<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended January 31, 1997
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 0-21964
-------------------
SHILOH INDUSTRIES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 51-0347683
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
Suite 350, 1013 Centre Road, Wilmington, Delaware 19805
- --------------------------------------------------------------------------------
(Address of principal executive offices - zip code)
(302) 998-0592
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
N/A
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
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 the past 90 days.
Yes X No
---- -----
APPLICABLE ONLY TO CORPORATE ISSUERS:
- -------------------------------------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
Number of shares of Common Stock outstanding as of March 13, 1996 was 13,038,763
shares.
<PAGE> 2
SHILOH INDUSTRIES, INC.
-----------------------
INDEX
-----
<TABLE>
<CAPTION>
Page
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheet 3
Consolidated Statement of Income 4
Consolidated Statement of Cash Flows 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations 9
PART II. OTHER INFORMATION
Item 2. Changes in Securities 11
Item 6. Exhibits and Reports on Form 8-K 11
Exhibit 27 Financial Data Schedule
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
SHILOH INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
January 31, October 31,
1997 1996
------------ ------------
<S> <C> <C>
ASSETS
- ------
Cash and cash equivalents $ 807 $ 1,721,152
Accounts receivable 43,481,998 33,115,765
Inventory 28,816,285 18,626,492
Deferred income taxes 1,034,092 1,034,092
Prepaid expenses 3,660,373 3,573,160
------------ ------------
Total current assets 76,993,555 58,070,661
------------ ------------
Property, plant and equipment, net 143,933,384 122,293,375
Goodwill 7,529,661 615,318
Other long-term assets 3,525,408 26,029,671
------------ ------------
Total assets $231,982,008 $207,009,025
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Accounts payable $ 23,640,654 $ 9,719,528
Short- term debt 7,000,000 2,500,000
Accrued income taxes 4,043,800 1,412,499
Other accrued expenses 8,680,535 9,625,343
------------ ------------
Total current liabilities 43,364,989 23,257,370
------------ ------------
Long- term debt 50,400,000 50,433,352
Deferred income taxes 7,161,027 7,161,027
------------ ------------
Total liabilities 100,926,016 80,851,749
------------ ------------
Stockholders' equity
Common stock 130,387 130,116
Paid-in capital 38,743,407 38,375,152
Retained earnings 92,182,198 87,652,008
------------ ------------
Total stockholders' equity 131,055,992 126,157,276
------------ ------------
Commitments and contingent liabilities -- --
Total liabilities and stockholders' equity $231,982,008 $207,009,025
============ ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE> 4
SHILOH INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three months ended January 31,
---------------------------------
1997 1996
---- ----
<S> <C> <C>
Revenues $64,567,498 $ 51,539,142
Cost of sales 51,990,268 41,532,762
----------- ------------
Gross Profit 12,577,230 10,006,380
Selling, general and administrative expenses 5,325,262 3,816,659
----------- ------------
Operating income 7,251,968 6,189,721
Interest expense, net 152,586 114,406
Minority interest 95,281 --
Other income, net 171,496 7,411
----------- ------------
Income from continuing operations before
income taxes 7,366,159 6,082,726
Provision for income taxes 2,835,969 2,343,139
----------- ------------
Income from continuing operations 4,530,190 3,739,587
Loss from discontinued operations, net
of income taxes -- (376,106)
----------- ------------
Net income $ 4,530,190 $ 3,363,481
=========== ============
Earnings per share:
Income from continuing operations $ .35 $ .29
Loss from discontinued operations -- (.03)
----------- ------------
Net income per share $ .35 $ .26
=========== ============
Weighted average number of common shares: 13,011,663 13,011,663
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 5
SHILOH INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months ended January 31,
----------------------------------
1997 1996
---- ----
<S> <C> <C>
Cash Flows From Operating Activities:
Net income $ 4,530,190 $ 3,363,481
Adjustments to reconcile net income from continuing
operations to net cash provided by operating
activities:
Depreciation and amortization 2,262,185 1,784,359
Discontinued Operations -- 376,106
Minority Interest (95,281) --
Loss (gain) on sale of assets (41,553) --
Changes in operating assets and liabilities
net of effects of business acquired:
Accounts receivable (4,564,356) 1,670,610
Inventories (4,114,869) (599,614)
Prepaids and other assets 96,851 (625,425)
Payables and accruals 9,331,114 2,609,504
Accrued income taxes 2,631,301 1,086,380
------------ -----------
Net cash provided by continuing operations 10,035,582 9,665,401
Discontinued operations - non cash charges and
working capital changes -- (1,710,284)
------------ -----------
Net cash provided by operating activities 10,035,582 7,955,117
------------ -----------
Cash Flows From Investing Activities:
Capital expenditures (14,000,414) (4,886,840)
Proceeds from sale of assets 169,377 --
Acquisition of business (2,760,064) --
------------ -----------
Net cash used in investing activities (16,591,101) (4,886,840)
------------ -----------
Cash Flows From Financing Activities:
Proceeds from short-term borrowings 8,500,000 2,500,000
Repayments of short-term borrowings (4,000,000) --
Proceeds from long-term borrowings -- 1,814,271
Repayments of long-term borrowings (33,352) (9,237,500)
Issuance of common stock 368,526 --
------------ -----------
Net cash provided by (used for) financing activities 4,835,174 (4,923,229)
------------ -----------
Net decrease in cash and cash equivalents (1,720,345) (1,854,952)
Cash and cash equivalents at beginning of period 1,721,152 2,391,645
------------ -----------
Cash and cash equivalents at end of period $ 807 $ 536,693
============ ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE> 6
SHILOH INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - Basis of Presentation and Business
- -------------------------------------------
The condensed consolidated financial statements have been prepared by
Shiloh Industries, Inc. (the "Company"), without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission. The information
furnished in the condensed consolidated financial statements includes normal
recurring adjustments and reflects all adjustments which are, in the opinion of
management, necessary for a fair presentation of such financial statements.
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
the Company believes that the disclosures are adequate to make the information
presented not misleading, it is suggested that these condensed consolidated
financial statements be read in conjunction with the audited financial
statements and the notes thereto included in the Company's 1996 Annual Report to
Shareholders.
Revenues and operating results for the three months ended January 31,
1997 are not necessarily indicative of the results to be expected for the full
year.
The Consolidated Statement of Income and Consolidated Statement of Cash
Flows for the period ending January 31, 1996 have been reclassified to
correspond to current presentation for discontinued operations (see Note 2).
NOTE 2 - Discontinued Operations
- --------------------------------
In May 1996, the Company entered into an agreement to sell the
stock of one of its subsidiaries, the Shafer Valve Company, to Bettis
Corporation for $13.2 million. The Company has accounted for this operation as a
discontinued operation effective April 30, 1996, the measurement date. Results
of operations and cash flows for 1996 have been reclassified for amounts
associated with the discontinued operation.
The sale of Shafer Valve was completed on July 9, 1996. The net
proceeds from the sale of the operation were used primarily to reduce debt.
NOTE 3 - Inventories:
- ---------------------
<TABLE>
<CAPTION>
Inventories consist of the following:
January 31, October 31,
1997 1996
------------ ------------
<S> <C> <C>
Raw materials $ 16,602,967 $ 11,557,662
Work-in-process 7,786,886 2,797,698
Finished goods 5,665,968 5,475,054
------------ ------------
Total at average cost 30,055,821 19,830,414
LIFO reserve (1,239,536) (1,203,922)
------------ ------------
Total $ 28,816,285 $ 18,626,492
============ ============
</TABLE>
6
<PAGE> 7
NOTE 4 - Property, Plant and Equipment:
- ---------------------------------------
Property, plant and equipment consist of the following:
<TABLE>
<CAPTION>
January 31, October 31,
1997 1996
------------- -------------
<S> <C> <C>
Land $ 3,901,473 $ 3,584,572
Buildings and improvements 51,070,950 48,916,332
Machinery and equipment 93,401,901 87,121,959
Furniture and fixtures 6,243,422 4,810,494
Construction in progress 43,959,853 30,787,858
------------- -------------
Total, at cost 198,577,599 175,221,215
Less: Accumulated depreciation (54,644,215) (52,927,840)
------------- -------------
Net property, plant and equipment $ 143,933,384 $ 122,293,375
============= =============
</TABLE>
NOTE 5 - Financing Arrangements:
<TABLE>
<CAPTION>
Short-term debt consists of the following:
January 31, October 31,
1997 1996
-------------- ---------------
<S> <C> <C>
Revolving credit loan - interest at 6.00% at January 31, 1997 $ 2,000,000 $ --
Revolving credit loan - interest at 6.06% at January 31, 1997 3,000,000 --
Revolving credit loan - interest at 6.00% at January 31, 1997 2,000,000 2,500,000
-------------- ---------------
Total $ 7,000,000 $ 2,500,000
============== ===============
</TABLE>
7
<PAGE> 8
Long-term debt consists of the following:
<TABLE>
<CAPTION>
January 31, October 31,
1997 1996
----------- -----------
<S> <C> <C>
Revolving credit loan - interest at 6.03% at January 31, 1997 $26,500,000 $26,500,000
Revolving credit loan - interest at 6.00% at January 31, 1997 18,500,000 18,500,000
Variable rate industrial development bond, secured by letter of
credit, weighted average interest rate at 3.8% payable on
February 1, 2010 5,400,000 5,433,352
----------- -----------
$50,400,000 $50,433,352
Less: current portion -- --
----------- -----------
$50,400,000 $50,433,352
=========== ===========
</TABLE>
Prior to January 31, 1997, the Company had a $30 million unsecured revolving
credit facility ("Facility") with KeyBank National Association ("KeyBank"). The
Company increased this Facility to $70 million as of January 31, 1997.
Prior to February 24, 1997, the Company was acting as an 80% guarantor for a $23
million unsecured revolving credit facility ("Shiloh Michigan Facility")
entered into by Shiloh of Michigan with KeyBank. The Company increased the
Shiloh Michigan Facility to $28 million as of February 24, 1997.
Certain of the debt agreements described above contain various restrictive
covenants which, among others, require the Company's various operating
subsidiaries to maintain minimum net worth levels and financial ratios. The
agreements also place certain restrictions on additional indebtedness and
capital expenditures.
Amounts available under the Company's revolving credit facilities, including the
Shiloh Michigan facility, aggregated $48 million at January 31, 1997.
NOTE 6 - Other Information:
- ---------------------------
During the three months ended January 31, 1997 and 1996, cash payments for
interest amounted to $539,165 and $403,701, respectively, while cash payments,
net of refunds, for income taxes amounted to $204,668 and $1,128,784,
respectively.
The Company's Non-Qualified Stock Option Plan, adopted in May 1993, provides for
granting officers and employees options to acquire up to an aggregate of 450,000
shares of the Company's Common Stock. To date, the Company has granted
options to certain officers and employees to purchase an aggregate of 253,400
shares at prices ranging from $11.00 to $16.50 per share.
On January 29, 1997, the Company issued 27,100 shares of Common Stock as the
result of the exercise of stock options. As a result of such issuance of
Common Stock, the Company received proceeds of $298,100.
8
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
General
- -------
In 1995, the Company prepared a long-term, business plan which included a
strategic decision to concentrate on the core steel processing segment. As a
result, the Company sought inquiries from prospective bidders for the sale of
its subsidiary, Shafer Valve Company ("Shafer Valve"). Effective April 30,
1996, the Company accounted for Shafer Valve as a discontinued operation. In
May 1996, the Company entered into an agreement to sell the stock of Shafer
Valve to Bettis Corporation. The sale was completed on July 9, 1996.
Subsequent to the November 1, 1996 purchase of Greenfield Die & Manufacturing
Company ("GDM"), the Company operates through eight subsidiaries, Shiloh
Corporation, Valley City Steel Company, Sectional Die Company, Inc., Medina
Blanking, Inc., Sectional Stamping, Inc., Liverpool Coil Processing, Inc.,
Shiloh of Michigan, L.L.C., the Company's joint venture with Rouge Steel
("Shiloh Michigan") and GDM.
The Company typically experiences decreased revenue and operating income during
the first fiscal quarter of each year, usually resulting from generally slower
overall automobile production during the winter months. The revenues and
operating income in the third fiscal quarter can also be affected by the
typically lower automobile production activities in July due to manufacturers'
changeover in production lines.
The Company is a vertically integrated steel processor that supplies blanks,
stampings and processed steel to the automotive, heavy truck and other
industries. The Company performs a variety of intermediate steel
processing services, which include pickling hot rolled steel and slitting,
edge trimming, roller leveling and cutting to length hot and cold rolled steel.
In analyzing the financial aspects of the Company's steel processing operations,
a number of factors must be considered. First, plant utilization levels are very
important to profitability because of the capital intensive nature of these
operations. Because the Company performs a number of different processing
operations, however, it is not meaningful to analyze simply the total tons of
steel processed. For example, blanking and stamping involve more operational
processes, from the design and manufacture of tools and dies to the production
and packaging of the final product, than the Company's other steel processing
services and therefore generally have higher margins. Second, a significant
portion of the Company's steel processing products and services is provided to
the customers on a toll processing basis. Under these arrangements, the Company
charges a specified toll processing fee for the processing operations performed
without acquiring ownership of the steel and being burdened with the attendant
costs of ownership and risk of loss. The Company estimates that during the past
three years approximately 85.9%, 86.4% and 85.4%, respectively, of total tons
processed was done on a toll processing basis. Revenues from operations
involving directly owned steel include a component of raw material cost whereas
toll processing revenues do not; consequently, toll processing generally results
in lower gross profit, but higher gross margin, than directly owned steel
processing. Therefore, an increase in the proportion of total revenues
attributable to directly owned steel processing may result in higher revenues
and gross profits but lower gross margins. The Company's blanking and stamping
operations use more directly owned steel than do its other steel processing
operations. In addition, changes in the price of steel can impact the
Company's results of operations because raw material costs are by far the
largest component of cost of sales in processing directly owned steel.
9
<PAGE> 10
Results of Operations
- ---------------------
THREE MONTHS ENDED JANUARY 31, 1997
COMPARED TO THREE MONTHS ENDED JANUARY 31, 1996
REVENUES. Revenues increased by $13.0 million, or 25.3%, to $64.6 million for
the first quarter of fiscal 1997 from $51.5 million for the comparable period in
1996. The increase in revenues is primarily due to the inclusion of $10.2
million of revenues from GDM, which was acquired in November 1996. Revenues from
the blanking and stamping and the other steel processing operations for the
first quarter of fiscal 1997 increased approximately 26.9% and 21.5%,
respectively, from the comparable period in fiscal 1996. The percentage of
revenues from directly owned steel processed increased to 74.5% for the first
quarter of fiscal 1997 from 70.3% for the comparable period in fiscal 1996.
Revenues from toll processed steel declined to 25.5% for the first
quarter of fiscal 1997 from 29.7% for the comparable period in fiscal 1996. The
increase in the percentage of revenues from directly owned steel processed was
primarily due to the inclusion of GDM.
GROSS PROFIT. Gross profit increased by $2.6 million, or 25.7%, to $12.6
million for the first quarter of fiscal 1997 from $10.0 million for the
comparable period in fiscal 1996. Gross margin increased to 19.5% for the first
quarter of fiscal 1997 from 19.4% for the comparable period in fiscal 1996. The
slight increase in gross margin is primarily attributable to higher gross
margins realized with the inclusion of GDM, offset by pre-operating costs
incurred at Shiloh Michigan and start-up costs related to major expansion
projects.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses increased 39.5% to $5.3 million for the first quarter of
fiscal 1997 from $3.8 million for the comparable period in fiscal 1996. As a
percentage of revenues, selling, general and administrative expenses increased
to 8.3% for the first quarter of fiscal 1997 from 7.4% for the comparable period
in fiscal 1996. The largest component of the increase, both as a percentage of
sales and in dollars, arose principally from the inclusion of GDM. In addition,
the increase was attributable to increased personnel costs at the Company's
corporate office in connection with the addition of new personnel and start-up
costs related to major expansion projects.
OTHER. Interest expense, net, increased 33.4% to $152,000 for the first quarter
of fiscal 1997 from $114,000 for the first quarter in fiscal 1996. Interest
expense of $554,000 related to expansion of several facilities was capitalized
during the period. The provision for income taxes was $2.8 million in the first
quarter of fiscal 1997 compared with $2.3 million in the comparable period in
fiscal 1996, representing an effective tax rate of 38.5% for both periods.
DISCONTINUED OPERATIONS. On July 9, 1996 the Company sold Shafer Valve, which
had been accounted for as a discontinued operation effective April 30, 1996.
NET INCOME. Net income for the first quarter of fiscal 1997 increased by $1.1
million, or 34.7%, to $4.5 million from $3.4 million for the comparable period
in fiscal 1996. This increase was primarily the result of the inclusion of GDM,
which was acquired by the Company in November 1996.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
At January 31, 1997, the Company had $33.6 million of working capital,
representing a current ratio of 1.8 to 1, and a debt-to-capitalization ratio of
30.5%. As a result of the financial condition of the Company, the Company
believes that it will be able to continue its planned investment in new
equipment and facilities through fiscal 1997.
Net cash provided by operating activities is primarily generated from net income
of the Company plus non-cash charges for depreciation and amortization which,
because of the capital intensive nature of the Company's business, are
substantial. Net cash provided by operating activities during the first quarter
of 1997 was $10.0 million as compared to $8.0 million for the first quarter of
fiscal 1996. Net cash
10
<PAGE> 11
provided by operating activities has historically been used by the Company to
fund a portion of its capital expenditures.
Capital expenditures were $14.0 million during the first quarter of fiscal 1997
and $4.9 million for the comparable period in fiscal 1996. The capital
expenditures during the first quarter of 1997 were primarily for the expansion
of the Company's current blanking and stamping facilities, as well as
construction at Shiloh Michigan. For fiscal 1997, the Company has planned
capital expenditures of up to approximately $60.4 million. The increased level
of capital expenditures is due to the planned construction of a new $17.0
million stamping facility for GDM, and an $11.4 million tooling center in
Wellington, Ohio, as well as $26.4 million for new machinery and equipment and
the expansion of existing operating facilities and $5.6 million in sustaining
capital expenditures. Such facilities and machinery and equipment are being
constructed or obtained to support increased business and anticipated new
business and to enhance productivity.
Prior to January 31, 1997, the Company had a $30.0 million revolving credit
facility ("Facility") with KeyBank National Association ("KeyBank"). On January
31, 1997, the Company increased this Facility to $70 million.
Prior to February 24, 1997, the Company was acting as an 80% guarantor for a
$23 million unsecured revolving credit facility ("Shiloh Michigan Facility")
entered into by Shiloh Michigan with KeyBank. On February 24, 1997, the Company
increased the Shiloh Michigan Facility to $28 million.
The Company executed a promissory note as of December 6, 1996 in favor of
Richland Bank in the aggregate principal amount of $4.0 million. Interest
accrues on the outstanding principal balance thereunder at LIBOR rate plus
3/4%. In addition, the Company executed a promissory note as of January 31,
1997 in favor of KeyBank and received an aggregate amount of $3.0 million for
working capital purposes. Interest accrues on the outstanding principal balance
of this promissory note at approximately 6.1% per annum.
In March 1995, Medina County, Ohio issued on the behalf of the Company an
aggregate of $5.4 million in principal amount of variable rate industrial
revenue bonds due 2010, which are secured by the Company with a letter of
credit. The funds from these bonds were used to finance a portion of the
expansion at the Company's steel pickling operations in Valley City, Ohio. The
entire $5.4 million of such proceeds was outstanding as of January 31, 1997.
The Company believes that it currently has sufficient liquidity and available
capital resources to meet its existing needs, and the financial capability to
increase its long-term borrowing level if that becomes appropriate due to
changes in its capital requirements. Total availability under the Company's
unsecured lines of credit and revolving credit facilities is $100 million,
$48.0 million of which was unused at January 31, 1997.
FORWARD-LOOKING STATEMENTS
The statements contained in this Report that are not historical facts
are forward-looking statements. These forward-looking statements are subject to
certain risks and uncertainties with respect to the Company's operations in
fiscal 1997 as well as over the long term such as, without limitation, (i) a
downturn in the automotive industry, which is highly cyclical, dependent on
consumer spending and subject to the impact of domestic and international
economic conditions and regulations and policies regarding international trade,
(ii) the ability of the Company to accomplish its strategic objectives with
respect to external expansion through selective acquisitions, internal
expansion and the construction of new facilities and (iii) increases in the
price of, or limitations on the availability of steel, the Company's primary
raw material. Any or all of these risks and uncertainties could cause actual
results to differ materially from those reflected in the forward-looking
statements. These forward-looking statements are based on certain assumptions
and analyses made by the Company in light of its experience and its perception
historical trends, current conditions, expected future developments and other
factors it believes are appropriate in the circumstances. In addition, such
statements are subject to a number of assumptions, risks and uncertainties,
including, without limitation, the risks and uncertainties identified in this
Report, general economic and business conditions, the business opportunities
(or lack thereof) that may be presented to and pursued by the Company, changes
in laws or regulations and other factors, many of which are beyond the control
of the Company. Investors and prospective investors are cautioned that any such
statements are not guarantees of future performance and that actual results or
developments may differ materially from those projected in the forward-looking
statements.
PART II
Item 2. CHANGES IN SECURITIES
(c) The Company issued, pursuant to Section 4(2) of the Securities
Act of 1933, 27,100 shares of Common Stock on January 27, 1997
upon the exercise of certain stock options at an exercise price
of $11.00 per share.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Financial Data Schedule
(b) The Company filed a Current Report on Form 8-K dated November 1,
1996 in connection with the acquisition of Greenfield Die &
Manufacturing Corp.
11
<PAGE> 12
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: March 14, 1997 SHILOH INDUSTRIES, INC.
By: /s/ Robert L. Grissinger
---------------------------------
Robert L. Grissinger,
Chairman,
President and Chief
Executive Officer
By: /s/ Craig A. Stacy
---------------------------------
Craig A. Stacy,
Chief Financial Officer
and Treasurer
12
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000904979
<NAME> SHILOH INDUSTRIES
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1997
<PERIOD-START> NOV-01-1996
<PERIOD-END> JAN-31-1997
<CASH> 807
<SECURITIES> 0
<RECEIVABLES> 43,481,998
<ALLOWANCES> 0
<INVENTORY> 28,816,285
<CURRENT-ASSETS> 76,993,555
<PP&E> 198,577,599
<DEPRECIATION> 54,644,215
<TOTAL-ASSETS> 231,982,008
<CURRENT-LIABILITIES> 43,364,989
<BONDS> 0
<COMMON> 130,387
0
0
<OTHER-SE> 38,743,407
<TOTAL-LIABILITY-AND-EQUITY> 231,982,008
<SALES> 64,567,498
<TOTAL-REVENUES> 64,567,498
<CGS> 51,990,268
<TOTAL-COSTS> 57,315,530
<OTHER-EXPENSES> (266,777)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 152,586
<INCOME-PRETAX> 7,366,159
<INCOME-TAX> 2,835,969
<INCOME-CONTINUING> 4,530,190
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,530,190
<EPS-PRIMARY> .35
<EPS-DILUTED> .35
</TABLE>
