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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 SEPTEMBER 29, 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 September 29, 1995 there were outstanding 20,098,043 shares of the
Registrant's $.10 par value common stock.
JASON INCORPORATED
FORM 10-Q
SEPTEMBER 29, 1995
INDEX
PART I. FINANCIAL INFORMATION PAGE NO.
Statements of Income for the Three Months
Ended September 29, 1995 and September 30, 1994 ................... 3
Statements of Income for the Nine Months
Ended September 29, 1995 and September 30, 1994 ................... 4
Balance Sheets as at September 29, 1995 and
December 30, 1994 ................................................. 5
Statements of Cash Flows for the Nine Months
Ended September 29, 1995 and September 30, 1994 ................... 6
Notes to Financial Statements ....................................... 7 - 9
Management's Discussion and Analysis of
Results of Operations and Financial Condition ..................... 10 - 14
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
STATEMENT OF INCOME
(Dollars In Thousands, Except Earnings Per Share)
-------------------------------------------------
<TABLE>
<CAPTION>
For The Three Months Ended
-------------------------------
September 29, September 30
1995 1994
------------- ------------
(UNAUDITED)
-----------
<S> <C> <C>
NET SALES $ 96,453 $ 85,201
COST OF SALES 77,450 67,389
-------- --------
Gross Profit 19,003 17,812
SELLING AND ADMINISTRATIVE EXPENSES 14,046 12,567
-------- --------
Operating Income 4,957 5,245
INTEREST EXPENSE 2,579 1,794
OTHER EXPENSE 43 13
-------- --------
Income Before Income Taxes 2,335 3,438
PROVISION FOR INCOME TAXES 929 1,400
-------- --------
Net Income $ 1,406 $ 2,038
======== ========
NET INCOME PER SHARE
NET INCOME PER SHARE $ .07 $ .10
======== ========
AVERAGE SHARES OUTSTANDING 20,691,000 20,616,000
=========== ===========
</TABLE>
JASON INCORPORATED
STATEMENT OF INCOME
(Dollars In Thousands, Except Earnings Per Share)
-------------------------------------------------
<TABLE>
<CAPTION>
For The Nine Months Ended
-------------------------------------
September 29, September 30
1995 1994
------------- ------------
(UNAUDITED)
-----------
<S> <C> <C>
NET SALES $ 312,352 $ 263,571
COST OF SALES 246,028 205,693
-------- --------
Gross Profit 66,324 57,878
SELLING AND ADMINISTRATIVE EXPENSES 44,380 38,202
-------- --------
Operating Income 21,944 19,676
INTEREST EXPENSE 7,521 5,591
OTHER EXPENSE 249 122
-------- --------
Income Before Income Taxes And
Cumulative Effect Of Change In
Accounting Principle 14,174 13,963
PROVISION FOR INCOME TAXES 5,889 5,864
-------- --------
Income Before Cumulative Effect Of
Change In Accounting Principle 8,285 8,099
Cumulative Effect Of Change In
Accounting Principle For
Postemployment Benefits --- 212
-------- --------
Net Income $ 8,285 $ 7,887
======== ========
NET INCOME PER SHARE
Income Before Cumulative Effect Of $ .40 $ .39
Change In Accounting Principle
Cumulative Effect Of Change In
Accounting Principle For
Postemployment Benefits --- (.01)
-------- --------
NET INCOME PER SHARE $ .40 $ .38
======== ========
AVERAGE SHARES OUTSTANDING 20,653,000 20,550,000
========== ==========
</TABLE>
JASON INCORPORATED
BALANCE SHEET
(Dollars in thousands)
<TABLE>
<CAPTION>
September 29, December 30,
1995 1994
------------- ------------
(Unaudited)
-----------
<S> <C> <C>
ASSETS
Current Assets
Cash $ 285 $ 1,069
Accounts Receivable 53,664 48,791
Inventories (Note 3) 36,303 30,538
Costs And Earnings In Excess Of
Billings On Uncompleted Contracts 17,532 8,367
Deferred Income Taxes 5,514 7,494
Other Current Assets 2,961 6,224
-------- --------
Total Current Assets 116,259 102,483
-------- --------
Property, Plant and Equipment
Cost 121,554 103,000
Less - Accumulated Depreciation (54,086) (45,004)
-------- --------
Net Property, Plant and Equipment 67,468 57,996
-------- --------
Intangible Assets 96,412 68,715
Other Assets 4,182 4,347
-------- --------
$ 284,321 $ 233,541
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current Portion of Long-Term Debt $ 3,540 $ 3,840
Accounts Payable 22,889 22,753
Accrued Compensation & Employee Benefits 12,924 11,830
Accrued Warranty 3,796 5,367
Accrued Interest 2,474 1,122
Accrued Income Taxes 311
Other Current Liabilities 9,159 7,916
Billings In Excess Of Costs And
Earnings On Uncompleted Contracts 7,876 14,208
-------- --------
Total Current Liabilities 62,658 67,347
Revolving Loan 37,735 27,035
Other Long-Term Debt 86,324 49,387
Deferred Income Taxes 7,182 7,979
Other Long-Term Liabilities 1,719 1,653
Postemployment & Postretirement Health
And Other Benefits (Note 4) 5,871 5,769
-------- --------
Total Liabilities 201,489 159,170
-------- --------
Commitments and Contingencies --- ---
SHAREHOLDERS' EQUITY
Common Shares & Additional
Contributed Capital 34,389 34,255
Retained Earnings 48,511 40,226
Foreign Currency Translation Adjustment (68) (110)
-------- --------
Total Shareholders' Equity 82,832 74,371
-------- --------
$ 284,321 $ 233,541
======== ========
</TABLE>
JASON INCORPORATED
STATEMENT OF CASH FLOWS
(Dollars in Thousands)
<TABLE>
<CAPTION>
For The Nine Months Ended
---------------------------------
September 29, September 30
1995 1994
------------- ------------
(UNAUDITED)
-----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 8,285 $ 7,887
Adjustments To Reconcile Net Income To Net Cash
Provided By Operating Activities:
Cumulative Effect Of Change In Accounting Principle 212
Depreciation 9,701 7,884
Amortization 4,483 3,671
Deferred Income Taxes (797) (1,056)
Increase (Decrease) In Cash, Excluding Effects Of
Acquisitions, Due To Changes In:
Accounts Receivable (1,134) 15,428
Inventories (1,266) 1,053
Cost And Earnings In Excess Of Billings
On Uncompleted Contracts (9,165) (3,078)
Other Current Assets 5,468 (468)
Other Assets 878 (975)
Accounts Payable (1,661) (4,222)
Accrued Compensation & Employee Benefits (126) 2,829
Accrued Interest 1,352 1,113
Accrued Income Taxes (311) (494)
Billings In Excess Of Costs And Earnings
On Uncompleted Contracts (6,332) (298)
Other Liabilities (667) 3,437
------- ---------
Total Adjustments 423 25,036
------- ---------
Net Cash Provided By Operations 8,708 32,923
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition Of Net Assets (45,123) (25,891)
Acquisition Of Property, Plant And Equipment (11,827) (11,804)
Disposal Of Property, Plant And Equipment - Net 232 24
Investment In Joint Ventures (150)
Other Net 42 (84)
-------- ---------
Net Cash Used For Investing Activities (56,676) (37,905)
-------- ---------
Net Cash Provided (Used) Before Financing Activities (47,968) (4,982)
-------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds From Revolving Loan 108,818 93,796
Repayments Of Revolving Loan (98,118) (127,422)
Proceeds From Other Long Term Debt 19,293 22,530
Proceeds From Convertible Notes 17,057
Issuance Of Common Stock Net 134 15,136
-------- ---------
Net Cash Provided By (Used For) Financing Activities 47,184 4,040
-------- ---------
Net Increase (Decrease) In Cash (784) (942)
Cash Beginning of Period 1,069 1,037
-------- ---------
Cash End of Period $ 285 $ 95
======== =========
Cash Paid For:
Interest 6,014 4,450
Income Taxes 6,946 6,802
</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 September 29, 1995 and September 30, 1994 and for
the three and nine 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 nine month periods ended September 29,
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 third
quarters of 1995 and 1994 amounted to 20,691,000 and 20,616,000, respectively.
The weighted average number of common and common equivalent shares outstanding
during the first nine months of 1995 and 1994 amounted to 20,653,000 and
20,550,000, 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 nine months ended September 29, 1995 and
September 30, 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):
NINE MONTHS NINE MONTHS
ENDED ENDED
SEPTEMBER 29, 1995 SEPTEMBER 30, 1994
------------------ ------------------
Net Sales $312,352 $299,010
Gross Profit 66,324 68,293
Operating Income 21,944 22,686
Income Before Cumulative
Effect of Change in Accounting
Principle 8,285 8,348
Earnings Per Share $ .40 $ .40
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):
SEPTEMBER 29, DECEMBER 30,
1995 1994
------------- ------------
(Unaudited)
Raw Materials $20,142 $15,963
Work In Process 5,592 2,138
Finished Goods 10,569 12,437
------- -------
$36,303 $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 the first nine 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 September 29, 1995 compared to the three months ended
September 30, 1994:
Sales for the three months ended September 29, 1995 increased by 13% from
$85,201,000 for the three months ended September 30, 1994 to $96,453,000. Sales
of power generation products decreased by 2% from $32,068,000 to $31,309,000.
Sales of motor vehicle products increased by 46% from $22,874,000 to
$33,337,000. Sales of industrial products increased by 5% from $30,259,000 to
$31,807,000.
The decrease in power generation sales was a result of a lower level of project
completions in the third quarter of 1995 compared to the prior year due to
customer timing requirements and a lower opening backlog. The power generation
backlog at the beginning of the third quarter of 1995 was $74 million compared
to $94 million a year earlier. Bookings were down 13% in the third quarter of
1995 compared to the third quarter of 1994 from $23 million to $20 million.
Sales for the third quarter were $31 million compared to $32 million last year,
leaving the backlog at the end of the third quarter of 1995 at $63 million
compared to $85 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. Because of this reduction in backlog, the
Company announced in September, 1995 that it had eliminated 129 jobs at its
power generation equipment facilities in order to reduce costs. 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 third 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 down 3% compared
to the third quarter of last year. The U.S. automobile industry built 5% fewer
vehicles in the third quarter of 1995 than they did last year. Dealer
inventories of domestic cars and light trucks are up compared to last year from
56 days (2.7 million units) at the end of the third quarter of 1994 to 63 days
(3.1 million units) at the end of the third quarter of 1995. It is likely that
the additional 400,000 vehicles in dealer inventories at the end of the third
quarter will have a negative impact on production volume in the fourth quarter
of 1995 compared to last year unless vehicle sales improve.
The increase in industrial products sales is a result of an improvement in the
Koller video spring business as well as an improvement in the Osborn brush
business. The JacksonLea buff and compound business was about even with the
third quarter of last year. With the expected continuing improvement in the
economy, management expects that sales for the industrial products segment for
the fourth quarter will be up compared to the prior year.
Operating income declined in the third quarter of 1995 from $5,245,000 in the
third quarter of 1994 to $4,957,000. Operating income for the power generation
products segment improved from $1,466,000 in the third quarter of 1994 to
$1,949,000. This improvement in power generation segment operating income is a
result of a mix of higher margin projects for exhaust systems and dampers which
more than offset lower volume and a mix of lower margin projects for heat
recovery steam generators.
Operating income for the motor vehicle products segment declined from $2,609,000
in the third quarter of 1994 to $1,930,000. Operating income in 1995 includes
the results for Milsco Manufacturing, acquired January 3, 1995. Excluding
Milsco, segment operating income declined from $2,609,000 last year to $517,000
due to lower automotive industry production levels, downward pressure on price
levels, a less profitable product mix in the quarter, rising material costs,
start up costs associated with a new facility 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 improved from $1,560,000 in
the third quarter of 1994 to $1,676,000. This increase in operating income was
a result of increased volume at the Company's Osborn brush and Koller precision
components operations, partially offset by lower volume and profitability at the
JacksonLea buff and compound operations.
Corporate expenses increased in the third quarter of 1995 from $389,000 in the
third quarter of 1994 to $598,000. This increase is primarily due to an
increase in salaries, management incentive compensation and other expenses.
Interest expense increased by $785,000 in the third quarter of 1995 from
$1,794,000 in the third quarter of 1994 to $2,579,000. 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.
Nine months ended September 29, 1995 compared to the nine months ended September
30, 1994:
Sales for the nine months ended September 29, 1995 increased by 19% from
$263,571,000 for the nine months ended September 30, 1994 to $312,352,000.
Sales of power generation products increased by 9% from $95,182,000 to
$103,395,000. Sales of motor vehicle products increased by 47% from $75,280,000
to $110,778,000. Sales of industrial products increased by 5% from $93,109,000
to $98,179,000.
The increase in power generation sales was a result of a higher level of project
completions in the first nine months of 1995 compared to the prior year due to
customer timing requirements plus the inclusion of Deltak, a manufacturer of
heat recovery steam generators and specialty boilers acquired January 31, 1994,
for the entire first nine months of 1995 compared to eight months in 1994. The
power generation backlog at the beginning of 1995 was $74 million compared to
$105 million a year earlier. Bookings were up 23% in the first nine months of
1995 compared to the first nine months of 1994 from $75 million to $92 million.
Sales were $103 million for the first nine months of 1995 compared to $95
million for the first nine months of last year leaving the backlog at the end of
the first nine months of 1995 at $63 million compared to $85 million a year ago.
Backlog is 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 nine months of 1995. Excluding Milsco, sales for the segment were
up 2% compared to the first nine months of last year. The U.S. automobile
industry built 2% fewer vehicles in the first nine months 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 nine months 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 nine months
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 nine months of 1995 from $19,676,000 in
the first nine months of 1994 to $21,944,000. Operating income for the power
generation products segment improved from $6,696,000 in the first nine months of
1994 to $7,889,000. This improvement in power generation segment operating
income is a result of higher volume and a mix of higher margin projects for
exhaust systems and dampers which more than offset a mix of lower margin
projects for heat recovery steam generators, plus the inclusion of Deltak,
acquired January 31, 1994, for the entire first nine months of 1995 compared to
eight months in 1994.
Operating income for the motor vehicle products segment improved from $9,300,000
in the first nine months of 1994 to $10,364,000 due to the addition of Milsco,
acquired January 3, 1995. Excluding Milsco, segment operating income declined
from $9,300,000 last year to $5,546,000 due to lower automotive industry
production levels, downward pressure on price levels, a less profitable product
mix, rising material costs, start up costs associated with a new facility 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 improved slightly from
$5,320,000 in the first nine months of 1994 to $5,480,000. 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 increased the first nine months of 1995 from $1,640,000 in
the first nine months of 1994 to $1,789,000. This increase is primarily due to
an increase in salaries and other expenses.
Interest expense increased by $1,930,000 in the first nine months of 1995 from
$5,591,000 in the first nine months of 1994 to $7,521,000. 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 for the first nine months 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 for the first nine months of 1994 represents deferred financing cost
amortization offset by royalty income.
In April 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. In the third quarter, the Company finalized
the insurance claim relating to the building and equipment and expects to settle
the business interruption claim in the fourth quarter. All costs are expected
to be covered by insurance and no significant gain or loss is expected to be
recorded in the fourth quarter when the claim is finalized. Mexican customers
are receiving product from Janesville's U.S. operations.
LIQUIDITY AND CAPITAL RESOURCES
During the first nine months 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 September 29, 1995 the Company had available unused
borrowing capacity of $51 million under its bank revolving loan facility.
During the first nine months 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 nine months of 1995, working capital increased by $18,465,000
from $35,136,000 at December 30, 1994 to $53,601,000 at September 29, 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 nine months of
1995, the Company generated $8,708,000 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
$11,827,000 and $11,804,000, 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 in the
industrial products segment 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 September 29, 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 industrial
products due to the effect on automotive suppliers which use the Company's
industrial 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 September 29, 1995
and consolidated statements of income for the nine month period ended
September 29, 1995 and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-29-1995
<PERIOD-START> DEC-31-1994
<PERIOD-END> SEP-29-1995
<CASH> 285
<SECURITIES> 0
<RECEIVABLES> 53664
<ALLOWANCES> 0<F1>
<INVENTORY> 36303
<CURRENT-ASSETS> 116259
<PP&E> 121554
<DEPRECIATION> 54086
<TOTAL-ASSETS> 284321
<CURRENT-LIABILITIES> 62658
<BONDS> 124059<F2>
<COMMON> 34389
0
0
<OTHER-SE> 48443
<TOTAL-LIABILITY-AND-EQUITY> 284321
<SALES> 312352
<TOTAL-REVENUES> 312352
<CGS> 246028
<TOTAL-COSTS> 246028
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7521
<INCOME-PRETAX> 14174
<INCOME-TAX> 5889
<INCOME-CONTINUING> 8285
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8285
<EPS-PRIMARY> .40
<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>
