<PAGE>
ASTREX, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A - UNAUDITED FINANCIAL STATEMENTS
The consolidated balance sheet as of September 30, 2000 and the consolidated
statements of income and the statement of cash flows for the six months and
three months ended September 30, 2000 and 1999 and the statement of cash flows
for the six months ended September 30, 2000 and 1999, have been prepared by the
Company without audit. In the opinion of management, all adjustments (which
include only normally recurring adjustments) necessary to present fairly the
financial position, results of operations and cash flows at September 30, 2000
(and for all periods presented) have been made.
Certain information and note disclosures, normally included in financial
statements prepared in accordance with generally accepted accounting principles,
have been condensed or omitted. It is suggested that these consolidated
financial statements be read in conjunction with the financial statements and
notes thereto included in the Annual Report on Form 10-KSB for the year ended
March 31, 2000 filed by the Company. The results of operations for the periods
ended September 30, 2000 and 1999 are not necessarily indicative of the
operating results for the respective full years.
NOTE B - EARNINGS PER COMMON SHARE
Statement of Financial Accounting Standards No. 128 ("SFAS No. 128"), "Earnings
Per Share," replaced the calculation of primary and fully diluted earnings
(loss) per share with basic and diluted earnings per share. Pursuant to SFAS No.
128, earnings (loss) per common share is computed by dividing net income (loss)
available to common stockholders by the weighted average number of shares
outstanding during the period. Diluted earnings per share reflect the potential
dilution that could occur if securities or other contracts to issue common stock
were exercised or converted into common stock or resulted in the issuance of
common stock. For purposes of determining basic earnings per share, common stock
issued to certain employees but subject to forfeiture upon eventualities are not
counted until fully vested. Prior to vesting such shares are counted in
determining the diluted earnings per share.
4
<PAGE>
The following table sets forth the reconciliation of the weighted average number
of common shares:
<TABLE>
<CAPTION>
Six months ended
September 30,
2000 1999
(Unaudited) (Unaudited)
----------- -----------
<S> <C> <C>
Basic 5,626,777 5,526,777
Effect of Series B Convertible Preferred Stock 787,983
Effect of dilutive securities (non-vested restricted stock) 31,257 102,500
--------- ---------
Diluted 6,446,017 5,629,277
========= =========
</TABLE>
<TABLE>
<CAPTION>
Three months ended
September 30,
2000 1999
(Unaudited) (Unaudited)
----------- -----------
<S> <C> <C>
Basic 5,626,777 5,526,777
Effect of Series B Convertible Preferred Stock 1,567,402
Effect of dilutive securities (non-vested restricted stock) 62,174 102,500
--------- ---------
Diluted 7,256,353 5,629,277
========= =========
</TABLE>
NOTE C - SHAREHOLDERS' EQUITY
On June 29, 2000 the Board of Directors declared a dividend on the
Company's common stock of one share of a new Series B Convertible Preferred
Stock ("the Preferred Stock") for every three shares of common stock held
as of July 7, 2000. On July 17, 2000, the Company issued 1,897,381 shares
of Preferred Stock. The characteristics of the Series B Convertible
Preferred Stock ("Preferred Stock") are definitively delineated in the
"Astrex, Inc. Certificate Of Designations, Preferences And Rights Of Series
B Convertible Preferred Stock" ("Certificate") which should be reviewed for
a full and controlling description but in brief summary, the principal
terms of the Preferred Stock are as follows:
5
<PAGE>
1. The Preferred Stock is not entitled to any preferential dividends, but
is entitled to any dividend declared on the common stock and the
common stock will be entitled to any dividend declared on the
Preferred Stock.
2. Each share of the Preferred Stock has a liquidation right of
twenty-five cents.
3. The Preferred Stock is entitled to vote on all matters that the common
stock is entitled to vote on and will have twelve votes per Preferred
Stock share.
4. Subsequent to July 30, 2001, the Preferred Stock will be convertible
at the option of the holder into common stock on a share for share
basis.
5. The Preferred Stock is subject to severe restrictions on transfer by
sale or otherwise, as defined.
Beginning July 31, 2001, holders of these preferred shares will have the option
of converting shares of the Preferred Stock for an equal number of shares of
Common Stock. The declaration of this dividend did not have any economic impact
on the capital structure of the Company, and accordingly, the par value of the
Preferred Stock aggregating 18,974 was recorded through a reduction in retained
earnings.
On June 29, 2000, the Company granted 40,000 registered, forfeitable shares of
the Company's common stock to several employees which were issued on July 5,
2000. Each employee's shares are subject to forfeiture in the event the employee
ceases to be employed by the Company, for reasons other than death, prior to
June 30, 2002. On the date of grant, the Company recorded deferred compensation
aggregating $16,500 which is based on the unadjusted quoted market price of the
Company's common stock at the date of grant. Such deferred compensation will be
charged to compensation expense ratably over the two year vesting period.
On June 29, 2000, the Company granted 20,000 shares of the Company's common
stock to the President to be issued on July 5, 2000. The issuance of these
shares is contingent upon the President satisfying certain requirements. On the
date of grant, the Company recorded deferred compensation aggregating $8,250
which is based on the unadjusted quoted market price of the Company's common
stock at the date of grant. This charge will be amortized to compensation
expense over the one year vesting period and will be adjusted for increases and
decreases in the unadjusted quoted market price of the Company's common stock
until such requirments are satisfied.
On June 29, 2000, the Company granted 5,000 shares of the Company's common stock
to a non employee. The shares vested immediately at the date of grant. For the
three months ended June 30, 2000, the Company recorded a charge to operations of
$2,063 representing the fair market value of these shares on the date of grant.
6
<PAGE>
ASTREX, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OR PLAN OF OPERATIONS
RESULTS OF OPERATIONS
Net income for the six months ended September 30, 2000 was approximately
$313,000, an increase of $191,000 or 156% from the same six month period last
fiscal year. This increase is principally the result of higher sales volume.
Sales increased by approximately $1,268,000 or 16%, for the six months and
approximately $608,000 or 15% three months ended September 30, 2000, from the
comparable six and three month period in 1999, respectively. This increase is
largely due to strong component demand in both export and domestic markets.
The Company's gross margin of approximately 22% remained unchanged from the
comparable six month period in 1999 and increased slightly to approximately 23%
from 22% for the comparable three month period in 1999.
Selling, general and administrative expenses increased by approximately
$129,000, or 9%, for the six months and increased by approximately $86,000, or
11% for the three months ended September 30, 2000 from the comparable previous
six and three month period in 1999.
Interest expense decreased by approximately $11,000 for the six months and
three months ended September 30, 2000, from the previous comparable six months
and three month period in 1999 due to a reduction in borrowings.
The provision for income taxes for the six months and three months ended
September 30, 1999 consists principally of state and local taxes. The Company
did not record a provision for income tax expense for the six months and three
months ended September 30, 2000 based on the recognition of certain tax benefits
available to the Company. The Company has and plans to continue utilizing the
available net operating loss carryforwards.
7
<PAGE>
ASTREX, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OR PLAN OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
The Company generated approximately $250,000 in cash from its operating
activities for the six months ended September 30, 2000. At September 30, 2000,
the Company had working capital of $5,123,000 and its stockholders' equity was
$3,973,000. The Company believes that its present working capital, cash
generated from operations and amounts available under the loan agreement will be
sufficient to meet its cash needs during the next year. The Company's principal
credit facility is a line of credit and a term loan from the same bank lender
("Line"). The Line is secured by substantially all of the Company's assets
including a mortgage on the 205 Express Street property. The term of the Line
runs to April 30, 2002. Borrowings under the line of credit portion of the Line,
is based on the Company's inventory and receivables. On September 30, 2000, the
Company owed $2,000,000 on the Line. The Company's relationship with its secured
lender is satisfactory and the Company believes that the lending arrangement
will be adequate for the foreseeable future.
CAUTIONARY LANGUAGE REGUARDING FORWARD LOOKING STATEMENTS
When used herein, the words "believe," "anticipate," "think," "intend," "will
be," "expect" and similar expressions identify forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. Such
statements are not guarantees of future performance and involve certain risks
and uncertainties discussed herein, which could cause actual results to differ
materially from those in the forward-looking statements. Readers are cautioned
not to place undue reliance on the forward-looking statements, which speak only
as of the date hereof. Readers are also urged carefully to review and consider
the various disclosures made by the Company which attempt to advise interested
parties of the factors which affect the Company's business, including, without
limitation, the disclosures made in the Company's Annual Report on Form 10-KSB
for the fiscal year ended March 31, 2000 under the caption "Management's
Discussion and Analysis of Financial Condition and Results of Operation."
8
<PAGE>
PART II - OTHER INFORMATION
Item 2. Changes in Securities.
(a),(b) On July 17, 2000, the Company issued as a dividend one share of a new
series B Convertible Preferred Sock "Preferrred Stock" for every three shares of
Common Stock held as of 5:00 p.m. EDT July 7, 2000.
The new outstanding Preferred Stock carries 12 votes per share, is entitled
to to vote on all matters to which the Common Stock may vote, and collectively
constitutes a majority of the total votes represented by the outstanding Common
Stock and Preferred Stock.
Prior to the issuance of the dividend of Preferred Stock, the Common Stock
was the only voting stock of the Company and consequently a majority of the
votes represented by the Common Stock controlled.
(c) On June 29, 2000, the Company granted 40,000 registered, forfeitable shares
of the Company's common stock to several employees which were issued on July 5,
2000. Each employee's shares are subject to forfeiture in the event the employee
ceases to be employed by the Company, for reasons other than death, prior to
June 30, 2002. On the date of grant, the Company recorded deferred compensation
aggregating $16,500 which is based on the unadjusted quoted market price of the
Company's common stock at the date of grant. Such deferred compensation will be
charged to compensation expense ratably over the two year vesting period.
On June 29, 2000, the Company granted 20,000 shares of the Company's common
stock to the President to be issued on July 5, 2000. The issuance of these
shares is contingent upon the President satisfying certain requirements. On the
date of grant, the Company recorded deferred compensation aggregating $8,250
which is based on the unadjusted quoted market price of the Company's common
stock at the date of grant. This charge will be amortized to compensation
expense over the one year vesting period and will be adjusted for increases and
decreases in the unadjusted quoted market price of the Company's common stock
until such requirments are satisfied.
On June 29, 2000, the Company granted 5,000 shares of the Company's common stock
to a non employee. The shares vest immediately at the date of grant. For the
three months ended June 30, 2000, the Company recorded a charge to operations of
$2,063 representing the fair market value of these shares on the date of grant.
The grant of common stock mentioned above, has not been registered with the
Securities and Exchange Commission persuant to 4(2) of the Securities and
Exchange Act of 1933.
9
<PAGE>
Item 4. Submission of Matters to a Vote of Security Holders.
At the September 12, 2000 Annual Meeting of the Company for the fiscal year
ending March 31, 2000, Mr. Michael McGuire was elected as a Class I director for
a term of three years and until a successor is elected and shall have been
qualified to so serve. The other Astrex directors are, Howard Amster, John C.
Loring, Mark Schindler, and David S. Zlatin. The voting tally at the meeting was
as follows:
<TABLE>
<CAPTION>
------------------------------ ------------------ -------------- ---------------------------------------
Mr. Michael McGuire For Against ABSTAIN & BROKER NONVOTES
------------------------------ ------------------ -------------- ---------------------------------------
<S> <C> <C> <C>
COMMON VOTES 5,233,643 12,436 0
------------------------------ ------------------ -------------- ---------------------------------------
PREFERRED VOTES 12,586,896 2,880 0
------------------------------ ------------------ -------------- ---------------------------------------
</TABLE>
Item 5. Other Information.
On June 29, 2000, the Board of Directors declared a dividend on the
Company's common stock of one share of a new Series B Convertible Preferred
Stock for every three shares of common stock held as of 5:00 p.m. EDT July 7,
2000 ("Record Date"). The ex dividend date was July 5, 2000. The dividend shares
were mailed on July 17, 2000 to holders of record as of the Record Date.
Fractional Preferred Stock shares were not issued, rather to the extent a holder
would otherwise be entitled to a fractional share, that fractional share was
rounded up to a whole share.
In declaring the dividend the Board took into account not only the
Company's strong performance of the fiscal year ended March 31, 2000 but also
the Company's need to preserve capital for future growth, the relatively low
Common Stock 'float', the desire to better protect the Company's net operating
loss federal tax loss carry forwards, and the goal of better allowing any future
'acquisition for stock' and capital raising opportunities to be free from
management stability issues. For these reasons, a dividend of a newly defined
Series B Convertible Preferred Stock with special characteristics was decided
upon.
The characteristics of the Series B Convertible Preferred Stock ("Preferred
Stock") are definitively delineated in the "Astrex, Inc. Certificate Of
Designations, Preferences And Rights Of Series B Convertible Preferred Stock"
("Certificate") which should be reviewed for a full and controlling description
but in summary, the principal characteristics are:
10
<PAGE>
1. The Preferred Stock will not be entitled to any preferential
dividends, but will be entitled to any dividend declared on the Common
Stock, and the Common Stock will be entitled to any dividend declared
on the Preferred Stock.
2. Each share of the Preferred Stock will have a liquidation right of
twenty five cents.
3. The Preferred Stock will be entitled to vote on all matters that the
Common Stock is entitled to vote on and will have twelve votes per
Preferred Stock share.
4. Beginning on July 31, 2001 and essentially at all times thereafter,
the Preferred Stock will be convertible at the option of the holder
into Common Stock on a share for share basis.
5. The Preferred Stock is subject to significant and very limiting
restrictions on transfer by sale or otherwise. The restrictions are
set fourth in detail in the Certificate but in essence the
Preferred Stock is (i) only transferable to a person or entity
who upon transfer will be the bona fide beneficial owner, or
trustee for the beneficial owner (as opposed to a 'nominee' or 'street
name' holder) of the shares, and further (ii) the transferee must be
closely related (as defined in the Certificate) to the transferor.
Additionally, prior to July 31, 2001 any such transfers will also be
at the sole discretion of the Company and will only be allowed to the
extent, in the sole opinion of the Company, the transfer will not
impair or make it more difficult to preserve any tax attributes of the
Company (including without limitation, net operating losses, or the
rate of use of the same under the United States Income Tax laws).
(Preferred Stock shares initially dividended to a holder who is not
the beneficial owner, upon application to the Company may be
transferred to the person or entity who was the beneficial owner on
the dividend record date).
The foregoing is only a brief summary of some of the terms of the
Certificate and in all matters the Certificate and not this summary controls.
The Certificate is available from the Company without charge upon request and is
also on public file with the Secretary of State of the State of Delaware.
With this dividend there are presently 5,691,777 shares of common stock and
1,897,381 shares of Series B Convertible Preferred Stock outstanding. These are
the only securities of the Company of any sort outstanding. Since the dividend
has been made equally to all holders (with some slight variations as a nominal
consequence of rounding) there has been no change in the economic or voting
interest of any holder. However, because the Preferred Stock shares have
multiple votes, the holders of those shares collectively have voting control of
the Company and to the extent a holder converts Preferred Stock shares to common
stock they will lose those multiple votes (but gain freely transferable shares).
Prior to the dividend, present management of the Company held more then a
majority of the Common Stock and the dividend does not change that control. In
the future, the Preferred Stock may make it easier or more difficult for non
management stock holders to effect a 'hostile take
11
<PAGE>
over' depending upon to what extent present management converts or holds that
stock.Since the Preferred Stock has only very limited transferability a 'market'
for those shares will not develop, effectively making conversion of those shares
to common stock after July 31, 2001 the only alternative for those holders who
do not wish to continue to hold the Preferred Stock or transfer the same to
closely related persons or entities.
Item 6. Exhibits and Reports on Form 8-K.
(A) EXHIBITS
<TABLE>
<CAPTION>
Exhibit Description Previously Filed and Incorporated
by reference or Filed Herewith
<S> <C> <C>
3 (a) Certificate of Incorporation of Astrex, Inc., as amended Filed as Exhibit 3(a) to the Form 10-QSB
(a Delaware corporation) of the Company for the quarter ended
September 30, 1997
3 (b) By-Laws of Astrex, Inc., as amended Filed as Exhibit 3(b) to the Form 10-QSB
of the Company for the quarter ended
September 30, 1996
4 Astrex, Inc. Certificate of Designations, Preferences and Filed as Exhibit 4 to the Form 10-QSB of
Rights of Series B Convertible Preferred Stock the Company for the quarter ended June
30, 2000
27 Financial Data Schedule Filed herewith
</TABLE>
(B) Reports on Form 8-K:
None
12
<PAGE>
SIGNATURES
In accordance with the requirements of Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf, thereunto
duly authorized.
ASTREX, INC.
Date: November 13, 2000 By: /s/ Michael McGuire
------------------ -----------------------
Michael McGuire
Director, President and
Chief Executive Officer
CHIEF FINANCIAL OFFICER
OF ASTREX, INC.
Date: November 13, 2000 By: /s/ Lori A. Sarnataro
------------------ -------------------------
Lori A. Sarnataro
Chief Financial Officer, Executive Vice
President, Treasurer, and Secretary
13
