Page 1 of 16
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A-1
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) of the Securities Exchange
Act of 1934 for the Quarterly Period Ended March 31, 1996 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 1-11200
SILGAN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 06-1207662
(State of Incorporation) (I.R.S. Employer Identification Number)
4 Landmark Square
Stamford, Connecticut 06901
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (203) 975-7110
Indicate by check mark whether 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 [ ]
As of May 10, 1996 the number of shares outstanding of each of the issuer's
classes of common stock is as follows:
Classes of shares of Number of
common stock outstanding, $0.01 par value shares outstanding
----------------------------------------- ------------------
Class A 1
Class B 1
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The purpose of this filing is to amend the Quarterly Report for the period ended
March 31, 1996 (the "Report") of Silgan Corporation (the "Company"), to
reclassify a distribution by the Company in 1995 of $57.6 million to Silgan
Holdings Inc., the parent holding company of the Company ("Holdings" or
"Parent"), originally characterized as an advance to Parent, to a dividend to
Parent at December 31, 1995. To reflect this reclassification, adjustments have
been made to the financial statements included in Item 1 of the Report to amend
the condensed consolidated balance sheet data at December 31, 1995 and March 31,
1996 and Note 4 to the condensed consolidated financial statements. Furthermore,
"Management's Discussion and Analysis of Financial Condition and Results of
Operations - Capital Resources and Liquidity" included in Item 2 of the Report
has been amended to characterize the distribution to the Parent as a dividend.
Other than the adjustments and amendments described above, this filing is
identical in all respects to the original Report.
<PAGE>
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Part I. Financial Information
Item 1. Financial Statements
SILGAN CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
March 31, March 31, Dec. 31,
1996 1995 1995
---- ---- ----
(unaudited) (unaudited) (audited)
(Restated) (Restated)
ASSETS
Current assets:
Cash and cash equivalents .............. $ 5,980 $ 1,335 $ 2,092
Accounts receivable, net ............... 98,177 75,205 109,929
Inventories ............................ 254,092 148,501 210,471
Prepaid expenses and other current
assets ................................ 10,911 5,132 5,731
-------- -------- --------
Total current assets ............... 369,160 230,173 328,223
Property, plant and equipment, net ........ 491,177 251,832 487,301
Goodwill, net ............................. 43,204 29,699 43,562
Other assets .............................. 28,194 19,733 29,637
-------- -------- --------
$931,735 $531,437 $888,723
======== ======== ========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
Trade accounts payable ................. $113,674 $ 50,416 $138,195
Accrued payroll and related costs ...... 40,613 28,207 32,805
Accrued interest payable ............... 8,340 5,713 4,358
Other accrued expenses ................. 38,506 20,172 43,062
Bank working capital loans ............. 60,150 15,200 7,100
Current portion of long-term debt ...... 27,192 19,514 28,140
-------- -------- --------
Total current liabilities .......... 288,475 139,222 253,660
Long-term debt ............................ 549,610 282,568 549,610
Deferred income taxes ..................... 3,017 13,247 3,017
Other long-term liabilities ............... 70,696 25,870 69,576
Stockholder's equity:
Additional paid-in capital ............. 75,935 70,935 73,635
Accumulated deficit........ ............ (55,998) (405) (60,775)
-------- -------- --------
Total stockholder's equity ......... 19,937 70,530 12,860
-------- -------- --------
$931,735 $531,437 $888,723
======== ======== ========
See accompanying notes.
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SILGAN CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands)
Three Months Ended
------------------
March 31, March 31,
1996 1995
---- ----
Net sales .............................................. $279,860 $203,264
Cost of goods sold ..................................... 243,313 174,265
-------- --------
Gross profit ...................................... 36,547 28,999
Selling, general and administrative expenses ........... 12,647 9,399
-------- --------
Income from operations ............................ 23,900 19,600
Interest expense and other related financing costs ..... 15,823 9,415
-------- --------
Income before income taxes ........................ 8,077 10,185
Income tax provision ................................... 3,300 4,400
-------- --------
Net income ........................................ $ 4,777 $ 5,785
======== ========
See accompanying notes.
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Page 5 of 16
SILGAN CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
Three Months Ended
------------------
March 31, March 31,
1996 1995
---- ----
Cash flows from operating activities:
Net income .......................................... $ 4,777 $ 5,785
Adjustments to reconcile net income to net
cash (used) provided by operating activities:
Depreciation ...................................... 14,589 8,333
Amortization ...................................... 1,836 1,598
Contribution by Parent for Federal income tax
provision .................................... 2,300 1,400
Changes in assets and liabilities:
Decrease (increase) in accounts receivable ...... 11,713 (10,025)
(Increase) in inventories ....................... (43,621) (26,072)
(Decrease) increase in trade accounts payable ... (24,521) 13,571
Other, net ...................................... 1,776 9,075
-------- --------
Total adjustments ........................... (35,928) (2,120)
-------- --------
Net cash (used) provided by operating activities .. (31,151) 3,665
-------- --------
Cash flows from investing activities:
Capital expenditures ................................ (18,558) (8,359)
Proceeds from sale of assets ........................ 1,495 3,218
-------- --------
Net cash used in investing activities ............. (17,063) (5,141)
-------- --------
Cash flows from financing activities:
Borrowings under working capital loans .............. 210,350 89,710
Repayments under working capital loans .............. 157,300) (87,110)
Repayment of term loans ............................. (948) (2,454)
-------- --------
Net cash provided by financing activities ......... 52,102 146
-------- --------
Net increase (decrease) in cash and cash equivalents .. 3,888 (1,330)
Cash and cash equivalents at beginning of year ........ 2,092 2,665
-------- --------
Cash and cash equivalents at end of period ............ $ 5,980 $ 1,335
======== ========
Supplementary data:
Interest paid $ 10,864 $ 4,304
Income taxes paid 214 2,648
See accompanying notes.
<PAGE>
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SILGAN CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at March 31, 1996 and 1995 and for the
three months then ended is unaudited)
(Dollars in thousands)
1. Basis of Presentation
The accompanying condensed unaudited consolidated financial statements of Silgan
Corporation ("Silgan" or the "Company") have been prepared in accordance with
Rule 10-01 of Regulation S-X and, therefore, do not include all information and
footnotes necessary for a fair presentation of financial position, results of
operations and cash flows in conformity with generally accepted accounting
principles. All adjustments of a normal recurring nature have been made,
including appropriate estimates for reserves and provisions which are normally
determined or settled at year end. In the opinion of the Company, however, the
accompanying financial statements contain all adjustments (consisting solely of
a normal recurring nature) necessary to present fairly Silgan's financial
position as of March 31, 1996 and 1995 and December 31, 1995, the results of
operations for the three months ended March 31, 1996 and 1995, and the
statements of cash flows for the three months ended March 31, 1996 and 1995.
While the Company believes that the disclosures presented are adequate to make
the information not misleading, it is suggested that these financial statements
be read in conjunction with the financial statements and notes included in
Silgan's Annual Report on Form 10-K for the year ended December 31, 1995.
The Company adopted Statement of Financial Accounting Standards ("SFAS") No.
121, "Accounting for the Impairment of Long-Lived Assets and for Long-lived
Assets to be Disposed of" in the first quarter of 1996. Under SFAS No. 121,
impairment losses will be recognized when events or changes in circumstances
indicate that the undiscounted cash flows generated by the assets are less than
the carrying value of such assets. Impairment losses are then measured by
comparing the fair value of assets to their carrying amount. There were no
impairment losses recognized during the first quarter of 1996 as a result of the
adoption of SFAS No. 121.
The Company also adopted SFAS No. 123, "Accounting for Stock-Based Compensation"
for 1996. Under SFAS No. 123, compensation expense for all stock-based
compensation plans would be recognized based on the fair value of the options at
the date of grant using an option pricing model. As permitted under SFAS No.
123, the Company may either adopt the new pronouncement or follow the current
accounting methods as prescribed under APB No. 25. The Company has not elected
to adopt SFAS No. 123 and continues to recognize compensation expense in
accordance with APB No. 25.
<PAGE>
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SILGAN CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at March 31, 1996 and 1995 and for the
three months then ended is unaudited)
2. Inventories
Inventories consisted of the following (dollars in thousands):
March 31, March 31, Dec. 31,
1996 1995 1995
---- ---- ----
Raw materials ................... $ 44,771 $ 31,063 $ 46,027
Work-in-process ................. 21,638 24,890 24,869
Finished goods .................. 178,863 96,462 135,590
Spare parts and other ........... 7,823 1,383 6,344
-------- -------- --------
253,095 153,798 212,830
Adjustment to value inventory
at cost on the LIFO Method .... 997 (5,297) (2,359)
-------- -------- --------
$254,092 $148,501 $210,471
======== ======== ========
3. Acquisitions
Set forth below is the Company's summary unaudited pro forma results of
operations for the three months ended March 31, 1995. The unaudited pro forma
results of operations of the Company for the three months ended March 31, 1995
include the historical results of the Company and the Food Metal & Specialty
business of American National Can ("AN Can") for such period and give effect to
certain pro forma adjustments. The pro forma adjustments made to the historical
results of operations for March 31, 1995 reflect the effect of purchase
accounting adjustments based upon preliminary appraisals and valuations, the
financing of the acquisition by the Company, the refinancing of the Company's
secured debt obligations, and certain other adjustments as if these events had
occurred as of the beginning of the 1995. The following unaudited pro forma
results of operations do not purport to represent what the Company's results of
operations would actually have been had the transactions in fact occurred on
January 1, 1995, or to project the Company's results of operations for any
future period (dollars in thousands):
Pro forma
March 31,
1995
----
Net sales ................ $311,868
Income from operations ... 28,140
Income before income taxes 11,300
Net income ............... 6,667
<PAGE>
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SILGAN CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Information at March 31, 1996 and 1995 and for the
three months then ended is unaudited)
4. Dividend to Parent
During the year ended December 31, 1995, the Company dividended to Silgan
Holdings Inc. ("Holdings" or "Parent") $57.6 million to fund Holdings' purchase
of $61.7 million face amount of its 13 1/4% Senior Discount Debentures due 2002
("Holdings' Debentures"). In June of 1996, the Company intends to make an
additional dividend of $17.4 million to Holdings to fund the redemption by
Holdings of a portion of its Discount Debentures.
<PAGE>
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Item 2.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Results of Operations - Historical
Three months Ended March 31, 1996 Compared with
Three Months Ended March 31, 1995
Summary results for the Company's two business segments, metal and plastic
containers, for the three months ended March 31, 1996 and 1995 are provided
below.
March 31,
1996 1995
---- ----
(Dollars in millions)
Net sales:
Metal containers and other.. $226.4 $ 144.7
Plastic containers ......... 53.5 58.6
------ ------
Consolidated ............ $279.9 $ 203.3
====== ======
Operating profit:
Metal containers and other.. $ 19.8 $ 15.9
Plastic containers ......... 4.2 4.3
Corporate expense .......... (0.1) (0.6)
------ ------
Consolidated ....... ... $ 23.9 $ 19.6
====== ======
Consolidated net sales increased $76.6 million, or 37.7%, to $279.9 million for
the three months ended March 31, 1996, as compared to net sales of $203.3
million for the same three months in the prior year. This increase resulted
primarily from net sales generated by the AN Can operations offset, in part, by
lower net sales of metal containers to Silgan's existing customer base and lower
net sales of plastic containers.
Net sales for the metal container business (including net sales of its specialty
business of $22.6 million) were $226.4 million for the three months ended March
31, 1996, an increase of $81.7 million from net sales of $144.7 million for the
same period in 1995. Net sales of metal cans of $203.8 million for the three
months ended March 31, 1996 were $61.2 million greater than net sales of metal
cans of $142.6 million for the same period in 1995. This increase resulted
principally from net sales of metal cans generated by the AN Can operations of
$85.6 million during the first three months of 1996. The decline in sales of
metal containers to Silgan's existing customers of $24.4 million during the
first quarter of 1996 as compared to the first quarter of 1995 was primarily
attributable to lower unit volume. Approximately half of the decline reflects
the expected production and shipment of vegetable pack cans in the second and
third quarters of 1996 as compared to the first quarter of 1995, and the
remainder of the decline relates to lower unit sales of products other than
vegetable containers.
<PAGE>
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Results of Operations - Historical (continued)
Sales of specialty items included in the metal container segment increased $20.5
million to $22.6 million during the three months ended March 31, 1996 as
compared to the same period in 1995, due to additional sales generated in 1996
by the operations acquired from AN Can.
Net sales for the plastic container business of $53.5 million during the three
months ended March 31, 1996 decreased $5.1 million from net sales of $58.6
million for the same period in 1995. The decline in net sales resulted
principally from the pass through of lower resin costs.
Cost of goods sold as a percentage of consolidated net sales was 86.9% ($243.3
million) for the three months ended March 31, 1996, an increase of 1.2
percentage points as compared to 85.7% ($174.3 million) for the same period in
1995. The increase in cost of goods sold as a percentage of net sales was
primarily attributable to the higher cost base of the AN Can operations and
increased per unit manufacturing costs resulting from lower can production
volumes, offset, in part, by improved operating efficiencies due to plant
consolidations and synergies realized from the AN Can acquisition.
Selling, general and administrative expenses as a percentage of consolidated net
sales declined 0.1 percentage points to 4.5% ($12.6 million) for the three
months ended March 31, 1996, as compared to 4.6% ($9.4 million) for the three
months ended March 31, 1995. The decrease in selling, general and administrative
expenses as a percentage of net sales principally reflects the expected lower
administrative expense realized from the integration of AN Can and the Company,
despite the incurrence of redundant costs during the integration. The Company
expects that its selling, general and administration costs as a percentage of
sales will continue to decline in 1996 as it completes the integration of the
administrative functions of its metal container business.
Income from operations as a percentage of consolidated net sales was 8.5% ($23.9
million) for the three months ended March 31, 1996, as compared with 9.6% ($19.6
million) for the same period in 1995. The decline in income from operations as a
percentage of consolidated net sales was primarily attributable to the
aforementioned decline in gross margin.
Income from operations as a percentage of net sales for the metal container
business was 8.8% ($19.8 million) for the three months ended March 31, 1996, as
compared to 11.0% ($15.9 million) for the same period in the prior year. The
decrease in income from operations as a percentage of net sales for the metal
container business principally resulted from higher per unit manufacturing costs
incurred as a result of lower production volume and lower margins realized on
sales made from AN Can facilities due to their higher cost base.
Income from operations as a percentage of net sales for the plastic container
business was 7.9% ($4.2 million) for the three months ended March 31, 1996, as
compared to 7.3% ($4.3 million) for the same period in 1995. The operating
performance of the plastic container business improved as a result of production
planning and scheduling efficiencies and benefits realized from capital
investment.
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Page 11 of 16
Results of Operations - Historical (continued)
Interest expense increased $6.4 million to $15.8 million for the three months
ended March 31, 1996, principally as a result of increased borrowings to finance
the acquisition of AN Can and the redemption of a portion of Holdings'
Debentures, offset, in part, by slightly lower average borrowing rates.
The provisions for income taxes for the three months ended March 31, 1996 and
1995 provide for federal, state and foreign taxes as if the Company were a
separate taxpayer in accordance with SFAS No. 109, "Accounting for Income
Taxes".
As a result of the items discussed above, net income for the three months ended
March 31, 1996 was $4.8 million, as compared to $5.8 million for the three
months ended March 31, 1995.
Results of Operations - Pro forma
Three months Historical Ended March 31, 1996 Compared with
Three Months Pro Forma Ended March 31, 1995
The following table compares the historical results of operations of the Company
for the three months ended March 31, 1996, to the pro forma results of
operations of the Company and AN Can for the three months ended March 31, 1995,
after giving effect to the acquisition of AN Can as of the beginning of 1995.
The pro forma data includes the historical results of the Company and AN Can and
reflects the effect of purchase accounting adjustments based on preliminary
appraisals and valuations, the financing of the acquisition of AN Can, the
refinancing of certain of the Company's secured debt obligations, and certain
other adjustments as if these events occurred as of the beginning of the period
presented. The pro forma adjustments are based upon available information and
upon certain assumptions that the Company believes are reasonable. The purchase
price allocation will be finalized within one year of the closing of the
acquisition of AN Can and may differ from that used for the pro forma data.
Differences between actual and preliminary valuations, actuarially computed
employee benefit costs, and expenses associated with plant rationalizations may
cause adjustments to the AN Can purchase price allocation. The unaudited pro
forma combined financial data do not purport to represent what the Company's
financial position or results of operations would actually have been had these
transactions in fact occurred on the date or at the beginning of the period
indicated, or to project the Company's financial position or results of
operations for any future date or period. The pro forma information presented
should be read in conjunction with the historical results of operations of the
Company for the quarters ended March 31, 1996 and 1995.
<PAGE>
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Results of Operations - Pro forma (continued)
Three Months Ended
------------------
Historical Pro forma
March 31, March 31,
1996 1995
---- ----
(Dollars in millions)
Net sales:
Metal containers and other.. $226.4 $253.3
Plastic containers ......... 53.5 58.6
------ ------
Consolidated ............ $279.9 $311.9
====== ======
Operating profit:
Metal containers and other.. $ 19.8 $ 24.4
Plastic containers ......... 4.2 4.3
Corporate expense .......... (0.1) (0.6)
------ ------
Consolidated ............ $ 23.9 $ 28.1
====== ======
Consolidated net sales for the three months ended March 31, 1996 declined $32.0
million as compared to pro forma consolidated net sales for the same period in
the prior year. The decrease in net sales was attributable to a decline in net
sales to Silgan's existing customers of $24.4 million due to the expected
production and shipment of vegetable pack cans in the second and third quarters
of 1996 as compared to the first quarter of 1995 and lower unit sales of
products other than vegetable containers, lower sales from the AN Can facilities
of $4.9 million principally due to a customer shifting to self manufacturing,
and lower sales of plastic containers due to the pass through of lower resin
costs, offset, in part, by higher sales of specialty packaging products.
Income from operations as a percentage of consolidated net sales for the three
months ended March 31, 1996 was 8.5% ($23.9 million) as compared to pro forma
income from operations as a percentage of sales of 9.0% ($28.1 million) for the
three months ended March 31, 1995. Management believes that the decrease in
income from operations for the three months ended March 31, 1996 as compared to
pro forma income from operations for the same period in the prior year was
attributable to increased per unit costs realized on lower production and sales
volumes offset by the realization of greater than anticipated manufacturing
synergies and slightly lower selling, general and administrative expenses.
<PAGE>
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Capital Resources and Liquidity
Silgan's liquidity requirements arise primarily from its obligations under the
indebtedness incurred in connection with its acquisitions and the refinancing of
such indebtedness, capital investment in new and existing equipment and the
funding of Silgan's seasonal working capital needs. Historically, Silgan has met
these liquidity requirements through cash flow generated from operating
activities and working capital borrowings. As described below, beginning in
December 1996 Silgan's liquidity requirements will also be affected by the
interest associated with Holdings' indebtedness.
For the first three months of 1996, net borrowings of working capital loans of
$53.1 million and proceeds of $1.5 million from the sale of assets were used to
fund $31.2 million of the Company's operating activities, capital expenditures
of $18.6 million, the repayment of $0.9 million of term loans, and increase cash
balances by $3.9 million. The Company's earnings before depreciation, interest,
taxes and amortization ("EBDITA") for the three months ended March 31, 1996
increased by $11.5 million to $40.3 million in comparison to the same period in
1995. The increase in EBDITA principally reflected the generation of additional
cash earnings from the AN Can operations.
For the three months ended March 31, 1996, the operating cash flow of the
Company declined from the same period in the prior year primarily as a result of
the increased working capital needed, mainly for inventory, to support the AN
Can operations. Inventories increased due to the normal seasonal build while
accounts receivable declined from year-end as a result of lower sales volume in
1996 and the payment by certain customers of amounts due at year-end in early
1996. The decline in trade accounts payable is attributable to the adoption by
Silgan of vendor payment terms similar to AN Can.
Management believes that the average working capital needs of the combined
operations of the Company and AN Can for 1996 as compared to the pro forma
combined operations in the prior year will decline predominately as a result of
carrying a lower amount of finished goods inventory due to scheduling production
closer to the summer seasonal peak and the change in vendor payment terms
referred to above.
Because the Company sells metal containers used in vegetable and fruit
processing, its sales are seasonal. As is common in the packaging industry, the
Company must access working capital to build inventory and then carry accounts
receivable for some customers beyond the end of the summer and fall packing
season. Seasonal accounts are generally settled by year end. The acquisition of
AN Can increased Silgan's seasonal metal containers business, and as a result
the Company increased the amount of working capital loans available to it under
its credit facility to $225.0 million. Due to the Company's seasonal
requirements, the Company expects to incur short term indebtedness to finance
its working capital requirements, and it is estimated that approximately $170
million of its working capital revolver, including letters of credit, will be
utilized at its peak in June 1996.
<PAGE>
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Capital Resources and Liquidity (continued)
As of March 31, 1996, the outstanding principal amount of working capital loans
of the Company was $60.2 million and, subject to a borrowing base limitation and
taking into account outstanding letters of credit, the unused portion of working
capital commitments at such date was $141.3 million.
Effective June 15, 1996, Silgan intends to dividend $17.4 million to Holdings to
fund the redemption of Holdings' Debentures at their fully accreted value.
Interest on Holdings' Debentures is payable at a rate of 13 1/4% per annum from
and after June 15, 1996, and commencing on December 15, 1996 semi-annual
interest payments of up to $13.0 million will be required to be made thereon.
Silgan intends to make such funds available to Holdings to enable it to pay
interest on Holdings' Debentures.
Presently, Silgan is actively considering refinancing a portion of Holdings'
Debentures with lower cost indebtedness. In addition, Silgan and Holdings are
considering refinancing the remainder of Holdings' Debentures through other debt
financings and/or equity financings, including a public offering of equity in
which case the amount of funding from Silgan for the semi-annual interest
payments will decline. Any such financings would depend upon the market
conditions existing at the time and would have to be effected in compliance with
Silgan's and/or Holdings', as the case may be, agreements in respect of their
respective indebtedness.
<PAGE>
Page 15 of 16
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit Number Description
27 Financial Data Schedule
(b) Reports on Form 8-K
None
<PAGE>
Page 16 of 16
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Quarterly Report to be signed on its behalf by
the undersigned thereunto duly authorized.
SILGAN CORPORATION
Dated: November 21, 1996 /s/Harley Rankin, Jr.
- ------------------------- ---------------------
Harley Rankin, Jr.
Executive Vice President, Chief
Financial Officer and Treasurer
(Principal Financial Officer)
Dated: November 21, 1996 /s/Harold J. Rodriguez, Jr.
- ------------------------- ---------------------------
Harold J. Rodriguez, Jr.
Vice President and Controller
(Chief Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Silgan
Corporation's Form 10-Q for the quarter ended March 31, 1996 and is qualified in
its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 5,980
<SECURITIES> 0
<RECEIVABLES> 98,177
<ALLOWANCES> 0
<INVENTORY> 254,092
<CURRENT-ASSETS> 369,160
<PP&E> 491,177
<DEPRECIATION> 0
<TOTAL-ASSETS> 931,735
<CURRENT-LIABILITIES> 288,475
<BONDS> 549,610
0
0
<COMMON> 0
<OTHER-SE> 19,937
<TOTAL-LIABILITY-AND-EQUITY> 931,735
<SALES> 279,860
<TOTAL-REVENUES> 279,860
<CGS> 243,313
<TOTAL-COSTS> 243,313
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 15,823
<INCOME-PRETAX> 8,077
<INCOME-TAX> 3,300
<INCOME-CONTINUING> 4,777
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,777
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>