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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended March 31, 1996
--------------
Commission File Number 1-10668
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AIR-CURE TECHNOLOGIES, INC.
---------------------------
(Exact name of registrant as specified in its charter)
Delaware 41-1667001
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2828 Clinton Drive Houston, Texas 77020
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 713-676-6104
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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 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 [ ]
11,641,768
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(Number of shares of common stock of the
registrant outstanding as of May 10, 1996)
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AIR-CURE TECHNOLOGIES, INC. AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED
MARCH 31, 1996
<TABLE>
<CAPTION>
Page
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<S> <C>
PART I - FINANCIAL INFORMATION
- - ------ ---------------------
ITEM 1: FINANCIAL STATEMENTS
Consolidated Balance Sheets as of March 31, 1996
and December 31, 1995 (unaudited) 3
Consolidated Statements of Operations for the
three month periods ended March 31, 1996
and 1995 (unaudited) 4
Consolidated Statements of Cash Flows for the
three month periods ended March 31, 1996 and
1995 (unaudited) 5
Notes to Consolidated Financial Statements 6
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS 8
PART II - OTHER INFORMATION 11
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</TABLE>
2
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AIR-CURE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
ASSETS March 31, December 31,
1996 1995
------------ ------------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 71,202 $ 2,216,168
Restricted cash 239,209 82,615
Due on contracts and other receivables 16,007,071 22,926,473
Costs and estimated earnings in excess of billings
on uncompleted contracts 20,266,627 19,369,054
Inventories 3,489,864 3,944,474
Prepaid expenses, deposits and other assets 900,018 501,946
Deferred tax asset 452,766 452,766
Refundable income taxes 2,041,834 831,834
------------ ------------
Total Current Assets 43,468,591 50,325,330
PROPERTY AND EQUIPMENT, net 5,241,856 5,391,776
OTHER ASSETS:
Licenses, trademarks and tradenames, net 4,350,000 4,400,000
Excess costs over net assets acquired, net 11,965,819 12,191,330
Other assets 45,767 50,702
------------ ------------
Total Other Assets 16,361,586 16,642,032
------------ ------------
TOTAL ASSETS $ 65,072,033 $ 72,359,138
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term obligations $ 3,346,075 $ 3,347,383
Accounts payable 8,156,674 11,799,115
Accrued liabilities 13,075,534 14,891,773
Billings in excess of costs and estimated
earnings on uncompleted contracts 861,076 815,429
Income taxes payable 123,519 123,519
------------ ------------
Total Current Liabilities 25,562,878 30,977,219
LONG-TERM LIABILITIES:
Borrowings under line of credit 11,600,000 11,498,428
Long-term obligations, less current maturities 6,706,291 6,709,289
Deferred tax liability 257,204 257,204
------------ ------------
Total Liabilities 44,126,373 49,442,140
------------ ------------
STOCKHOLDERS' EQUITY:
Preferred stock -- --
Common stock 11,467 11,453
Additional paid-in capital 20,944,247 20,900,636
Retained earnings (accumulated deficit) (359,561) 1,556,089
Translation adjustment 349,507 448,820
------------ ------------
Total Stockholders' Equity 20,945,660 22,916,998
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 65,072,033 $ 72,359,138
============ ============
</TABLE>
See Notes To Financial Statements
3
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AIR-CURE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Three months ended
March 31, 1996 March 31, 1995
-------------- --------------
<S> <C> <C>
Revenues $ 21,329,668 $ 22,839,339
Cost of revenues 16,648,947 18,570,505
------------- -------------
Gross profit 4,680,721 4,268,834
Selling, general and administrative expenses 2,647,404 2,674,917
Sales commissions 1,046,961 319,517
Depreciation and amortization 244,905 244,241
Restructuring costs 3,500,000 --
------------- -------------
Operating profit (loss) (2,758,549) 1,030,159
------------- -------------
Other income (expense):
Interest expense, net (385,134) (291,574)
Miscellaneous, net 18,033 60,264
------------- -------------
Total other income (expense) (367,101) (231,310)
Earnings (loss) before taxes (3,125,650) 798,849
Income tax provision (benefit) (1,210,000) 111,667
------------- -------------
Net earnings (loss) ($ 1,915,650) $ 687,182
============= =============
Weighted average shares
outstanding 11,461,680 11,444,715
============= =============
Earnings (loss) per share ($0.17) $0.06
============= =============
</TABLE>
See Notes To Financial Statements
4
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AIR-CURE TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
<TABLE>
<CAPTION>
1996 1995
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings (loss) ($ 1,915,650) $ 687,182
Adjustments to reconcile net earnings (loss) to
net cash used in operating activities:
Depreciation and amortization 376,717 458,876
Benefit for deferred income taxes -- (67,787)
Changes in assets and liabilities:
Restricted cash (155,681) 447,427
Due on contracts and other receivables, net 6,909,330 (2,983,332)
Inventories 453,206 (88,748)
Costs and estimated earnings in excess of
billings on uncompleted contracts (955,101) (1,890,920)
Prepaid expenses, deposits and other assets (396,898) (72,316)
Refundable income taxes (1,210,000) --
Accounts payable and accrued liabilities (5,377,139) 463,180
Billings in excess of costs and estimated earnings
on uncompleted contracts 42,409 994,535
Income taxes payable -- (45,000)
Other 3,972 (126,706)
------------ ------------
Net cash used in operating activities (2,224,835) (2,223,609)
------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (44,524) (187,166)
------------ ------------
Net cash used in investing activities (44,524) (187,166)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of long-term obligations (4,306) (384,199)
Net borrowings under line of credit 101,572 996,325
Distributions to shareholders of pooled company -- (300,000)
Proceeds from issuance of stock 43,625 43,255
------------ ------------
Net cash provided by financing activities 140,891 355,381
------------ ------------
EFFECT OF EXCHANGE RATE CHANGES ON CASH (16,498) 41,548
------------ ------------
Net decrease in cash and cash equivalents (2,144,966) (2,013,846)
Cash and cash equivalents, beginning of period 2,216,168 1,541,349
------------ ------------
Cash and cash equivalents, end of period $ 71,202 ($ 472,497)
============ ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest $ 366,324 $ 286,899
============ ============
Cash paid for income taxes $ 12,150 $ 296,199
============ ============
</TABLE>
See Notes To Financial Statements
5
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AIR-CURE TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with Regulation S-X pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although management believes that the
disclosures are adequate to make the information presented not misleading.
In the opinion of management, the unaudited condensed financial statements
contain all adjustments, consisting of only normal recurring adjustments,
necessary to present fairly the financial position as of March 31, 1996, the
results of operations for the three month periods ended March 31, 1996 and
1995, and the cash flows for the three month periods ended March 31, 1996 and
1995.
NOTE 2 - DUE ON CONTRACTS AND OTHER RECEIVABLES
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
------------ ------------
<S> <C> <C>
Due on contracts and other receivables consist of:
Billings on completed contracts and
contracts in progress $ 14,896,515 $ 21,481,501
Retained contract receivables 1,121,365 1,278,984
Other miscellaneous receivables 167,077 361,339
Allowance for doubtful accounts (177,886) (195,351)
------------ ------------
$ 16,007,071 $ 22,926,473
============ ============
</TABLE>
NOTE 3 - ACCRUED LIABILITIES
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
------------ ------------
<S> <C> <C>
Accrued liabilities consist of:
Job costs $ 7,924,323 $ 10,854,133
Warranties 491,582 419,079
Compensation 1,645,465 2,358,301
Miscellaneous 3,014,164 1,260,260
------------ ------------
$ 13,075,534 $ 14,891,773
============ ============
</TABLE>
6
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NOTE 4 - BUSINESS ACQUISITIONS
On December 28, 1995, the Company issued 4,139,305 shares of its common stock
in exchange for all of the outstanding common stock of Allied Industries, Inc.
("Allied"). The merger has been accounted for as a pooling-of-interests and,
accordingly, the company's consolidated financial statements have been restated
to include the accounts and operations of Allied effective January 28, 1994
(date of inception of Allied).
Effective January 1, 1995, Allied was granted S Corporation tax status.
Accordingly, Allied did not pay U.S. Federal income taxes for the period from
January 1, 1995 through December 28, 1995 (the date of merger). If Allied had
been a C Corporation for the period ended December 28, 1995, an additional
provision for income taxes of $223,000 would have been recorded for the three
months ended March 31, 1995 resulting in a pro forma net earnings for the
Company of approximately, $464,000 and pro forma net earnings per share of
$.04.
NOTE 5 - RESTRUCTURING COSTS
A restructuring charge totaling $4,200,000 was taken during the three months
ended March 31, 1996. The charge includes the estimated future cost of the
employment agreement with the former president and chief executive officer who
was replaced in March 1996, and the anticipated cost to implement management's
plan to reduce the Company's overall cost structure including employee
severance, lease and other contract buyouts, inventory and other asset
impairments, excess machinery disposal, and other costs. These charges are
reflected as restructuring costs of $3,500,000 and a reserve of $700,000 which
has been included in cost of revenues.
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ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
Air-Cure Technologies, Inc. ("Air-Cure" or the "Company") was formed in April
1990 when the Company purchased substantially all of the assets of Texcel
Filtration Systems, Inc. Since its founding, the Company has experienced
substantial growth, both internally and through acquisitions. The Company
acquired Pipkorn Environmental Technologies, Inc. and Interel Environmental
Technologies, Inc. in 1991, Air-Cure Dynamics, Inc., Air-Cure (Canada)
Technologies, Ltd., Air-Cure Environmental GmbH, and Air-Cure (Singapore) Pte.
Ltd. in 1992, and Amerex Industries, Inc. and VIC Environmental Systems, Inc.
in 1994. All of these acquisitions were accounted for under the purchase method
of accounting. For each purchase transaction, the excess of the total
acquisition costs over the fair value of the net assets acquired is being
amortized on a straight-line basis over 25 years. In December 1995, the Company
and Allied merged in a transaction in which Allied became a wholly-owned
subsidiary of the Company. The merger between the Company and Allied was
treated as a pooling-of-interests for accounting purposes. Accordingly, the
Company's historical financial statements have been restated to reflect the
combined operations of the Company and Allied for periods prior to consummation
of the merger.
Most of the Company's revenues are derived from the performance of fixed-price
contracts, which in some cases are subject to adjustment for changes in the
price of raw materials. Revenues from such contracts are recognized using the
percentage of completion method, measured by the percentage of costs incurred
to date to estimated total costs for each contract. The turnover rate of
contract receivables varies from period to period because the Company's
business includes both large and small contracts, and receivable balances
depend on individually negotiated contract terms, retainage amounts, if any,
and the timing of invoicing.
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1996 COMPARED TO THREE MONTHS ENDED MARCH 31,
1995:
Revenues. Revenues for the three month period ended March 31, 1996 totaled
$21,329,668, versus $22,839,339 for the corresponding period in 1995, a
$1,509,671 or 6.6% decrease in revenues. This decrease is due primarily to a
relatively low backlog at certain divisions at the end of 1995. Revenues from
North American operations for the three month period ended March 31, 1996 and
1995 totaled $17,486,291 and $20,979,977 respectively, with the European and
Asian operations combined totaling $3,843,377 and $1,859,362, respectively.
Gross Profit. Gross profit increased to $4,680,721 (21.9% margin) for the three
month period ended March 31, 1996 from $4,268,834 (18.7% margin) for the same
period in the previous year. The gross profit margin percentage has increased
due to a change in the mix of products sales during the period. A reserve
totaling approximately $700,000 was included in cost of revenues during the
first quarter of 1996. This reserve relates to the estimated cost to exit the
field erection activities at Allied. The gross profit from North American
operations for the three month period ended March 31, 1996 and 1995
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totaled $3,589,858 (20.5% margin) and $3,927,038 (18.7% margin), respectively,
with the European and Asian operations combined totaling $1,090,863 (28.4%
margin) and $341,796 (18.4% margin), respectively.
Operating Expenses. S,G&A expenses for the three month period ended March 31,
1996 decreased to $2,647,404 from $2,674,917 for the same period in 1995. Sales
commissions totaled $1,046,961 and $319,517 for the three months ended March
31, 1996 and 1995, respectively. The increase in commissions relates to an
increase in foreign sales at domestic operations. In addition, during the first
quarter of 1996, a non-recurring restructuring charge of $3,500,000 was
recorded to recognize the estimated costs to implement management's plan to
reduce the Company's overall cost structure including employee severance, lease
and other contract buyouts, and other asset impairments, excess machinery
disposal, and other costs.
Interest. Interest expense of $385,134 and $291,574 during the first quarters
of 1996 and 1995, respectively, relates to debt for acquisitions and for the
Company's line of credit for working capital purposes. The increase in the
interest expense in 1996 compared to the corresponding period in 1995 is due to
the increase in the average outstanding balance on the line of credit.
Net Earnings (loss). Net loss before taxes was $3,125,650 for the three month
period ended March 31, 1996, as compared to earnings of $798,849 for the
corresponding period in 1995. The decrease in earnings is primarily
attributable to the $4,200,000 restructuring charges taken in the first quarter
of 1996. The income tax benefit totaled $1,210,000 for the first quarter of
1996 and the income tax provision totaled $111,667 for the first quarter of
1995. Correspondingly, the net loss for the three month period ended March 31,
1996 totaled $1,915,650 and the net earnings for the three month period ended
March 31, 1995 totaled $687,182. The Company's earnings in the first quarter of
1995 were positively impacted as a result of Allied's earnings of approximately
$655,000 not being subject to federal income taxation since it was an S
Corporation at that time.
Backlog. The Company's backlog represents revenue which is expected to be
recognized in subsequent periods with respect to contracts which have been
awarded as of the date on which backlog has been calculated. Depending upon the
length of time required to perform its contracts, the Company's results of
operations reflect the volume and pricing of orders received in prior periods.
As of March 31, 1996, the Company had an estimated backlog of work under
contracts believed to be firm of approximately $32,567,000, 12% of which was
attributable to a project for one customer and 10% to another. As of December
31, 1995, the Company had an estimated backlog of approximately $28,105,000,
20% of which was attributable to a project for one customer. The Company
expects to complete virtually all of its backlog as of March 31, 1996 within
the next twelve months.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital was $17,905,713 at March 31, 1996, compared to
$19,348,111 at December 31, 1995. Cash and cash equivalents decreased by
$2,144,966 during such period.
The Company's existing capital resources consist of cash generated by its
operating activities and funds available under its line of credit. During the
three month periods ended March 31, 1996 and 1995, the Company's operating
activities used cash of $2,224,835 and $2,223,609, respectively.
During the three month periods ended March 31, 1996 and 1995, $44,524 and
$187,166, respectively, were invested in property and equipment. Repayments on
debt totaled $4,306 and $384,199 during the
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three month periods ended March 31, 1996 and 1995, respectively. Proceeds
received relating to the issuance of stock totaled $43,625 and $43,255 for the
three month periods ended March 31, 1996 and 1995, respectively. The net
borrowings under the line of credit during the first three months of 1996 and
1995 totaled $101,572 and $996,325, respectively. During the three month period
ended March 31, 1995, which was prior to the merger, $300,000 of distributions
were made to the shareholders of Allied Industries, Inc.
The Company's capital requirements consist of its general working capital
needs, capital expenditures and the funds necessary to make the payments
required under the promissory notes. The Company's general working capital
requirements consist of salary costs and related overhead, the purchase price
of material and components and subcontract costs incurred prior to the receipt
of corresponding progress payments under the contract with respect to which
such costs are incurred. Management anticipates that the Company will make
approximately $500,000 in capital expenditures during the last nine months of
1996. Approximately $2,500,000 in principal payments related to the term loan
will be payable during the last nine months of 1996.
On October 18, 1995, the Company entered into a $15,000,000 financing agreement
with Bank of America which was amended on December 29, 1995 to increase the
maximum borrowings to $25,000,000. As amended, the financing consisted of a
$10,000,000 term loan plus a $15,000,000 revolving credit facility. The term
loan and the line of credit currently bear interest at the prime rate or a
calculated interest factor plus the Eurodollar rate. The term loan is payable
in 12 quarterly payments of principal and interest, while the line of credit is
due in full in December 1997, with interest payable monthly. Management expects
that funds available under the credit facility, together with cash generated
from operations, will be sufficient to meet the Company's capital requirements
for its general working capital needs, capital expenditures and debt service
requirements for at least the next 12 months.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
There are no material pending legal proceedings to which the Company is party
or of which any of its property is subject.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Securities Holders.
On March 1, 1996, six stockholders of the Company holding 6,463,840 shares
(approximately 56%) of the Company's common stock voted by written consent to
remove five members of the board of directors of the company, reduce the number
of directors constituting the entire board to three, and elect Pierre S.
Melcher to fill the vacancy on the company's board of directors.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits required to be filed by Item 601 of Regulation S-K.
<TABLE>
<S> <C>
3.1h Certificate of Incorporation of Air-Cure Technologies,
Inc., as amended.
3.2h By-Laws of Air-Cure Technologies, Inc., as amended.
4.1 Omitted.
4.2 Omitted.
4.3a Form of Warrant Agreement between Air-Cure and Sanders
Morris Mundy Inc. dated April 24, 1991.
4.4d Form of Amendment of April 24, 1991 Warrant Agreement
between Air-Cure and Sanders Morris Mundy Inc. dated
January 28, 1993.
</TABLE>
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<TABLE>
<S> <C>
4.5c Form of Warrant Agreement between Air-Cure and Sanders
Morris Mundy Inc. dated June 15, 1992.
4.6d Form of Warrant Agreement between Air-Cure and
Pennsylvania Merchant Group, Ltd.
10.1f Air-Cure 401(k) Employee Retirement Savings Program, as
amended June 30, 1994.
10.2i Agreement and Plan of Merger, dated October 13, 1995,
among Air-Cure Technologies, Inc., Air-Cure Acquisition
Corporation, Allied Industries, Inc., Mark E. Johnson and
Pierre S. Melcher.
10.3k Employment Agreement, dated December 29, 1995, between
Air-Cure and Mark E. Johnson.
10.4k Employment Agreement, dated December 29, 1995, between
Air-Cure and Pierre S. Melcher.
10.5g Amended and Restated 1990 Stock Option Plan, as amended
June 29, 1995.
10.6 Omitted.
10.7f Lease agreement between Halligan and Labbe Enterprises LLC
and Amerex Industries, Inc., dated May 25, 1994.
10.8d Employment Agreement, dated December 17, 1992, between
Air-Cure and Michael P. Lawlor.
10.9d Employment Agreement, dated December 17, 1992, between
Air-Cure and Lawrance W. McAfee.
10.10 Omitted.
10.11f Employment Agreement, dated March 1, 1995 between Air-Cure
and John P. Fitzpatrick.
10.12 Omitted.
10.13 Omitted.
10.14 Omitted.
10.15 Omitted.
10.16d Form of Stock Option Agreement.
10.17 Omitted.
</TABLE>
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<TABLE>
<S> <C>
10.18 Omitted.
10.19b License and Technical Assistance Agreement, dated August
28, 1991, between Interel Environmental Technologies, Inc.
and Heinrich Luhr Staubtechnik GmbH & Co.
10.20 Omitted.
10.21 Omitted.
10.22 Omitted.
10.23 Omitted.
10.24 Omitted.
10.25g Directors' Stock Option Plan, as amended June 29, 1995.
10.26f Employees Stock Purchase Plan, as amended December 15,
1994.
10.27c Agreement, dated January 31, 1994, between Air-Cure
Technologies, Inc. and Local Union #486, Sheet Metal
Worker's International Association.
10.28j Credit Agreement dated as of October 18, 1995, among
Air-Cure and Bank of America.
10.29c Agreement and Plan of Merger, dated April 5, 1994, among
Air-Cure Environmental, Inc., Air-Cure Acquisition
Corporation, Amerex, Inc., Amerex Industries, Inc. and
other parties.
10.30c Agreement and Plan of Merger, dated April 28, 1994, among
Air-Cure Environmental, Inc., VIC Acquisition Corporation,
VIC Environmental Systems, Inc. and Ronald E. Lewis.
</TABLE>
- - ----------------
a Incorporated by reference. Documents were previously filed as
exhibits to registrant's registration on Form S-18 (File No.
33-37240).
b Incorporated by reference. Documents were previously filed as
exhibits to registrant's registration on Form S-1 (File No.
33-44205).
c Incorporated by reference. Documents were previously filed as
exhibits to registrant's registration on Form S-1 (File No.
33-52012).
d Incorporated by reference. Documents were previously filed as
exhibits to registrant's Annual Report on Form 10-K for fiscal
year ending March 31, 1993 (File No. 1-10668).
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<PAGE> 14
e Incorporated by reference. Documents were previously filed as
exhibits to registrant's registration statement on
Post-Effective Amendment No. 1 to Form S-1 filed on May 5, 1994
(File No. 33-69524).
f Incorporated by reference. Documents were previously filed as
exhibits to registrant's Annual Report on Form 10-K for the year
ending December 31, 1994 (File No. 1-10668).
g Incorporated by reference. Documents were previously filed as
exhibits to registrant's Preliminary Proxy Statement for the
Annual Meeting of Stockholders held on June 29, 1995.
h Incorporated by reference. Documents were previously filed as
exhibits to registrant's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1995 (File No. 1-10668).
i Incorporated by reference. Documents were previously filed as
exhibits to registrant's registration statement on
Post-Effective Amendment No. 1 to Form S-4 filed on October 20,
1995 (File No. 33-92308).
j Incorporated by reference. Documents were previously filed as
exhibits to registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1995 (File No. 1-10668).
k Incorporated by reference. Documents were previously filed as
exhibits to registrant's Annual Report on Form 10-K for the year
ending December 31, 1995 (File No. 1-10668).
(b) Reports on Form 8-K.
Form 8-K dated March 1, 1996.
Form 8-K dated March 8, 1996.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AIR-CURE TECHNOLOGIES, INC.
----------------------------------
Date: May 13, 1996 /s/ Lawrance W. McAfee
----------------------------------
Lawrance W. McAfee
Executive Vice President,
Chief Financial Officer and
Secretary
Date: May 13, 1996 /s/ Sara E. Harris
----------------------------------
Sara E. Harris
Corporate Controller and
Assistant Secretary
15
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EXHIBIT INDEX
27 -- Financial Data Schedule
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000949988
<NAME> AIR-CURE TECHNOLOGIES, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-1-1996
<PERIOD-END> MAR-31-1996
<CASH> 71,202
<SECURITIES> 0
<RECEIVABLES> 16,184,957
<ALLOWANCES> 177,886
<INVENTORY> 3,489,864
<CURRENT-ASSETS> 43,468,591
<PP&E> 7,868,471
<DEPRECIATION> 2,626,615
<TOTAL-ASSETS> 65,072,033
<CURRENT-LIABILITIES> 25,562,878
<BONDS> 0
<COMMON> 11,467
0
0
<OTHER-SE> 20,934,193
<TOTAL-LIABILITY-AND-EQUITY> 65,072,033
<SALES> 21,329,668
<TOTAL-REVENUES> 21,329,668
<CGS> 16,648,947
<TOTAL-COSTS> 16,648,947
<OTHER-EXPENSES> 7,439,270
<LOSS-PROVISION> 0
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