<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------
FORM 8-K/A
--------
AMENDMENT NO. 1 TO CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
MARCH 15, 1996
Date of Report (Date of earliest event reported)
URETHANE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of
incorporation or organization)
Commission File Number: 1-11600 33-0126369
(I.R.S. Employer
Identification No.)
1202 East Wakeham Ave.
Santa Ana, California 92705
(Address of principal executive offices) (Zip Code)
(714) 973-0800
Registrant's telephone number, including area code
<PAGE> 2
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
Filed herewith are the following report, financial statements, and
notes thereto, relating to BMC Acquisition, Inc. ("BMC") and the two-year period
ended December 31, 1995:
<TABLE>
<S> <C>
Independent Auditors' Report F-1
Balance Sheets dated December 31, 1994
and 1995 F-2 and F-3
Statements of Earnings and Retained Earnings
for the years ended December 31, 1994
and 1995 F-4
Statements of Cash Flows for the years
ended December 31, 1994 and 1995 F-5
Notes to Financial Statements F-6
</TABLE>
(b) Pro Forma Financial Information.
Pro forma financial information showing how the acquisition of BMC
might have affected historical financial statements if it had been consummated
as of January 1, 1995 is filed herewith:
<TABLE>
<S> <C>
Pro Forma Combined Statement of Operations
for the year ended December 31, 1995 P-1 and P-2
Pro Forma Combined Balance Sheet as of
December 31, 1995 P-3 and P-4
</TABLE>
2
<PAGE> 3
First Center Office Plaza
Suite 400
26911 Northwestern Highway
Southfield, MI 48034-8439
810 262-1950
FAX 810 350-3581
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
[ GRANT THORNTON LOGO]
Board of Directors
Brin-Mont Corporation
We have audited the accompanying balance sheets of Brin-Mont Corporation (a
Delaware corporation and a wholly-owned subsidiary of Evans Industries, Inc.)
as of December 31, 1995 and 1994, and the related statements of earnings and
retained earnings and cash flows for the years then ended. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Brin-Mont Corporation as of
December 31, 1995 and 1994 and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
/s/ Grant Thornton LLP
- --------------------------
Grant Thornton LLP
Detroit, Michigan
March 8, 1996, (except for Note G as
to which the date is March 15, 1996)
F-1
<PAGE> 4
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
BALANCE SHEETS
DECEMBER 31,
<TABLE>
<CAPTION>
1995 1994
---------- ----------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 3,567 $ 1,911
Accounts receivable -- trade, less allowance for doubtful
accounts of $18,000 in 1994 1,052,743 777,882
Amount due from parent company 360,423 525,586
Inventories 518,210 769,046
Deferred income taxes 404,000 --
Prepaid expenses 12,678 10,416
---------- ----------
Total Current Assets 2,351,621 2,084,841
PROPERTY, PLANT AND EQUIPMENT
Land 168,889 168,889
Building 641,939 641,939
Building improvements 21,029 15,036
Machinery and equipment 1,211,527 859,235
Furniture and equipment 52,078 48,989
---------- ----------
2,095,462 1,734,088
Less accumulated depreciation 806,875 668,533
---------- ----------
1,288,587 1,065,555
2,350 --
---------- ----------
Other Assets $3,642,558 $3,150,396
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-2
<PAGE> 5
<TABLE>
<CAPTION>
1995 1994
---------- ----------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable -- trade $1,578,713 $1,096,539
Accrued liabilities
Salaries and wages 43,565 39,945
Environmental remediation costs 30,000 30,000
Other 717 8,968
Deferred income taxes 22,000 --
---------- ----------
Total Current Liabilities 1,674,995 1,175,452
ACCRUED ENVIRONMENTAL REMEDIATION COSTS 161,720 246,926
STOCKHOLDERS' EQUITY
Common stock -- authorized 1,000 shares of $50
par value; issued and outstanding, 100 shares
in 1995 5,000 5,000
Additional contributed capital 1,319,271 1,319,271
Retained earnings 481,572 403,747
---------- ----------
1,805,843 1,728,018
---------- ----------
$3,642,558 $3,150,396
========== ==========
</TABLE>
F-3
<PAGE> 6
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
STATEMENTS OF EARNINGS AND RETAINED EARNINGS
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
-----------------------------------
1995 1994
---------- ----------
<S> <C> <C>
Net sales $6,935,817 $8,163,441
Cost of goods sold 6,234,882 6,870,657
---------- ----------
Gross Profit 700,935 1,292,784
Operating expenses
Selling 132,155 162,841
General and administrative 621,955 685,394
---------- ----------
754,110 848,235
---------- ----------
Operating profit (loss) (53,175) 444,549
Other expense
Interest 246,000 2,888
State franchise tax 5,000 5,000
---------- ----------
Earnings (loss) before income taxes (304,175) 436,661
Income tax benefit -- deferred (382,000) --
---------- ----------
Net earnings 77,825 436,661
Retained earnings (accumulated deficit) at
beginning of year 403,747 (32,914)
---------- ----------
Retained earnings at end of year $ 481,572 $ 403,747
========== ==========
Earnings per share $ 778.25 $ 4,366.61
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-4
<PAGE> 7
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31,
<TABLE>
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings $ 77,825 $ 436,661
Adjustments to reconcile net earnings
to net cash provided by operating activities
Depreciation 138,341 116,912
Deferred income tax benefit (382,000) --
Changes in assets and liabilities
Accounts receivable (274,861) 167,248
Due from parent company 165,163 (782,297)
Inventories 250,836 (118,203)
Prepaid expenses (2,262) 15,658
Other assets (2,350) --
Accounts payable 482,174 98,748
Accrued liabilities (89,837) 133,400
-------- ---------
Net cash provided by operating activities 363,029 68,127
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment (361,373) (39,821)
CASH FLOWS FROM FINANCING ACTIVITIES
Debt repayments -- (39,384)
-------- ---------
Net increase (decrease) in cash 1,656 (11,078)
Cash at beginning of year 1,911 12,989
-------- ---------
Cash at end of year $ 3,567 $ 1,911
======== =========
Cash paid during the year for interest $ -- $ 2,888
======== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-5
<PAGE> 8
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
- -------------------------------------------------------------------------------
NOTE A -- NATURE OF OPERATIONS
Brin-Mont Corporation is a supplier of urethane foam systems. Urethane foam
systems are used to manufacture foam insulation for refrigerators, insulated
doors, building panels, and roofing. The Company's principal market is North
America.
NOTE B -- SUMMARY OF ACCOUNTING PRINCIPLES
A summary of Brin-Mont Corporation's (the Company's) significant accounting
policies consistently applied in the preparation of the accompanying financial
statements follows.
ACCOUNTS RECEIVABLE
The Company considers accounts receivable to be fully collectible; accordingly,
no allowance for doubtful accounts is required. If amounts become
uncollectible, they will be charged to operations when that determination is
made.
INVENTORY
Inventory is stated at the lower of cost or market. Cost is determined by the
first-in, first-out method.
The components of inventory at December 31, are as follows:
<TABLE>
<CAPTION>
1995 1994
-------- --------
<S> <C> <C>
Finished goods $114,495 $278,733
Raw materials 403,715 490,313
-------- --------
$518,210 $769,046
======== ========
</TABLE>
PROPERTY, PLANT AND EQUIPMENT
Depreciation is provided for in amounts sufficient to relate the cost of
depreciable assets to operations over their estimated service lives. The
Company uses the straight-line method for financial statement purposes and
accelerated method for income tax purposes, with estimated useful lives ranging
from 5 to 31-1/2 years.
INCOME TAXES
Income taxes are accounted for by using the asset and liability method.
Deferred tax assets and liabilities are recognized for the expected future tax
consequences of temporary differences between financial and tax bases of assets
and liabilities. Assets and liabilities are measured using enacted tax rates
expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled.
The Company files a consolidated federal income tax return with its parent
company, Evans Industries, Inc.
F-6
<PAGE> 9
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED
DECEMBER 31, 1995
- -------------------------------------------------------------------------------
NOTE B -- SUMMARY OF ACCOUNTING POLICIES (CONTINUED)
USE OF ESTIMATES
In preparing financial statements in accordance with generally accepted
accounting principles, management is required to make estimates and assumptions
that affect the reported amounts of assets and liabilities and the disclosure
of contingent assets and liabilities at the date of the financial statements
and revenues and expenses during the reporting period. Actual results could
differ from those estimates.
EARNINGS PER SHARE
Net earnings per share is based on the weighted average number of shares of
common stock outstanding during each period. The number of shares used in the
computation of earnings per share is 100 for the years ended December 31, 1995
and 1994.
NEW PRONOUNCEMENT
In March 1995, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 121 (SFAS) -- "Accounting for the Impairment
of Long-Lived Assets and for Long-Lived Assets to be Disposed Of." SFAS 121
establishes accounting standards for the impairment of long-lived assets,
certain identifiable intangibles and goodwill related to those assets to be
held and used for long-lived assets and certain intangibles to be disposed of.
This statement becomes effective for the year ended December 31, 1996.
Management does not believe that the adoption of this standard will have a
significant effect on the consolidated financial statements of the Company.
NOTE C -- RELATED PARTIES
During the year ended December 31, 1995 and 1994, the Company paid management
fees of $100,000 to its parent company.
During the year ended December 31, 1995, the Company paid interest of $246,000
to its parent company as an allocation of interest charged on the parent
company's borrowings.
NOTE D -- ENVIRONMENTAL REMEDIATION COSTS
The Company has recorded an estimate for the clean-up of contaminated ground
water. The clean-up includes installing groundwater recovery pumps and the
operation of these pumps. As of March 8, 1996, the installation of the system
was ninety-nine percent complete. The actual clean-up will take approximately
three to four years at an estimated annual cost of approximately $30,000.
NOTE E -- CREDIT RISK
During the years ended December 31, 1995 and 1994, three customers accounted
for 89% and 76%, respectively, of total annual sales.
F-7
<PAGE> 10
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED
DECEMBER 31, 1995
- --------------------------------------------------------------------------------
NOTE E -- CREDIT RISK (CONTINUED)
Accounts receivable from these three customers represent approximately 88% and
87% of total accounts receivable at December 31, 1995 and 1994.
NOTE F -- INCOME TAXES
The income tax provision reconciled to the tax computed at the statutory federal
rate for the years ended December 31 is as follows:
<TABLE>
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
Expected expense (benefit) at
statutory rate $(103,000) $ 148,000
State income tax (9,000) 9,000
Loss carryforward - (155,000)
Other (19,000) (2,000)
Utilization of valuation allowance (251,000) -
--------- ---------
Actual tax benefit $(382,000) $ -
========= =========
</TABLE>
Components of the Company's deferred tax assets and liability at December 31
are as follows:
<TABLE>
<CAPTION>
1995 1994
--------- ---------
<S> <C> <C>
Deferred tax assets:
Inventory valuation allowance $102,000 $ 102,000
Loss carryforward - federal 245,000 130,000
Loss carryforward - state 56,000 30,000
Other 1,000 15,000
-------- --------
404,000 277,000
Deferred tax liability - Depreciation (22,000) (26,000)
-------- --------
382,000 251,000
Valuation allowance - (251,000)
-------- --------
Net deferred tax asset $382,000 $ -
======== ========
</TABLE>
The Company has loss carryforwards of approximately $720,000 which expire at
various dates through 2010 to offset future taxable income.
As a result of the sale of the Company as described in Note G, the realization
of the deferred taxes is now assured and the valuation allowance of $251,000
was reversed at December 31, 1995.
<PAGE> 11
BRIN-MONT CORPORATION
(A WHOLLY-OWNED SUBSIDIARY OF EVANS INDUSTRIES, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED
DECEMBER 31, 1995
- --------------------------------------------------------------------------------
NOTE G -- SUBSEQUENT EVENT
Effective, March 15, 1996 BMC Acquistion, Inc. and Urethane Technologies, Inc.
purchased the assets and assumed liabilities of approximately $1,600,000 of the
Company. The purchase price was $1,997,000 and common stock of the purchaser
valued at $50,000.
<PAGE> 12
URETHANE TECHNOLOGIES, INC.
SELECTED COMBINED PRO FORMA FINANCIAL INFORMATION
The unaudited Pro Forma Results of Operations are intended to present the
results of Urethane Technologies, Inc. (the Company) and Brin-Mont Corporation
("Brin-Mont") for the year ended December 31, 1995 as if the Company's
acquisition of Brin-Mont on March 15, 1996 (the Acquisition) had occurred on
January 1, 1995. The Pro Forma Combined Statement of Operations presented
includes the historical results of operations of the Company for the year
ended December 31, 1995 and the results of Brin-Mont for the year ended
December 31, 1995. The Pro Forma Combined Balance Sheet gives effect to the
Acquisition as if it occurred on December 31, 1995, using the Company's and
Brin-Mont's historical balance sheets at that date.
The Acquisition has been accounted for by the purchase method of accounting. The
purchase price has been allocated on a preliminary basis to the assets of
Brin-Mont based on the estimated fair values of such assets. The adjustments
included in these pro forma financial statements give effect to the amortization
of goodwill associated with the Acquisition as well as the borrowing (and
associated interest expense) and the issuance of common stock used to finance
the Acquisition. The adjustments included in these pro forma financial
statements also eliminate certain sales which will be considered intercompany
transactions after the Acquisition. The pro forma financial statements do not
purport to represent what the Company's results of operations would have been
had the Acquisition occurred on the dates specified, or to project the Company's
results of operations or financial position for any future period or date. The
pro forma adjustments are based upon available information and certain
adjustments that management believes are reasonable.
P-1
<PAGE> 13
URETHANE TECHNOLOGIES, INC.
PRO FORMA COMBINED STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the year ended December 31, 1995: Company Brin-Mont Adjustments Pro Forma
------------ --------- ----------- ------------
<S> <C> <C> <C> <C>
Net Sales $26,590,982 $6,935,817 $ (53,867)(a) $33,472,932
Cost of Sales 21,527,807 6,234,882 51,174 (a) 27,813,863
----------- ---------- --------- -----------
Gross Profit 5,063,175 700,935 (2,693) 5,761,417
----------- ---------- --------- -----------
Operating Expenses:
Selling, general and administrative 4,206,277 615,769 4,822,046
Research and development expenses 548,622 0 548,622
Depreciation and amortization 528,832 138,341 81,354 (b) 748,527
Writedown of assets 12,168 0 12,168
----------- ---------- --------- -----------
Total Operating Expenses 5,295,899 754,110 81,354 6,131,363
----------- ---------- --------- -----------
Operating Loss (232,724) (53,175) (84,047) (369,946)
----------- ---------- --------- -----------
Other (Income) Expense:
Interest expense 531,848 246,000 450,892 (c) 1,228,740
Interest income (19,430) 0 (19,430)
Minority interest in joint venture (29,323) 0 (29,323)
Other (38,453) 5,000 (33,453)
----------- ---------- --------- -----------
Total Other Expense 444,642 251,000 450,892 1,146,534
----------- ---------- --------- -----------
Loss Before Tax Provision and Discontinued
Operations (677,366) (304,175) (534,939) (1,516,480)
Tax Provision (Benefit) 9,106 (382,000) 382,000 (d) 9,106
----------- ---------- --------- -----------
(Loss) Income From Continuing Operations (686,472) 77,825 (916,939) (1,525,586)
Loss From Discontinued Operations (1,660,330) 0 (1,660,330)
----------- ---------- --------- -----------
Net (Loss) Income $(2,346,802) $ 77,825 $(916,939) $(3,185,916)
=========== ========== ========= ===========
Net (Loss) Income Per Common Share:
(Loss) Income from continuing operations $ (0.07) $ 778.25 $ (0.16)
Loss from discontinued operations $ (0.17) $ 0.00 $ (0.16)
----------- ---------- -----------
Net Loss Per Common Share $ (0.24) $ 778.25 $ (0.32)
=========== =========== ===========
Weighted Average Number of Common shares
Outstanding 9,777,026 100 30,769 9,807,895
=========== =========== =========== ===========
</TABLE>
(a) Reflects elimination of sales made by Brin-Mont to the Company during 1995.
(b) Represents amortization of goodwill acquired in the Acquisition.
(c) Represents cash interest expense of $273,000 related to the $2 million in
long-term debt issued to fund the Acquisition. Also includes the
amortization of debt issuance costs and debt discount for a total of
$177,892.
(d) Reflects the elimination of Brin-Mont's historical income tax benefit.
P-2
<PAGE> 14
URETHANE TECHNOLOGIES, INC.
PRO FORMA COMBINED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
As of December 31, 1995: Company Brin-Mont Adjustments Pro Forma
------------ --------- ----------- ------------
<S> <C> <C> <C> <C>
ASSETS
CURRENT ASSETS:
Cash $ 908,554 $ 3,567 1,874,132 (a) $ 786,253
($2,000,000)(b)
Accounts receivable, net 4,170,720 1,052,743 5,223,463
Amount due from parent company -- 360,423 (360,423)(c) 0
Notes receivable 147,026 -- 147,026
Inventories 3,567,395 518,210 (158,853)(d) 3,926,752
Deferred income taxes -- 404,000 (404,000)(e) 0
Prepaid expenses 180,476 12,678 193,154
----------- ---------- ----------- -----------
TOTAL CURRENT ASSETS 8,974,171 2,351,621 (1,049,144) 10,276,648
----------- ---------- ----------- -----------
EQUIPMENT AND LEASEHOLD IMPROVEMENTS:
Manufacturing equipment and molds 3,102,981 1,211,527 (578,262)(f) 3,736,246
Land and building -- 831,857 (431,857)(f) 400,000
Office equipment 253,561 52,078 (32,108)(f) 273,531
Leasehold improvements 57,609 -- 57,609
Equipment held under capital leases 767,401 -- 767,401
----------- ---------- ----------- -----------
4,181,552 2,095,462 (1,042,227) 5,234,787
Less: Accumulated depreciation and
amortization (1,836,927) (806,875) 806,875 (f) (1,836,927)
----------- ---------- ----------- -----------
NET EQUIPMENT AND LEASEHOLD
IMPROVEMENTS 2,344,625 1,288,587 (235,352) 3,397,860
----------- ---------- ----------- -----------
OTHER ASSETS:
Goodwill, net 3,141,101 -- 1,391,065 (g) 4,532,166
Notes receivable 866,673 -- 866,673
Patents and other intangible assets, net 301,321 -- 301,321
Other assets 232,906 2,350 125,868 (a) 361,124
----------- ---------- ----------- -----------
TOTAL OTHER ASSETS 4,542,001 2,350 1,516,933 6,061,284
----------- ---------- ----------- -----------
$15,860,797 $3,642,558 $ 232,437 $19,735,792
=========== ========== =========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - trade $ 3,614,133 $1,578,713 $ 5,192,846
Other payables and accrued expenses 1,070,475 96,282 150,000 (h) 1,316,757
Long-term debt - current portion 52,000 -- 52,000
Capital lease obligations -
current portion 396,774 -- 396,774
----------- ---------- ----------- -----------
TOTAL CURRENT LIABILITIES 5,133,382 1,674,995 150,000 6,958,377
----------- ---------- ----------- -----------
LONG-TERM LIABILITIES:
Line of credit 3,291,723 -- 3,291,723
Deferred tax liability 359,680 -- 359,680
Long-term debt 386,710 -- 1,636,520 (a) 2,023,230
Capital lease obligations 354,540 -- 354,540
Accrued environmental remediation costs -- 161,720 (161,720)(i) 0
----------- ---------- ----------- -----------
TOTAL LONG-TERM LIABILITIES 4,392,653 161,720 1,474,800 6,029,173
----------- ---------- ----------- -----------
MINORITY INTEREST IN CONSOLIDATED JOINT
VENTURE 678,956 -- 678,956
STOCKHOLDERS' EQUITY:
Common stock 103,956 5,000 308 (b) 104,264
(5,000)(j)
Capital in excess of par value 25,252,270 1,319,271 (1,319,271)(j) 25,665,442
49,692 (b)
363,480 (a)
Accumulated (deficit) earnings (19,700,420) 481,572 (481,572)(j) (19,700,420)
----------- ---------- ----------- -----------
TOTAL STOCKHOLDERS' EQUITY 5,655,806 1,805,843 (1,392,363) 6,069,286
----------- ---------- ----------- -----------
$15,860,797 $3,642,558 $ 232,437 $19,735,792
=========== ========== =========== ===========
</TABLE>
P-3
<PAGE> 15
NOTES TO PRO FORMA COMBINED BALANCE SHEET
(unaudited)
(a) Reflects the issuance of $2 million in long-term debt for the purchase of
Brin-Mont. The cash proceeds are shown net of debt issuance costs of
$125,868. $363,480 of the long-term debt is allocated to warrants issued
in conjunction with the debt.
(b) Reflects the $2 million cash component and the $50,000 stock component of
the Acquisition.
(c) Reflects the elimination of amount due to Brin-Mont from its former
parent company.
(d) Reflects the write-down to fair market value of Brin-Mont's inventories.
(e) Reflects the elimination of Brin-Mont's deferred income tax asset.
(f) Reflects the write-down to fair market value of Brin-Mont's net fixed
assets.
(g) Reflects the excess of the purchase price of Brin-Mont over the fair
market value of Brin-Mont's net assets.
(h) Reflects an accrual of the estimated costs associated with the acquisition.
(i) Reflects the deletion of Brin-Mont's accrued environmental remediation
costs as the clean-up work has been substantially completed.
(j) Reflects the elimination of Brin-Mont's historical equity accounts.
P-4
<PAGE> 16
SIGNATURE
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 hereunto duly authorized.
URETHANE TECHNOLOGIES, INC.
May 24, 1996 By: /s/ JAMES D. OREFICE
-------------------------------------
James D. Orefice
Chief Executive Officer
4
