SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the quarterly period ended December 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: 333-5411
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HAYNES INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
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Delaware 06-118540
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1020 West Park Avenue, Kokomo, Indiana 46904-9013
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(Address of principal executive offices) (Zip Code)
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(317) 456-6000
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(Registrant's telephone number, including area code)
Indicate by check mark whether the 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 at least the past 90 days. Yes X No
---
As of January 31, 1997 the registrant had 100 shares of Common Stock, $.01 par
value, outstanding.
The Index to Exhibits begins on page 13 in the sequential numbering system.
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Total pages: 17
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HAYNES INTERNATIONAL, INC.
TABLE OF CONTENTS
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PART 1 FINANCIAL INFORMATION Page
----
Item 1. Financial Statements:
Consolidated Condensed Balance Sheet as of
September 30, 1996 and December 31, 1996 3
Consolidated Condensed Statement of Income
for the Three Months Ended December 31, 1995 and 1996. 4
Consolidated Condensed Statement of Cash Flows for the
Three Months Ended December 31, 1995 and 1996. 5
Notes to Consolidated Condensed Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II OTHER INFORMATION
Signatures 12
Index to Exhibits 13
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PART 1 FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
HAYNES INTERNATIONAL, INC.
CONSOLIDATED CONDENSED BALANCE SHEET
(DOLLARS IN THOUSANDS, EXCEPT SHARE AMOUNTS)
<S> <C> <C>
SEPTEMBER 30, DECEMBER 31,
1996 1996
--------------- --------------
(Unaudited)
Current Assets:
Cash and cash equivalents $ 4,688 $ 99
Accounts and notes receivable, less allowance for
doubtful accounts of $900 each, respectively 39,624 41,286
Inventories 74,755 81,423
--------------- --------------
Total current assets 119,067 122,808
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Property, plant and equipment (at cost) 85,777 88,139
Accumulated depreciation (54,620) (56,965)
--------------- --------------
Net property, plant and equipment 31,157 31,174
Prepayments and deferred charges, net 11,265 11,163
--------------- --------------
Total assets $ 161,489 $ 165,145
=============== ==============
LIABILITIES AND CAPITAL DEFICIENCY
Current liabilities:
Accounts payable and accrued expenses $ 24,814 $ 27,041
Accrued postretirement benefits 4,000 4,000
Revolving credit 30,888 28,863
Note payable 859 655
Income taxes payable 1,199 1,624
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Total current liabilities 61,760 62,183
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Long-term debt, net of unamortized discount 137,350 137,402
Accrued postretirement benefits 91,813 91,995
Deferred income taxes 485 467
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Total liabilities 291,408 292,047
Redeemable common stock of parent company 422 422
Capital deficiency:
Common stock, $.01 par value (100 shares authorized,
issued and outstanding)
Additional paid-in capital 47,985 47,985
Accumulated deficit (181,321) (178,464)
Foreign currency translation adjustment 2,995 3,155
--------------- --------------
Total capital deficiency (130,341) (127,324)
--------------- --------------
Total liabilities and capital deficiency $ 161,489 $ 165,145
=============== ==============
<FN>
The accompanying notes are an integral part of these financial statements.
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HAYNES INTERNATIONAL, INC.
CONSOLIDATED CONDENSED STATEMENT INCOME
(UNAUDITED)
(DOLLARS IN THOUSANDS)
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THREE MONTHS THREE MONTHS
ENDED ENDED
DECEMBER 31, DECEMBER 31,
1995 1996
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Net revenues $ 51,176 $ 55,415
Cost of sales 40,861 41,678
Selling and administrative 3,889 4,557
Research and technical 751 962
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Operating Income 5,675 8,218
Other cost (income), net 157 (123)
Interest expense 5,127 4,923
Interest income (73) (16)
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Income before provision for income taxes 464 3,434
Provision for income taxes 397 577
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Net income $ 67 $ 2,857
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<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
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HAYNES INTERNATIONAL, INC.
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(UNAUDITED)
(DOLLARS IN THOUSANDS)
<S> <C> <C>
THREE MONTHS THREE MONTHS
ENDED ENDED
DECEMBER 31, DECEMBER 31,
1995 1996
-------------- --------------
Cash flows from operating activities:
Net income $ 67 $ 2,857
Depreciation 2,015 1,908
Amortization 357 242
Adjustments, net (3,583) (5,650)
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Net cash used in operating activities (1,144) (643)
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Cash flows from investing activities:
Additions to property, plant and equipment (79) (1,875)
Other investing activities 7 (72)
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Net cash used in investing activities (72) (1,947)
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Cash flows from financing activities:
Net reduction of revolving credit (2,500) (1,973)
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Net cash used in financing activities (2,500) (1,973)
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Effect of exchange rates on cash 2 (26)
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Decrease in cash and cash equivalents (3,714) (4,589)
Cash and cash equivalents, beginning of period 5,035 4,688
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Cash and cash equivalents, end of period $ 1,321 $ 99
============== ==============
Supplemental disclosures of cash flow information:
Cash paid during period for: Interest $ 3,126 $ 608
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Income taxes $ 188 $ 132
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<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
HAYNES INTERNATIONAL, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED DECEMBER 31, 1996
NOTE 1. BASIS OF PRESENTATION
The interim financial statements are unaudited and reflect all
adjustments (consisting solely of normal recurring adjustments) that, in the
opinion of management, are necessary for a fair statement of results of the
interim periods presented. This report includes information in a condensed
form and should be read in conjunction with the audited consolidated financial
statements included in Form 10-K for the fiscal year ending September 30,
1996, filed by the Company with the Securities and Exchange Commission on
December 30, 1996. The results of operations for the three months ended
December 31, 1996 are not necessarily indicative of the results to be expected
for the full year or any other interim period.
NOTE 2. INVENTORIES
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The following is a summary of the major classes of inventories:
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September 30, 1996 December 31, 1996
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(Unaudited)
Raw Materials $ 4,296 $ 6,618
Work-in-process 37,643 40,511
Finished Goods 32,046 34,479
Other, net 770 (185)
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Net inventories $ 74,755 $ 81,423
=================== ===================
</TABLE>
NOTE 3. INCOME TAXES
The provision for income taxes for the three months ended December 31,
1995 and 1996 differed from the U.S. federal statutory rate of 34% primarily
due to (a) the partial utilization of available U.S. federal net operating
loss carryforwards and (b) taxes on foreign earnings against which the Company
was unable to utilize its U.S. federal net operating loss carryforwards.
NOTE 4. SUBSEQUENT EVENTS
On January 29, 1997, the Company announced that Haynes Holdings, Inc.,
its parent corporation, had completed a stock purchase and stock redemption
transaction involving 79.9% of its outstanding shares (See "Management's
Discussion and Analysis of Financial Condition and Results of Operations,
Subsequent Events"). Due to this change in ownership, the Company's ability
to utilize its U.S. net operating loss carryforward will be limited in the
future. In conjunction with the above-mentioned transaction, the Company's
Revolving Credit Facility was increased from $50 million to $60 million.
On January 7, 1997, the Company received written confirmation of a zero
dollar ($0) settlement for the Company's 1989 tax year which was under
examination by the Internal Revenue Service for potential disallowance of the
amortization of certain loan fees.
<PAGE>
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
References to years or portions of years in Management's Discussion and
Analysis of Financial Condition and Results of Operations refer to the
Company's fiscal years ended September 30, unless otherwise indicated.
Results of Operations
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THREE MONTHS ENDED DECEMBER 31, 1996 COMPARED TO THREE MONTHS ENDED DECEMBER
31, 1995
Net revenues increased approximately $4.2 million, or 8.2%, to
approximately $55.4 million in the first quarter of 1997 from approximately
$51.2 million in the first quarter of 1996, primarily as a result of a 20.0%
increase in shipments, from approximately 3.5 million pounds in the first
quarter of 1996 to approximately 4.2 million pounds in the first quarter of
1997. Average selling prices per pound decreased by 9.6% from $14.33 to
$12.95 for the first quarter of 1997 compared to the same period in 1996.
Volume increases occurred in essentially all markets the Company serves.
Average selling price per pound decreases occurred in the aerospace and
chemical processing markets as a result of changes in product mix.
Sales to the aerospace market for the first quarter of 1997 increased
25.7% to approximately $23.0 million from approximately $18.3 million for the
same period in 1996. The increase in revenue can be attributed to a 33.3%
increase in volume to approximately 1.6 million pounds in the first quarter of
1997 from approximately 1.2 million pounds in the first quarter of 1996. The
increase in volume offset a decline in the average selling price per pound
which was the result of a proportionately greater increase in volume of
lower-cost, lower-priced, nickel-based alloys and forms relative to the
increase in volume of higher-cost, higher-priced, cobalt-based alloys and
forms. Moreover, the volume of sales of higher-cost, higher-priced, titanium
seamless tubulars was lower in the first quarter of 1997 as compared to the
same period a year ago. The overall increase in sales to the aerospace sector
reflects the growing order backlog for commercial aircraft and jet engines.
Volume shipped to the chemical processing industry during the first
quarter of 1997 increased by 6.3% to approximately 1.7 million pounds,
compared to 1.6 million pounds in the first quarter of 1996. The increase in
volume, however, was not sufficient to offset a decrease in the average
selling price per pound, and revenue from sales to the chemical processing
industry in the first quarter of 1997 declined by 5.1% to approximately $20.4
million from approximately $21.5 million for the same period of 1996. While
the Company experienced an increase in volume in the domestic market, the
export markets recorded a decline in volume due to lower project business
activity. The decline in the average selling price per pound reflects an
increase in sales to distributors (such sales typically involve lower selling
prices) and lower sales of higher-cost, higher-priced tubular products.
Sales to the land-based gas turbine ("LBGT") market increased by 20.0% in
the first quarter of 1997 to approximately $4.2 million from approximately
$3.5 million for the comparable period in 1996. The sales increase was the
result of a 33.3% increase in volume to approximately 400,000 pounds in the
first quarter of 1997 compared to approximately 300,000 pounds in the first
quarter of 1996. This change in volume can be attributed to a combination of
growing demand for clean-burning, highly-efficient gas turbines for power
generation, the Company's success in marketing HAYNES 230 alloy to European
turbine manufacturers as a replacement for competing alloys, and, most
recently, the Company's introduction of HR-120 alloy to U.S. gas turbine
manufacturers as an upgrade material replacing the 300 series grades of
stainless steel.
<PAGE>
Sales to the flue gas desulfurization ("FGD") market increased to
approximately $2.0 million in the first quarter of 1997 as compared to
approximately $0.6 million for the same period in 1996. The improved sales
results can be attributed to an increase in volume from approximately 100,000
pounds in the first quarter of 1996 to approximately 200,000 pounds in the
first quarter of 1997. The favorable change in volume and revenue stems from
a modest improvement in market activity for new FGD systems in Europe and
maintenance of existing systems in the United States. Moreover, the average
selling price per pound increased 5.4% largely as a result of a change in the
mix of products supplied to this sector.
Sales to the oil and gas industry were insignificant for the first
quarter for both 1997 and 1996. Sales to this sector are typically linked to
sour gas project requirements. These requirements can and do vary
substantially from quarter-to-quarter and year-to-year. Recent order activity
and the current backlog indicate sales to this sector for the full year in
1997 may exceed the level for 1996 of $4.3 million.
Sales to other markets declined 21.0% in the first quarter of 1997 to
approximately $4.9 million from approximately $6.2 million for the same period
a year ago as a result of lower overall export sales and the absence of any
large project business in 1997. In particular, during the first quarter of
1996 the Company experienced significant sales from requirements associated
with the construction of components for a new nerve gas incineration facility
which did not recur in the first quarter of 1997.
Cost of sales as a percent of net revenues decreased to 75.2% from 79.8%
in the respective periods as a result of higher capacity utilization and lower
raw material costs. Volume in the higher-priced high value-added product
sheet form increased in the first quarter of 1997 compared to the first
quarter of 1996. Increased capacity utilization in this higher-cost operation
led to efficiencies that lowered the per unit cost.
Selling and administrative expenses increased approximately $700,000 to
approximately $4.6 million for the first quarter of 1997 from approximately
$3.9 million in the first quarter of 1996. The increase was primarily a
result of salary increases and the accrual of incentive compensation of
approximately $400,000 based on anticipated financial results for the first
quarter of 1997. There was no similar accrual for the first quarter of 1996.
Research and technical expenses increased approximately $200,000 to
approximately $962,000 in the first quarter of 1997 from approximately
$751,000 in the first quarter of 1996, primarily as a result of salary
increases combined with headcount additions which occurred in the latter part
of 1996.
As a result of the above factors, the Company recognized operating income
for the first quarter of 1997 of approximately $8.2 million, approximately
$1.3 million of which was contributed by the Company's foreign subsidiaries.
For the first quarter of 1996, operating income was approximately $5.7 million
of which approximately $1.3 million was contributed by the Company's foreign
subsidiaries.
Other cost (income), net decreased approximately $300,000 from an expense
of approximately $157,000 in the first quarter of 1996 to income of
approximately $123,000 for the first quarter of 1997 primarily as a result of
foreign exchange gains realized in the first quarter of 1997, as compared to
foreign exchange losses experienced during the first quarter of 1996.
<PAGE>
Interest expense decreased approximately $200,000 to approximately $4.9
million for the first quarter of 1997 from approximately $5.1 million for the
same period in 1996, due primarily to lower interest rates and lower debt
issuance cost amortization achieved as the result of the refinancing of the
Company's long-term debt in 1996, which was partially offset by higher
revolving credit balances during the first quarter of 1997 compared to the
same period in 1996.
The provision for income taxes of approximately $577,000 for the first
quarter of 1997 increased by approximately $200,000 from approximately
$397,000 for the first quarter 1996, due to (a) the partial utilization of
available U.S. federal net operating loss carryforwards and (b) taxes on
foreign earnings against which the Company was unable to utilize its U.S.
federal net operating loss carryforwards.
As a result of the above factors, the Company recognized net income for
the first quarter of 1997 of approximately $2.9 million, compared to net
income of approximately $67,000 for the first quarter of 1996.
LIQUIDITY AND CAPITAL RESOURCES
The Company's near-term future cash needs will be driven by working
capital requirements, which are likely to increase, and planned capital
expenditures. Capital expenditures were approximately $1.9 million in the
first quarter of 1997, as compared to capital expenditures of approximately
$79,000 for the first quarter of 1996. The increased capital investments for
1997 are designated for significant new equipment additions and new integrated
information systems. The Company does not expect such capital expenditures to
have a material adverse effect on its long-term liquidity. Moreover, the
Company does not currently have any significant capital expenditure
commitments. The Company expects to fund its working capital needs and
capital expenditures with cash provided from operations, supplemented by
borrowings under its Revolving Credit Facility. The Company believes these
sources of capital will be sufficient to fund these capital expenditures and
working capital requirements over the next 12 months although there can be no
assurance that this will be the case.
Net cash used in operations in the first quarter of 1997 was
approximately $643,000, as compared to approximately $1.1 million in the first
quarter of 1996. The negative cash flow from operations for 1997 was
primarily a result of increases of approximately $6.7 million in inventories
and approximately $1.7 million in accounts receivable, which were offset by an
increase in net income of approximately $2.9 million and non-cash depreciation
and amortization expenses of approximately $2.2 million, an increase in the
accounts payable and accrued expenses balance of approximately $2.2 million
and other adjustments. Cash used for investing activities increased from
approximately $72,000 in the first quarter of 1996 to approximately $1.9
million in the first quarter of 1997, primarily as a result of higher capital
expenditures. Cash used in financing activities for the first quarter of 1997
was approximately $2.0 million due to decreased borrowings under the Revolving
Credit Facility. Cash for the first quarter of 1997 decreased approximately
$4.6 million, resulting in a December 31, 1996 cash balance of approximately
$99,000. Cash in the first quarter of 1996 decreased approximately $3.7
million, resulting in a cash balance of approximately $1.3 million at December
31, 1995.
Total debt at December 31, 1996 was $166.3 million compared to $168.2
million at September 30, 1996 reflecting reduced borrowing under the Company's
Revolving Credit Facility (the "Facility") with Congress Financial Corporation
(Central).
<PAGE>
At December 31, 1996, $28.9 million had been borrowed pursuant to the
Facility compared to $30.9 million at September 30, 1996. In addition, as of
December 31, 1996, approximately $3.0 million in letter of credit
reimbursement obligations had been incurred by the Company. The Company had
available additional borrowing capacity of approximately $18.1 million on the
Facility at December 31, 1996. In January, 1997, the Facility was increased
from $50 million to $60 million (see "Subsequent Events").
<PAGE>
SUBSEQUENT EVENTS
The Company announced on January 29, 1997 that Haynes Holdings, Inc., its
parent corporation, had completed a stock purchase transaction with Blackstone
Capital Partners II Merchant Banking Fund L.P. and certain of its affiliates
("Blackstone") and a stock redemption transaction with MLGA Fund II, L.P. and
MLGAL Partners, L.P., the principal investors in Haynes Holdings, which
together with certain other agreements resulted in a recapitalization of
Haynes Holdings through a repurchase by Haynes Holdings of approximately 79.9%
of its outstanding shares of common stock at a price of $10.15 per share in
cash and the purchase by Blackstone of a like number of shares at the same
price. Due to this change in ownership, the Company's ability to utilize its
U.S. net operating loss carryforwards will be limited in the future. In
conjunction with the above-mentioned transaction, the Company's Facility was
increased from $50 million to $60 million.
On January 7, 1997, the Company received written confirmation of a zero
dollar ($0) settlement for its 1989 tax year which was under examination by
the Internal Revenue Service for possible disallowance of the amortization of
certain loan fees.
[Remainder of page intentionally left blank.]
<PAGE>
PART II - OTHER INFORMATION.
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ITEM 1. Not applicable
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ITEM 2. Not applicable
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ITEM 3. Not applicable
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ITEM 4. Not applicable
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ITEM 5. Not applicable
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ITEM 6. Exhibits and Reports on Form 8-K
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(a) Exhibits. See Index to Exhibits
--------
(b) Reports on Form 8-K. No report on Form 8-K was filed during the
---------------------
quarter for which this report is filed.
[Remainder of page intentionally left blank.]
<PAGE>
SIGNATURES
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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.
HAYNES INTERNATIONAL, INC.
/s/ Michael D. Austin
-----------------------------
M. D. Austin
President and Chief Executive Officer
/s/ Joseph F. Barker
----------------------------
J. F. Barker
Vice President, Finance
Chief Financial Officer
Date: February 7, 1997
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INDEX TO EXHIBITS
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SEQUENTIAL
NUMBER NUMBERING
ASSIGNED IN SYSTEM PAGE
REGULATION S-K NUMBER OF
ITEM 601 DESCRIPTION OF EXHIBIT EXHIBIT
-------------------------------------------------------------------- -----------
(2) No Exhibit.
(3) 3.01 Restated Certificate of Incorporation of Registrant. (Incorporated
by reference to Exhibit 3.01 to Registration Statement on Form
S-1, Registration No. 33-32617.)
3.02 By-laws of Registrant. (Incorporated by reference to Exhibit 3.02
to Registration Statement on Form S-1, Registration No. 33-
32617).
(4) 4.01 Indenture, dated as of August 23, 1996, between Haynes
International, Inc. and National City Bank, as Trustee, relating to
the 11 5/8% Senior Notes Due 2004, table of contents and
cross-reference sheet. (Incorporated by reference to Exhibit 4.01
to the Registrant's Form 10-K Report for the year ended
September 30, 1996, File No. 333-5411.)
4.02 Form of 11 5/8% Senior Note Due 2004. (Incorporated by
reference to Exhibit 4.01 to the Registrant's Form 10-K Report for
the year ended September 30, 1996, File No. 333-5411.)
(10) 10.01 Form of Severance Agreements, dated as of March 10, 1989,
between Haynes International, Inc. and the employees of Haynes
International, Inc. named in the schedule to the Exhibit.
(Incorporated by reference to Exhibit 10.03 to Registration
Statement on Form S-1, Registration No. 33-32617.)
10.02 Stock Subscription Agreement, dated as of August 31, 1989,
among Haynes Holdings, Inc., Haynes International, Inc. and the
persons listed on the signature pages thereto (Investors).
(Incorporated by reference to Exhibit 4.07 to Registration
Statement on Form S-1, Registration No. 33-32617.)
10.03 Amendment to the Stock Subscription Agreement To Add a Party,
dated August 14, 1992, among Haynes Holdings, Inc., Haynes
International, Inc., MLGA Fund II, L.P., and the persons listed on
the signature pages thereto. (Incorporated by reference to
Exhibit 10.17 to Registration Statement on Form S-4, Registration
No. 33-66346.)
10.04 Second Amendment to Stock Subscription Agreement, dated
March 16, 1993, among Haynes Holdings, Inc., Haynes
International, Inc., MLGA Fund II, L.P., MLGAL Partners, Limited
Partnership, and the persons listed on the signature pages
thereto. (Incorporated by reference to Exhibit 10.21 to
Registration Statement on Form S-4, Registration No. 33-66346.)
10.05 Stockholders Agreement, dated as of August 31, 1989, among
Haynes Holdings, Inc. and the persons listed on the signature
pages thereto (Investors). (Incorporated by reference to
Exhibit 4.08 to Registration Statement on Form S-1, Registration
No. 33-32617.)
10.06 Amendment to the Stockholders Agreement To Add a Party, dated
August 14, 1992, among Haynes Holdings, Inc., MLGA Fund II,
L.P., and the persons listed on the signature pages thereto.
(Incorporated by reference to Exhibit 10.18 to Registration
Statement on Form S-4, Registration No. 33-66346.)
10.07 Investment Agreement, dated August 10, 1992, between MLGA
Fund II, L.P., and Haynes Holdings, Inc. (Incorporated by
reference to Exhibit 10.22 to Registration Statement on Form S-4,
Registration No. 33-66346.)
10.08 Investment Agreement, dated August 10, 1992, between MLGAL
Partners, Limited Partnership and Haynes Holdings, Inc.
(Incorporated by reference to Exhibit 10.23 to Registration
Statement on Form S-4, Registration No. 33-66346.)
10.09 Investment Agreement, dated August 10, 1992, between Thomas
Githens and Haynes Holdings, Inc. (Incorporated by reference
to Exhibit 10.24 to Registration Statement on Form S-4,
Registration No. 33-66346.)
10.10 Consent and Waiver Agreement, dated August 14, 1992, among
Haynes Holdings, Inc., Haynes International, Inc., MLGA Fund II,
L.P., and the persons listed on the signature pages thereto.
(Incorporated by reference to Exhibit 10.19 to Registration
Statement on Form S-4, Registration No. 33-66346.)
10.11 Retirement Agreement, dated as of May 21, 1993, between
Haynes International, Inc. and Paul F. Troiano (Incorporated by
reference to Exhibit 10.02 to Registration Statement on Form S-4,
Registration No. 33-66346.)
10.12 Executive Employment Agreement, dated as of September 1,
1993, by and among Haynes International, Inc., Haynes Holdings,
Inc. and Michael D. Austin. (Incorporated by reference to
Exhibit 10.26 to the Registration Statement on Form S-4,
Registration No. 33-66346.)
10.13 Amendment to Employment Agreement, dated as of July 15, 1996
by and among Haynes International, Inc., Haynes Holdings, Inc.
and Michael D. Austin (Incorporated by reference to Exhibit 10.15
to Registration Statement on S-1, Registration No. 333-05411).
10.14 Haynes Holdings, Inc. Employee Stock Option Plan.
(Incorporated by reference to Exhibit 10.08 to Registration
Statement on Form S-1, Registration No. 33-32617.)
10.15 Form of "New Option" Agreements between Haynes Holdings, Inc.
and the executive officers of Haynes International, Inc. named in
the schedule to the Exhibit. (Incorporated by reference to
Exhibit 10.09 to Registration Statement on Form S-1, Registration
No. 33-32617.)
10.16 Form of "September Option" Agreements between Haynes
Holdings, Inc. and the executive officers of Haynes International,
Inc. named in the schedule to the Exhibit. (Incorporated by
reference to Exhibit 10.10 to Registration Statement on Form S-1,
Registration No. 33-32617.)
10.17 Form of "January 1992 Option" Agreements between Haynes
Holdings, Inc. and the executive officers of Haynes International,
Inc. named in the schedule to the Exhibit. (Incorporated by
reference to Exhibit 10.08 to Registration Statement on Form S-4,
Registration No. 33-66346.)
10.18 Form of "Amendment to Holdings Option Agreements" between
Haynes Holdings, Inc. and the executive officers of Haynes
International, Inc. named in the schedule to the Exhibit.
(Incorporated by reference to Exhibit 10.09 to Registration
Statement on Form S-4, Registration No. 33-66346.)
10.19 Amended and Restated Loan and Security Agreement by and
among CoreStates Bank, N.A. and Congress Financial
Corporation (Central), as Lenders, Congress Financial
Corporation (Central), as Agent for Lenders, and Haynes
International, Inc., as Borrower. (Incorporated by reference to
Exhibit 10.19 to the Registrant's Form 10-K Report for the year
ended September 30, 1996, File No. 333-5411).
10.20 Amendment No. 1 to Amended and Restated Loan and Security
Agreement by and among CoreStates Bank, N.A. and Congress
Financial Corporation (Central), as Lenders, Congress Financial
Corporation (Central) as Agent for Lenders, and Haynes
International, Inc., as Borrower. (Incorporated by reference to
Exhibit 10.01 to Registrant's Form 8-K Report, Filed January 7,
1997, File No. 333-5411.)
(11) No Exhibit.
(15) No Exhibit.
(18) No Exhibit.
(19) No Exhibit.
(22) No Exhibit.
(23) No Exhibit.
(24) No Exhibit.
(27) 27.01 Financial Data Schedule.
(28) No Exhibit.
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
HAYNES INTERNATIONAL, INC.
FINANCIAL DATA SCHEDULE
(dollars in thousands, except per share data)
The schedule contains summary financial information extracted from
the consolidated financial statements of Haynes International, Inc.
and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> YEAR YEAR
<FISCAL-YEAR-END> SEP-30-1996 SEP-30-1997
<PERIOD-END> SEP-30-1996 DEC-31-1996
<CASH> 4688 99
<SECURITIES> 0 0
<RECEIVABLES> 40524 42186
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0 0
0 0
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