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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED JUNE 30, 1995 COMMISSION FILE NUMBER 0-16059
JASON INCORPORATED
(Exact name of registrant as specified in its charter)
WISCONSIN 39-1756840
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
411 E. WISCONSIN AVENUE, SUITE 2500, MILWAUKEE, WI 53202
(Address of principal executive offices)
(414) 277-9300
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 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
--- ---
On June 30, 1995 there were outstanding 20,080,113 shares of the Registrant's
$.10 par value common stock.
JASON INCORPORATED
FORM 10-Q
JUNE 30, 1995
INDEX
-----
PART I. FINANCIAL INFORMATION PAGE NO.
--------
Statements of Income for the Three Months
Ended June 30, 1995 and July 1, 1994 ...................... 3
Statements of Income for the Six Months
Ended June 30, 1995 and July 1, 1994 ...................... 4
Balance Sheets as at June 30, 1995 and
December 30, 1994 ......................................... 5
Statements of Cash Flows for the Six Months
Ended June 30, 1995 and July 1, 1994 ...................... 6
Notes to Financial Statements ............................... 7 - 9
Management's Discussion and Analysis of
Results of Operations and Financial Condition ............. 10 - 13
PART II. OTHER INFORMATION
Item 1 Legal Proceedings .................................... 14
Item 2 Changes in Securities ................................ 14
Item 3 Defaults Upon Senior Securities ...................... 14
Item 4 Submission of Matters to a Vote of
Security Holders .................................. 14
Item 5 Other Information .................................... 14
Item 6 (a) Exhibits ........................................ 14
(b) Reports on Form 8-K ............................. 14
Signatures .................................................. 14
JASON INCORPORATED
STATEMENTS OF INCOME
(Dollars In Thousands, Except Earnings Per Share)
-------------------------------------------------
<TABLE>
<CAPTION>
For The Three Months Ended
------------------------------
June 30, July 1,
1995 1994
-------- -------
(UNAUDITED)
-----------
<S> <C> <C>
NET SALES $107,233 $ 90,885
COST OF SALES 83,824 70,510
------- -------
Gross Profit 23,409 20,375
SELLING AND ADMINISTRATIVE EXPENSES 14,892 13,098
------- -------
Operating Income 8,517 7,277
INTEREST EXPENSE 2,514 1,905
OTHER EXPENSE 44 91
------- -------
Income Before Income Taxes 5,959 5,281
PROVISION FOR INCOME TAXES 2,496 2,255
------- -------
Net Income $ 3,463 $ 3,026
======= =======
NET INCOME PER SHARE
--------------------
NET INCOME PER SHARE $ 0.17 $ 0.15
======= =======
AVERAGE SHARES OUTSTANDING 20,648,000 20,683,000
========== ==========
</TABLE>
JASON INCORPORATED
STATEMENTS OF INCOME
(Dollars In Thousands, Except Earnings Per Share)
-------------------------------------------------
<TABLE>
<CAPTION>
For The Six Months Ended
------------------------------
June 30, July 1,
1995 1994
-------- -------
(UNAUDITED)
-----------
<S> <C> <C>
NET SALES $215,899 $178,370
COST OF SALES 168,578 138,304
------- -------
Gross Profit 47,321 40,066
SELLING AND ADMINISTRATIVE EXPENSES 30,334 25,635
------- -------
Operating Income 16,987 14,431
INTEREST EXPENSE 4,942 3,797
OTHER EXPENSE 206 109
------- -------
Income Before Income Taxes And
Cumulative Effect Of Change In
Accounting Principle 11,839 10,525
PROVISION FOR INCOME TAXES 4,960 4,464
------- -------
Income Before Cumulative Effect Of
Change In Accounting Principle 6,879 6,061
Cumulative Effect Of Change In
Accounting Principle For
Postemployment Benefits --- 212
------- -------
Net Income $ 6,879 $ 5,849
======= =======
NET INCOME PER SHARE
--------------------
Income Before Cumulative
Effect Of Change In Accounting
Principle $ 0.33 $ 0.30
Cumulative Effect Of Change In
Accounting Principle For
Postemployment Benefits --- (.01)
------- --------
NET INCOME PER SHARE $ 0.33 $ 0.29
======= ========
AVERAGE SHARES OUTSTANDING 20,633,000 20,515,000
========== ==========
</TABLE>
JASON INCORPORATED
BALANCE SHEETS
(Dollars In Thousands)
----------------------
<TABLE>
<CAPTION>
June 30, December 30,
1995 1994
-------- ------------
(UNAUDITED)
-----------
ASSETS
------
<S> <C> <C>
Current Assets
Cash $ 56 $ 1,069
Accounts Receivable 52,104 48,791
Inventories (Note 3) 37,445 30,538
Costs And Earnings In Excess Of
Billings On Uncompleted Contracts 17,864 8,367
Deferred Income Taxes 5,514 7,494
Other Current Assets 5,850 6,224
------- -------
Total Current Assets 118,833 102,483
------- -------
Property, Plant and Equipment
Cost 117,906 103,000
Less Accumulated Depreciation (51,121) (45,004)
-------- --------
Net Property, Plant and Equipment 66,785 57,996
------- -------
Intangible Assets 97,680 68,715
Other Assets 4,302 4,347
------- -------
$287,600 $233,541
======= =======
LIABILITIES & SHAREHOLDERS' EQUITY
----------------------------------
Current Liabilities
Current Portion of Long Term Debt $ 3,540 $ 3,840
Accounts Payable 29,554 22,753
Accrued Compensation & Employee Benefits 12,502 11,830
Accrued Warranty 4,699 5,367
Accrued Interest 1,473 1,122
Accrued Income Taxes 58 311
Other Current Liabilities 8,955 7,916
Billings In Excess Of Costs And
Earnings On Uncompleted Contracts 9,295 14,208
------- -------
Total Current Liabilities 70,076 67,347
Revolving Loan 34,025 27,035
Other Long Term Debt 86,324 49,387
Deferred Income Taxes 8,236 7,979
Other Long Term Liabilities 1,712 1,653
Postemployment & Postretirement Health
And Other Benefits (Note 4) 5,831 5,769
------- -------
Total Liabilities 206,204 159,170
------- -------
Commitments and Contingencies --- ---
SHAREHOLDERS' EQUITY
--------------------
Common Shares & Additional
Contributed Capital 34,289 34,255
Retained Earnings 47,105 40,226
Foreign Currency Translation Adjustment 2 (110)
------- --------
Total Shareholders' Equity 81,396 74,371
------- -------
$287,600 $233,541
======= =======
</TABLE>
JASON INCORPORATED
STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
----------------------
<TABLE>
<CAPTION>
For The Six Months Ended
------------------------
June 30, July 1,
1995 1994
-------- --------
(UNAUDITED)
-----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 6,879 $ 5,849
Adjustments To Reconcile Net Income To Net Cash
Provided By Operating Activities:
Cumulative Effect Of Change In Accounting Principle 212
Depreciation 6,494 5,223
Amortization 3,000 2,458
Deferred Income Taxes 257 (1,504)
Increase (Decrease) In Cash, Excluding Effects Of
Acquisitions, Due To Changes In:
Accounts Receivable 426 18,552
Inventories (2,408) (725)
Cost And Earnings In Excess Of Billings
On Contracts (9,497) (766)
Other Current Assets 2,579 (1,565)
Other Assets 973 (969)
Accounts Payable 5,004 (2,498)
Accrued Compensation & Employee Benefits (548) 1,433
Accrued Interest 351 454
Accrued Income Taxes (253) (494)
Billings In Excess Of Costs And Earnings
On Uncompleted Contracts (4,913) 1,219
Other Liabilities (15) 2,784
-------- --------
Total Adjustments 1,450 23,814
-------- --------
Net Cash Provided By Operations 8,329 29,663
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition Of Net Assets (45,123) (25,891)
Acquisition Of Property, Plant And Equipment (7,929) (8,071)
Disposal Of Property, Plant And Equipment - Net 224 24
Other Net 112 (197)
-------- --------
Net Cash Used For Investing Activities (52,716) (34,135)
-------- --------
Net Cash Provided (Used) Before Financing Activities (44,387) (4,472)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds From Revolving Loan 81,713 69,471
Repayments Of Revolving Loan (74,723) (105,147)
Proceeds From Other Long Term Debt 19,293 24,050
Proceeds From Convertible Notes 17,057 0
Issuance Of Common Stock Net 34 15,130
-------- --------
Net Cash Provided By (Used For) Financing Activities 43,374 3,504
-------- --------
Net Increase (Decrease) In Cash (1,013) (968)
Cash Beginning Of Period 1,069 1,037
-------- --------
Cash End Of Period $ 56 $ 69
======== ========
Cash Paid For:
Interest 4,497 3,285
Income Taxes 4,952 6,305
</TABLE>
JASON INCORPORATED
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - BASIS OF FINANCIAL STATEMENTS
The Company operates in three primary business segments: power generation
products, motor vehicle products and industrial products. Power generation
products include the design and manufacture of silencing equipment, waste heat
recovery boilers, and other auxiliary equipment for the gas turbine and other
industries and the design and fabrication of electromagnetic shielding products
for medical and other electronic equipment applications. Motor vehicle products
include the manufacture and marketing of nonwoven needled fiber insulation,
mastic insulation, dielectric padding and other interior trim products primarily
for the automotive industry but also for furniture and industrial uses, plus
seating products for motorcycles, construction, agricultural and lawn/turf care
equipment. Industrial products include the manufacture and marketing of
industrial brushes, buffing wheels and compound used by manufacturers to finish
a wide variety of manufactured products, plus the manufacture and marketing of
precision components such as precision stampings, wire form components and
expanded metal products.
The financial statements at June 30, 1995 and July 1, 1994 and for the three and
six month periods then ended are unaudited, however, in the opinion of
management, all adjustments (consisting only of normal recurring accruals)
necessary for a fair presentation of the financial position at these dates and
the results of operations and cash flows for these periods have been included.
The results for the three and six month periods ended June 30, 1995 are not
necessarily indicative of the results that may be expected for the full year or
any other interim period.
Earnings per share are computed using the weighted average number of common and
common equivalent shares outstanding during the period. The weighted average
number of common and common equivalent shares outstanding during the second
quarters of 1995 and 1994 amounted to 20,648,000 and 20,683,000, respectively.
The weighted average number of common and common equivalent shares outstanding
during the first six months of 1995 and 1994 amounted to 20,633,000 and
20,515,000, respectively. Shares issuable under employee stock option plans are
included in the earnings per share computations for all periods presented.
NOTE 2 - ACQUISITIONS
On January 3, 1995, the Company completed the acquisition of Milsco
Manufacturing company for $45.3 million, including acquisition costs. Milsco is
a designer and manufacturer of seating for motorcycles, construction equipment,
agricultural equipment and lawn/turf care equipment.
On January 31, 1994 the Company acquired the stock and business of DLTK, Inc.
("Deltak") for approximately $30.3 million, including acquisition costs. Deltak
is a manufacturer of heat recovery steam generators and specialty boilers
serving the power generation market.
The aforementioned acquisitions have been accounted for using the purchase
method and, as such, their operating results have been included in the Company's
financial statements since their respective acquisition dates. The unaudited
information shown below presents, on a pro forma basis, the consolidated results
of the Company's operations for the six months ended June 30, 1995 and July 1,
1994 as though the purchases were made as of the beginning of the period. The
unaudited pro forma information assumed that the acquisitions were accounted for
using the purchase method; as such, the assets acquired and the liabilities
assumed are recorded at their estimated fair values at the dates of the
acquisitions. Studies have been undertaken to determine the fair value of the
net assets of Milsco, however, such studies have not been completed and when
complete will result in adjustments to these preliminary estimates.
The unaudited pro forma information does not necessarily reflect the operations
of Jason, Milsco and Deltak as they would have been had these entities existed
as one for the periods shown and the operating results should not be deemed to
be indicative of the future operations of the combined entity.
The unaudited pro forma information is based upon certain assumptions that
management believes are reasonable. (Amounts are in thousands, except per share
data):
SIX MONTHS SIX MONTHS
ENDED ENDED
JUNE 30, 1995 JULY 1, 1994
------------- ------------
Net Sales $215,899 $204,041
Gross Profit 47,321 47,183
Operating Income 16,987 16,300
Income Before Cumulative
Effect of Change in Accounting
Principle 6,879 6,133
Earnings Per Share $ .33 $ .30
NOTE 3 - INVENTORIES
Inventories are stated at the lower of cost (first-in, first-out) or market and
consisted of the following (in thousands of dollars):
JUNE 30, DECEMBER 30,
1995 1994
-------- ------------
(Unaudited)
Raw Materials $22,175 $15,963
Work In Process 3,771 2,138
Finished Goods 11,499 12,437
$37,445 $30,538
NOTE 4 - POSTEMPLOYMENT BENEFITS
Effective January 1, 1994 the Company adopted Statement of Financial Accounting
Standards No. 112 "Employers' Accounting for Postemployment Benefits", which
requires employers to account for the cost of these benefits on an accrual
basis. The Company's post employment obligations consist primarily of
disability benefits. The effect on first six months of fiscal 1994 net income
was as follows:
(Thousands)
Postemployment obligation $353
Income tax benefit (141)
----
Decrease in net income $ 212
=====
Decrease in earnings per share $ .01
=====
JASON INCORPORATED
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
Three months ended June 30, 1995 compared to the three months ended July 1,
1994:
Sales for the three months ended June 30, 1995 increased by 18% from $90,885,000
for the three months ended July 1, 1994 to $107,233,000. Sales of power
generation products increased by 12% from $33,183,000 to $37,109,000. Sales of
motor vehicle products increased by 44% from $26,339,000 to $37,990,000. Sales
of industrial products increased by 2% from $31,363,000 to $32,134,000.
The increase in power generation sales was a result of a higher level of project
completions in the second quarter of 1995 compared to the prior year due to
customer requirements. The Power Generation backlog at the beginning of the
second quarter of 1995 was $79 million compared to $91 million a year earlier.
Bookings were down 13% in the second quarter of 1995 compared to the second
quarter of 1994 from $36 million to $32 million. Sales for the second quarter
were $37 million compared to $33 million last year, leaving the backlog at the
end of the second quarter of 1995 at $74 million (equal to the backlog at the
beginning of 1995) compared to $94 million a year ago. Bookings and backlog are
down from last year as a result of a continuing weakness in the U.S. power
generation market and delays of several large overseas booking prospects caused
by financing, contract terms and other factors. Overseas demand for the
Company's power generation products continues to appear strong with many
promising booking prospects.
The increase in motor vehicle products sales is primarily a result of the
inclusion of Milsco Manufacturing, acquired on January 3, 1995 in the results
for the second quarter of 1995. Milsco is a designer and manufacturer of
seating for motorcycles, construction equipment, agricultural equipment and
lawn/turf care equipment. Excluding Milsco, sales for the segment were about
equal to the second quarter of last year. The U.S. automobile industry built 3%
fewer vehicles in the second quarter of 1995 than they did last year, however,
the door insert program for the Oldsmobile Aurora, which began production in mid
1994, improved sales in the second quarter of 1995 compared to the prior year.
Dealer inventories of domestic cars and light trucks are up compared to last
year from 57 days (2.6 million units) at the end of the second quarter of 1994
to 65 days (3.1 million units) at the end of the second quarter of 1995. It is
likely that the additional 500,000 vehicles in dealer inventories at the end of
the second quarter will have a negative impact on production volume in the
second half compared to last year unless vehicle sales improve.
The increase in industrial products sales is a result of an improvement in the
Koller expanded metal, wire form, stamped components and assembled products
operations as well as an improvement in the Osborn brush business. The
JacksonLea buff and compound business was off for the quarter compared to last
year as a result of two business markets that are influenced by housing starts,
plumbing goods and door hardware. With the improvement in the economy,
management expects that sales for the industrial products segment for the third
quarter will be up compared to the prior year.
Operating income improved in the second quarter of 1995 from $7,277,000 in the
second quarter of 1994 to $8,517,000. Operating income for the power generation
products segment improved from $2,593,000 in the second quarter of 1994 to
$3,424,000. This improvement in power generation segment operating income is a
result of higher volume in exhaust systems and dampers which more than offset
lower volume in heat recovery steam generators.
Operating income for the motor vehicle products segment improved from $3,406,000
in the second quarter of 1994 to $4,033,000 due to the addition of Milsco,
acquired January 3, 1995. Excluding Milsco, segment operating income declined
due to lower earnings at Janesville Products, a result of downward pressure on
price levels, start up costs associated with a new facility in Norwalk, Ohio and
lower earnings from the Mexican joint venture due to the peso devaluation and
its effect on the Mexican economy.
Operating income for the industrial products segment declined from $1,808,000 in
the second quarter of 1994 to $1,680,000. This decrease in operating income was
a result of decreased volume and higher material costs at the Company's
JacksonLea operation, partially offset by improved volume and profitability at
the Osborn brush and Koller precision components operations.
Corporate expenses increased the second quarter of 1995 from $530,000 in the
second quarter of 1994 to $620,000. This increase is primarily due to an
increase in management incentive compensation.
Interest expense increased by $609,000 in the second quarter of 1995 from
$1,905,000 in the second quarter of 1994 to $2,514,000. This increase in
interest expense is a result of increased borrowings made in connection with the
acquisition of Milsco Manufacturing on January 3, 1995 ($45.3 million purchase
price).
Other expense in the second quarters of 1995 and 1994 represents deferred
financing cost amortization partially offset by royalty income from foreign
licensees of the Company's finishing products.
Six months ended June 30, 1995 compared to the six months ended July 1, 1994:
Sales for the six months ended June 30, 1995 increased by 21% from $178,370,000
for the six months ended July 1, 1994 to $215,899,000. Sales of power
generation products increased by 14% from $63,114,000 to $72,086,000. Sales of
motor vehicle products increased by 48% from $52,406,000 to $77,441,000. Sales
of industrial products increased by 6% from $62,850,000 to $66,372,000.
The increase in power generation sales was a result of a higher level of project
completions in the first half of 1995 compared to the prior year due to customer
requirements plus the inclusion of Deltak, a manufacturer of heat recovery steam
generators and specialty boilers acquired January 31, 1994, for the entire first
half of 1995 compared to five months in the first half of 1994. The Power
Generation backlog at the beginning of 1995 was $74 million compared to $105
million a year earlier. Bookings were up 38% in the first half of 1995 compared
to the first half of 1994 from $52 million to $72 million. Sales were $72
million for the first half of 1995 compared to $63 million for the first half of
last year leaving the backlog at the end of the first half of 1995 at $74
million compared to $94 million a year ago. Bookings and backlog are down from
last year as a result of a continuing weakness in the U.S. power generation
market and delays of several large overseas booking prospects caused by
financing, contract terms and other factors. Overseas demand for the Company's
power generation products continues to appear strong with many promising booking
prospects.
The increase in motor vehicle products sales is primarily a result of the
inclusion of Milsco Manufacturing, acquired on January 3, 1995, in the results
for the first half of 1995. Excluding Milsco, sales for the segment were up 3%
compared to the first half of last year. The U.S. automobile industry built 1%
fewer vehicles in the first half of 1995 than they did last year, however, the
door insert program for the Oldsmobile Aurora, which began production in mid
1994, improved sales in the first half of 1995 compared to the prior year.
The increase in industrial products sales is a result of an improvement in the
Koller expanded metal, wire form, stamped components and assembled products
operations as well as an improvement in the Osborn brush business. The
JacksonLea buff and compound business was off slightly in the first half of 1995
compared to last year as a result of two business markets that are influenced by
housing starts, plumbing goods and door hardware.
Operating income improved in the first half of 1995 from $14,431,000 in the
first half of 1994 to $16,987,000. Operating income for the power generation
products segment improved from $5,231,000 in the first half of 1994 to
$5,940,000. This improvement in power generation segment operating income is a
result of higher volume in exhaust systems and dampers, which more than offset
lower volume in heat recovery steam generators, plus the inclusion of Deltak,
acquired January 31, 1994, for the entire first half of 1995 compared to five
months in the first half of 1994.
Operating income for the motor vehicle products segment improved from $6,692,000
in the first half of 1994 to $8,434,000 due to the addition of Milsco, acquired
January 3, 1995. Excluding Milsco, segment operating income for the first half
decreased due to lower earnings at Janesville Products, a result of downward
pressure on price levels, start up costs associated with a new facility in
Norwalk, Ohio and lower earnings from the Mexican joint venture due to the peso
devaluation and its effect on the Mexican economy, partially offset by higher
sales volume and operating income at Sackner Products.
Operating income for the industrial products segment improved slightly from
$3,760,000 in the first half of 1994 to $3,804,000. This increase in operating
income was a result of decreased volume and higher material costs at the
Company's JacksonLea operation, more than offset by improved volume and
profitability at the Osborn brush and Koller precision components operations.
Corporate expenses decreased the first half of 1995 from $1,252,000 in the first
half of 1994 to $1,191,000. This decrease is primarily due to a decrease in
management incentive compensation.
Interest expense increased by $1,145,000 in the first half of 1995 from
$3,797,000 in the first half of 1994 to $4,942,000. This increase in interest
expense is a result of increased borrowings made in connection with the
acquisition of Milsco Manufacturing on January 3, 1995 ($45.3 million purchase
price).
Other expense in the first half of 1995 represents deferred financing cost
amortization and peso devaluation losses, partially offset by royalty income
from foreign licensees of the Company's finishing products. Other expense in
the first half of 1994 represents deferred financing cost amortization offset by
royalty income.
In May 1995 a fire destroyed a building and equipment comprising the Janesville
Products Mexican operations in Hermosillo, Sonora, Mexico. Insurance is in
place to cover the replacement cost of the building and the equipment as well as
for business interruption. The Company is in the process of finalizing the
insurance claim and expects to record a gain in the fourth quarter resulting
from the excess of replacement cost over the book value of the assets destroyed.
Mexican customers are receiving product from Janesville's U.S. operations.
LIQUIDITY AND CAPITAL RESOURCES
During the first half of 1995, the Company satisfied the capital requirements of
its operations with internally generated funds. In the first quarter of 1995,
the purchase price for Milsco amounting to $45.3 million was financed by an
extension of the Company's bank revolving loan facility and $17 million of
proceeds from the issuance of convertible notes to several of the former
shareholders of Milsco. For the foreseeable future, the Company believes it
will generate funds from operations to meet the capital requirements of its
existing operations. As of June 30, 1995 the Company had available unused
borrowing capacity of $55 million under its bank revolving loan facility.
During the first half of 1994, the Company also satisfied the capital
requirements of its operations with internally generated funds. In the first
quarter of 1994, the purchase price for Deltak amounting to $30.3 million was
financed by an extension of the Company's bank revolving loan facility and $15
million of proceeds from the private placement of 1,363,637 restricted shares of
its $.10 par value common stock to several institutional investors.
During the first half of 1995, working capital increased by $13,621,000 from
$35,136,000 at December 30, 1994 to $48,757,000 at June 30, 1994. This increase
was a result of working capital acquired in connection with the acquisition of
Milsco on January 3, 1995 and increased working capital in the power generation
businesses as many jobs moved out of the backlog into production and customer
advances were reduced. During the first half of 1995, the Company generated
$8,329,000 in cash from operations. The Company anticipates generating
additional cash flow from operations during the balance of the year.
In the first half of 1995 and 1994, the Company made capital expenditures of
$7,929,000 and $8,071,000, respectively. The major 1995 expenditures were in
the motor vehicle products segment for equipment at Janesville Products to
support new molded Marabond_ programs, in the power generation segment to
purchase the manufacturing facility in Fort Smith, Arkansas and to improve
efficiency and at Koller, Milsco and Sackner to support new programs at those
locations. Capital expenditures for 1995 are anticipated to approximate $16.0
million. No significant commitments were outstanding as of June 30, 1995.
SEASONALITY
U.S. auto makers traditionally shut down for the annual model changeover in the
third quarter. In addition, adjustments to production schedules are made
throughout the year based on retail auto sales and the level of dealer
inventories. These seasonal patterns affect the Company's automotive trim
operations most significantly but also have somewhat of an impact on finishing
products due to the effect on automotive suppliers which use the Company's
finishing products.
PART II
OTHER INFORMATION
ITEM 1 Legal Proceedings - None
ITEM 2 Changes in Securities - None
ITEM 3 Defaults Upon Senior Securities - None
ITEM 4 Submission of Matters to a vote of Security Holders - None
ITEM 5 Other information - None
ITEM 6 (a) Exhibits - None
(b) Reports on Form 8-K:
A report on Form 8-K was filed on January 12, 1995 relating to
the acquisition of Milsco Manufacturing Company, including
historical financial statements for the acquired company, along
with pro forma statements giving effect to the acquisition.
A report on Form 8-K was filed on February 14, 1994 relating to
the acquisition of Deltak Corporation. Amendment No. 1 was filed
on April 14, 1994, including historical financial statements for
the acquired company, along with pro forma statements giving
effect to the acquisition.
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.
JASON INCORPORATED (Registrant)
by ________________________
Mark Train
Executive Vice President
(Chief Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Jason
Incorporated's consolidated balance sheet at June 30, 1995 and consolidated
statements of income for the six month period ended June 30, 1995 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-29-1995
<PERIOD-START> DEC-31-1994
<PERIOD-END> JUN-30-1995
<CASH> 56
<SECURITIES> 0
<RECEIVABLES> 52104
<ALLOWANCES> 0<F1>
<INVENTORY> 37445
<CURRENT-ASSETS> 118833
<PP&E> 117906
<DEPRECIATION> 51121
<TOTAL-ASSETS> 287600
<CURRENT-LIABILITIES> 70076
<BONDS> 120349<F2>
<COMMON> 34289
0
0
<OTHER-SE> 47107
<TOTAL-LIABILITY-AND-EQUITY> 287600
<SALES> 215899
<TOTAL-REVENUES> 215899
<CGS> 168578
<TOTAL-COSTS> 168578
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4942
<INCOME-PRETAX> 11839
<INCOME-TAX> 4960
<INCOME-CONTINUING> 6879
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6879
<EPS-PRIMARY> .33
<EPS-DILUTED> 0<F3>
<FN>
<F1>Company presents receivables on a net basis in compliance with Article 10
Regulation S-X.
<F2>Includes all non-current portion of debt obligations.
<F3>Not Reported.
</FN>
</TABLE>
