<PAGE> 1
================================================================================
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 October 3, 1998
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 33-67854
--------
CMI INDUSTRIES, INC.
------------------------------------------------------------------------------
(Exact name of registrant as specified on its charter)
Delaware 57-0836097
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1301 Gervais Street, Suite 700, Columbia, South Carolina 29201
- --------------------------------------------------------------------------------
(Address of principal executive office) (Zip Code)
Registrant's telephone number including area code: (803) 771-4434
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
----- -----
As of November 10, 1998 there were 1,695,318 shares of $1 Par Value Common Stock
outstanding.
================================================================================
<PAGE> 2
PART I FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
CMI INDUSTRIES, INC.
AND SUBSIDIARIES
Consolidated Statements of Income
(000s omitted except per share data)
(unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
------------------ -----------------
(14 WEEKS) (13 WEEKS) (40 WEEKS) (39 WEEKS)
OCT. 4, OCT. 3, OCT. 4, OCT. 3,
1997 1998 1997 1998
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net sales $ 120,253 $ 107,540 $ 317,009 $ 317,696
Cost of sales 102,628 93,776 274,636 274,744
--------- --------- --------- ---------
Gross profit 17,625 13,764 42,373 42,952
Selling, general and administrative expenses 8,535 8,619 24,833 25,324
--------- --------- --------- ---------
Operating income 9,090 5,145 17,540 17,628
Other income (expenses):
Interest expense (3,678) (3,130) (11,133) (9,594)
Other, net 541 848 2,946 2,082
--------- --------- --------- ---------
Total other expenses, net (3,137) (2,282) (8,187) (7,512)
Income before income taxes 5,953 2,863 9,353 10,116
Income tax provision 2,323 1,046 3,648 3,796
--------- --------- --------- ---------
Net income $ 3,630 $ 1,817 $ 5,705 $ 6,320
========= ========= ========= =========
Average shares outstanding during period 1,690 1,695 1,690 1,695
Net income per share $ 2.15 $ 1.07 $ 3.38 $ 3.73
Depreciation and amortization included in
the above costs and expenses: $ 4,765 $ 4,277 $ 13,894 $ 12,880
</TABLE>
See Accompanying Notes
2
<PAGE> 3
CMI INDUSTRIES, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
January 3, 1998 and October 3, 1998
(000s omitted)
<TABLE>
<CAPTION>
JANUARY 3, OCTOBER 3,
1998 1998
---------- -----------
(UNAUDITED)
<S> <C> <C>
ASSETS
- ------
Current assets:
Cash and cash equivalents $ 1,729 $ 1,081
Receivables, less allowance for doubtful
accounts of $1,200 and $1,500 47,762 61,597
Inventories: (note 3)
Raw materials 11,474 12,442
Work-in-process 19,312 20,906
Finished goods 18,729 23,889
Supplies 4,412 4,674
--------- ---------
53,927 61,911
Other current assets 931 4,087
--------- ---------
Total current assets 104,349 128,676
Property, plant and equipment: (note 4)
Land and land improvements 3,332 3,326
Buildings 38,725 39,034
Machinery and equipment 202,199 202,166
Construction in progress 3,500 6,420
--------- ---------
247,756 250,946
Less accumulated depreciation and amortization (144,164) (155,480)
--------- ---------
103,592 95,466
Other assets:
Cash value of life insurance, intangibles,
deferred charges, and other assets 8,599 9,483
--------- ---------
$ 216,540 $ 233,625
========= =========
</TABLE>
See Accompanying Notes
3
<PAGE> 4
CMI INDUSTRIES, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
January 3, 1998 and October 3, 1998
(000s omitted)
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
JANUARY 3, OCTOBER 3,
1998 1998
---------- -----------
(unaudited)
<S> <C> <C>
Current liabilities:
Payable - book overdraft $ 6,023 $ 7,782
Current portion of long-term debt (note 2) 2,204 2,153
Accounts payable 15,685 20,266
Accrued expenses 14,488 13,717
Income taxes payable 141 2,241
-------- --------
Total current liabilities 38,541 46,159
Long-term debt (note 2) 124,528 124,512
Deferred income tax 1,245 4,452
Other liabilities 13,182 13,138
Stockholders' equity:
Common stock of $1 par value per share;
2,100,000 shares authorized, 1,695,318 shares issued 1,695 1,695
Paid-in capital 11,358 11,358
Retained earnings (note 2) 25,991 32,311
-------- --------
Total stockholders' equity 39,044 45,364
-------- --------
$216,540 $233,625
======== ========
</TABLE>
See Accompanying Notes.
4
<PAGE> 5
CMI INDUSTRIES, INC.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the nine months ended October 4, 1997 and October 3, 1998
(000s omitted)
<TABLE>
<CAPTION>
OCTOBER 4, OCTOBER 3,
1997 1998
----------- -----------
(unaudited) (unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 5,705 $ 6,320
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 13,894 12,880
Changes in assets and liabilities:
Receivables (15,213) (13,835)
Inventories 1,183 (7,984)
Other current assets (6) (3,156)
Other assets (898) (1,226)
Accounts payable 3,765 4,581
Accrued expenses 2,095 (771)
Income taxes -- 2,100
Deferred income taxes 3,365 3,207
Other liabilities (556) (44)
-------- --------
Net cash provided by operating activities 13,334 2,072
-------- --------
Cash flows from investing activities:
Capital expenditures, net (3,411) (4,340)
-------- --------
Net cash used in investing activities (3,411) (4,340)
-------- --------
Cash flows from financing activities:
Net borrowings on revolving credit facilities (843) (139)
Net change in payable-book overdraft (8,099) 1,759
-------- --------
Net cash provided by (used in) financing activities (8,942) 1,620
-------- --------
Net increase/(decrease) in cash 981 (648)
Cash and cash equivalents at beginning of year 2,244 1,729
-------- --------
Cash and cash equivalents at end of period $ 3,225 $ 1,081
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 13,665 $ 12,244
======== ========
Income taxes $ -- $ 1,104
======== ========
</TABLE>
See Accompanying Notes
5
<PAGE> 6
Notes to Consolidated Financial Statements
Note 1:
Basis of Presentation:
The consolidated financial statements include the accounts of the
Company and its wholly owned subsidiaries. All significant intercompany balances
and transactions have been eliminated. In the opinion of management, the
accompanying unaudited consolidated financial statements include all adjustments
necessary to present fairly the Consolidated Balance Sheet as of October 3,
1998, the Consolidated Statements of Cash Flows for the nine months ended
October 4, 1997 and October 3, 1998, and the Consolidated Statements of Income
for the three months and nine months then ended. All dollar amounts are rounded
to thousands. The Consolidated Balance Sheet as of January 3, 1998 has been
audited, but the auditor's report is not included herein. The disclosures
accompanying these interim financial statements are condensed and should be read
in conjunction with the disclosures in the annual financial statements.
Note 2:
Long-Term Debt:
In October 1993, the Company completed a public offering ("the
Offering") of $125,000 in aggregate principal amount of 9 1/2% Senior
Subordinated Notes ("Notes") due October 1, 2003. The Notes are general
unsecured obligations of the Company. Interest on the Notes is payable
semiannually, and the Notes are redeemable at the option of the Company at any
time after October 1, 1998. Redemption prices commence at 104-3/4% of the
principal amount, declining annually to 100% of the principal amount in October
2000, plus accrued interest. The recorded balance of $124,512 at October 3,
1998, is presented net of $488 of unamortized bond issue discount that is being
amortized over the period to maturity. The latest information available
indicates the fair value of the Notes was $125,000 at October 3, 1998. The fair
value presented herein is not necessarily indicative of the amounts that the
Company would realize in a current market exchange.
In March 1996, the Company replaced a $92 million unsecured revolving
credit facility with a new credit agreement and renewed a Wachovia Bank of South
Carolina facility at $4 million. The Company and its lenders amended the new
credit agreement in February 1997 to reduce the borrowing limit to $65 million,
to contemplate the realignment of the Company's assets into separate operating
entities, which was completed during 1997, and to extend the maturity of the
secured revolving credit facility by two years to January 2000. The borrowings
under the new credit agreement are secured by all receivables, certain
inventories and certain intangibles.
6
<PAGE> 7
Long-term debt at January 3, 1998 and October 3, 1998 consisted of:
<TABLE>
<CAPTION>
JAN. 3, 1998 OCT. 3, 1998
------------ ------------
<S> <C> <C>
Borrowings under credit agreements:
Secured revolving credit facility $ 88 $ --
Unsecured Wachovia Bank of SC facility 2,204 2,153
Senior subordinated notes, net 124,440 124,512
--------- ---------
126,732 126,665
Less current portion (2,204) (2,153)
--------- ---------
Long-term debt $ 124,528 $ 124,512
========= =========
</TABLE>
The secured revolving credit facility requires a commitment fee of 3/8
of 1% per annum on all unused amounts and as of October 3, 1998, the Company
could have borrowed an additional $62 million under the revolving credit
facility. Interest on the secured revolving credit facility is based on a
floating prime rate or an eurodollar rate plus 1 1/2%. At October 3, 1998, the
prime borrowing interest rate on the revolving credit facility was 8.25%. The
Wachovia Bank of South Carolina facility is unsecured, requires no commitment
fee and may be terminated by the bank with 100 days notice. Interest on the
Wachovia Bank of South Carolina facility accrues at an amount based on the daily
Federal Funds rate, which was 7.5% at October 3, 1998.
The credit agreements and indenture contain various restrictive
covenants and conditions requiring, among other things, minimum levels of net
worth, certain interest coverage ratios, prohibitions against certain borrowings
and advances, and a negative covenant limiting the Company's right to grant
security interests or other liens on its assets. In addition, the credit
agreements and the indenture pursuant to which the Notes were issued contain
restrictions on the Company's ability to pay cash dividends or purchase its
capital stock. Under the most restrictive covenant, as of October 3, 1998, the
Company was authorized to pay up to $3 million of cash dividends or capital
stock purchases. At October 3, 1998, the Company was in compliance with all
covenants under all credit agreements.
As part of the Company's workers' compensation insurance agreements in
South Carolina, Alabama, Georgia and Virginia, the Company has obtained letters
of credit for $750, $200, $250 and $75. The letters of credit expire on February
10, 1999, June 30, 1999, January 11, 1999 and April 10, 1999, respectively. At
October 3, 1998, the Company owed no amount under these letters of credit.
Note 3:
Inventories:
Inventories at January 3, 1998 and October 3, 1998 are stated at the
lower of cost (first-in, first-out) or market, and include the costs of raw
materials, direct labor, and manufacturing overhead.
7
<PAGE> 8
Note 4:
Other Current Assets
The Company is currently evaluating various changes to its capital
structure, including a possible transaction which would result in members of
management, directly or indirectly, owning a controlling interest in the
Company. To date, approximately $1.4 million of costs have been incurred in
connection with this effort. These costs have been capitalized and are included
in other current assets on the balance sheet as of October 3, 1998. If
management determines that a transaction will not occur, all capitalized costs
related to the transaction will be expensed.
Note 5:
Property, Plant and Equipment:
All additions to property, plant and equipment are stated at cost.
Depreciation is calculated for financial reporting purposes by the straight-line
method over the estimated useful lives of the respective assets.
8
<PAGE> 9
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
This report contains statements which to the extent that they are not
recitations of historical fact, may constitute "forward looking statements"
within the meaning of applicable federal securities laws. All forward looking
statements contained in this report are intended to be subject to the safe
harbor protection provided by the Private Securities Litigation Reform Act of
1995 and Section 21E of the Securities Exchange Act of 1934, as amended. For a
discussion identifying some important factors that could cause actual results to
vary materially from those anticipated in the forward looking statements made by
the Company, see the Company's Annual Report on Form 10-K for the year ended
January 3, 1998, including, but not limited to, the "Overview" discussion to
Management's Discussion and Analysis of Financial Condition and Results of
Operations on pages 17 and 18 of the Annual Report.
Recent Developments
In April 1998, CMI Management, Inc. ("Holdco") and CMI Acquisitions,
Inc. ("CMIA"), a wholly-owned subsidiary of Holdco, were formed by members of
senior management of CMI solely for the purpose of consummating the transactions
described below.
On May 15, 1998, CMI entered into a definitive merger agreement (the
"Merger Agreement"), providing for the merger (the "Merger") of CMIA into CMI,
with the result that Holdco would own all the outstanding common stock of CMI
(the "Company Common Stock"). In the Merger, each share of Company Common Stock
outstanding prior to the Merger would be converted into the right to receive
$43.00 in cash, plus 2/45's of a share of Holdco common stock ("Holdco Common
Stock"). The aggregate cash portion of the merger consideration would be equal
to approximately $65.3 million.
Each stockholder who is a current employee of the Company (the
"Management Stockholders") and certain other stockholders who are former
employees or who have historical ties to the Company (the "Interested
Stockholders") have entered into an exchange agreement (the "Exchange
Agreement"), pursuant to which, prior to the Merger, each Management Stockholder
and each Interested Stockholder would exchange (the "Exchange") a predetermined
number of shares of Company Common Stock for an equal number of shares of Holdco
Common Stock. In addition, the Company anticipates that the transactions will be
partially financed with an equity contribution to Holdco.
As part of the transactions, CMI, Holdco, and CMIA proposed to effect a
recapitalization in which substantially all of the outstanding indebtedness of
CMI would be refinanced using the borrowings under a new credit facility, the
proceeds of anticipated equity financing and the proceeds of satisfactory debt
financing.
Also as a part of the transactions, on June 1, 1998, the Company
initiated a tender offer and consent solicitation for its outstanding $125
million principal amount 9-1/2% Senior Subordinated Notes due 2003. The tender
offer and consent solicitation were subsequently terminated because of
9
<PAGE> 10
unsatisfactory market conditions for obtaining the required financing in the
capital markets. The transactions described above have been postponed
indefinitely as the Company continues to monitor conditions fo accessing the
capital markets and considers its alternatives. The consummation of the Merger,
the Exchange and a future tender offer continue to be subject to a number of
conditions including receipt of anticipated equity financing and satisfactory
debt financing.
Results of Operations
Three Months Ended October 3, 1998
Compared with Three Months Ended October 4, 1997
Sales
Sales for the three months ended October 3, 1998 were $107.5 million, a
decrease of $12.7 million or 10.6% from the corresponding period of 1997. Sales
of the Greige Fabrics Division decreased $9.5 million, or 20.8%. Sales of the
Elastics Division decreased $1.1 million or 4.2%, and sales of the Chatham
Division decreased $2.1 million or 4.4%.
The decrease in sales of the Greige Fabrics Division may be attributed
to unfavorable market conditions for printcloth fabrics used primarily in the
apparel and home furnishings markets. Average selling prices for these fabrics
during the period decreased 4.2% and volume decreased 8.9%. The decline in
volume and prices is primarily attributable to increased imports of lower priced
Asian fabrics and increased inventories at the Company's large vertical home
furnishing customers which reduced these customers' buying requirements. The
Company expects average selling prices for printcloth fabrics to continue to be
affected by lower priced imported fabrics and reduced buying from certain key
home furnishing customers, which the Company anticipates will negatively impact
the performance of the Greige Fabrics Division in the fourth quarter of 1998.
The sales decreases for the Elastics and Chatham Divisions are
primarily attributable to a thirteen week invoicing period in the three months
ended October 3, 1998 as compared to the fourteen week invoicing period in the
third quarter of 1997.
Earnings
Operating income for the three month period ended October 3, 1998
decreased $3.9 million from operating income of $9.1 million in the
corresponding period of 1997 to operating income of $5.2 million. The decrease
in profitability may be primarily attributed to the Chatham Division as
manufacturing variances related to yield losses and operating inefficiencies
negatively impacted operating margins. Additionally, the Chatham Division
incurred $0.6 million of startup and development costs associated with its new
residential upholstery and Shenille(TM) yarn offerings which are being
introduced for the first time at the October furniture market. The Elastics
Division reported increased earnings due to operating improvements at its narrow
elastic facility in Stuart, Virginia, while the Greige Fabrics Division reported
lower levels of profitability due to lower average selling prices and decreased
volumes. Additionally, since the three month period ended
10
<PAGE> 11
October 3, 1998 consisted of one less less week than the same period in 1997,
earnings were negatively impacted at all divisions because of the shorter
period.
Interest expense for the three months ended October 3, 1998 was $3.1
million, a decrease of $0.5 million from the same period in 1997. The decrease
reflects the Company's ability to reduce its debt balances and lower interest
rates as compared to the same period a year ago.
The income tax provision decreased approximately $1.3 million. This
decrease is due to a $3.1 million decrease in income before taxes. The foregoing
resulted in net income decreasing by $1.8 million from net income of $3.6
million in the third quarter of fiscal 1997 to net income of $1.8 million for
the third quarter of 1998.
Nine Months Ended October 3, 1998
Compared with Nine Months Ended October 4, 1997
Sales
Sales for the nine months ended October 3, 1998 were $317.7 million, an
increase of $0.7 million or 0.2%, from the corresponding period of 1997. Sales
of the Greige Fabrics Division decreased $12.4 million or 9.5%, while sales of
the Elastics Division increased $0.1 million or 0.1%, and sales of the Chatham
Division increased $13.0 million or 11.3%.
The decrease in sales of the Greige Fabrics Division may be attributed
to deteriorating market conditions for printcloth fabrics used primarily in the
apparel and home furnishings markets. Average selling prices for these fabrics
during the period increased 2.1% while volume decreased 9.2%. The decline in
greige sales in the first nine months of 1998 primarily reflects the increased
competition associated with lower priced imports from Asia. The sales increase
in the Chatham Division included $13.6 million increase in automotive upholstery
sales. The increase in these sales is attributable to stronger product demand
for many of the Company's products and more placements with both the domestic
and Japanese automotive companies. Sales of furniture upholstery and consumer
products remained relatively unchanged.
Earnings
Operating income for the nine month period ended October 3, 1998
increased $0.1 million from operating income of $17.5 million in the first nine
months of 1997 to operating income of $17.6 million. Earnings in the Greige
Fabrics Division have remained relatively unchanged as lower raw material costs
have primarily offset the negative effect of reduced volumes. The Elastics
Division has reported higher earnings due to operating improvements at its
narrow elastic facility in Stuart, Virginia, while the Chatham Division has
experienced lower earnings due to $1.7 million of year-to-date startup costs
associated with developing its new residential upholstery and Shenille(TM)yarn
offerings, and costs associated with attaining its QS9000 certification on July
2, 1998.
11
<PAGE> 12
Interest expense for the nine months ended October 3, 1998 was $9.6
million, a decrease of $1.5 million over the corresponding period in 1997. The
decrease reflects the Company's ability to reduce its debt balances as compared
to the same period a year ago.
Other income, net, for the nine months ended October 3, 1998 was $2.1
million, a decrease of $0.8 million over the corresponding period in 1997. This
decrease is due to a decline in income earned on the sale of assets as compared
to last year.
The provision for income taxes increased approximately $0.1 million as
a result of the income before income taxes increasing $0.8 million. The
foregoing resulted in net income for the nine months ending October 3, 1998
increasing by $0.6 million from net income of $5.7 million in the first nine
months of 1997 to net income of $6.3 million for the first nine months of this
year.
Financial Condition
For the nine months ended October 3, 1998, the Company generated cash
from operations of $2.1 million and increased its payable book overdraft by $1.8
million. These funds were used to finance $4.3 million of capital expenditures
and to reduce its net borrowings by $0.1 million.
At October 3, 1998, working capital was approximately $82.5 million as
compared to approximately $65.8 million at January 3, 1998. The increase in
working capital is attributable to higher receivables associated with seasonally
higher sales activity for consumer products and increased automotive upholstery
sales after GM returned to work in August from an eight week strike.
Additionally, inventories of greige fabrics were higher due to weak market
demand for these fabrics. Management is not aware of any present or potential
impairments to the Company's liquidity.
At October 3, 1998, long-term debt of approximately $124.5 million
represented 73.3% of total capital, compared to 76.1% at January 3, 1998.
The Company believes that funds from operations during the balance of
fiscal 1998 and amounts available under the credit agreements (see note 2 to
consolidated financial statements) are adequate to finance capital expenditures
of approximately $7 million during the remainder of 1998, in addition to meeting
working capital requirements and scheduled debt service payments.
Impact of Year 2000
The Company presently expects to spend approximately $2.0 million
during 1998 and 1999 to replace or modify its computer information systems to
ensure the proper processing of transactions relating to Year 2000 and beyond.
Included in this amount are expenditures to implement certain new or improved
systems which not only achieve Year 2000 compliance, but significantly improve
and expand operational capabilities of certain of the Company's computer
systems. The Company has inventoried all critical financial, human resource,
operational and
12
<PAGE> 13
manufacturing systems and has developed detailed plans for the necessary system
modifications or replacements. As of the date of this filing, the Company
believes it has completed approximately 75% of the new system installations or
existing system modifications, and expects to complete the balance of these
system changes in the fourth quarter of 1998 or fiscal 1999. Testing and
certification of all business critical systems is expected to be substantially
concluded by June 1999.
Additionally, the Company is communicating with its suppliers, vendors
including machinery manufacturers, and customers to determine the status of
their Year 2000 initiatives and appropriate contingency plans are being
developed to address identified risks in these areas.
Executive management regularly reviews the status of its Year 2000
efforts and based on analyses of its own systems and discussions with and
surveys of its key vendors and customers, management currently believes that
Company information and manufacturing systems affected by Year 2000 issues have
been or will be timely identified and that its implementation plans will render
all material systems Year 2000 compliant on a timely basis; however, should
other entities upon whose systems the Company relies fail to properly address
Year 2000 compliance issues, or should key resources required to achieve the
initiatives described herein become unavailable or prove to be unreliable, the
Company's effectiveness in achieving Year 2000 compliance could be delayed,
which could have a material adverse effect on the Company's results of
operations.
13
<PAGE> 14
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None Reportable
Item 2. Changes in Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits
27.1 - Financial Data Schedule (for SEC use only)
b) Reports on Form 8-K
The following reports on Form 8-K were filed during the three month
period ended October 3, 1998:
Form 8-K filed on July 13, 1998 to announce the extension of
the expiration date of its tender offer for the outstanding
9-1/2% Senior Subordinated Notes due 2003 issued by CMI
Industries, Inc. until midnight, New York City time, on July
29, 1998.
Form 8-K filed on July 23, 1998 to announce the extension of
the expiration date of its tender offer for the outstanding
9-1/2% Senior Subordinated Notes due 2003 issued by CMI
Industries, Inc. until midnight, New York City time, on August
12, 1998.
Form 8-K filed on August 10, 1998 to announce the termination
of the tender offer and consent solicitation relating to the
$125 million principal amount 9-1/2% Senior Subordinated Notes
due 2003 issued by CMI Industries, Inc.
14
<PAGE> 15
SIGNATURE OF REGISTRANT
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.
CMI INDUSTRIES, INC.
Date: November 13, 1998 By /s/ JOSEPH L. GORGA
-------------------------------------------------
Joseph L. Gorga
President and Chief Executive Officer
Date: November 13, 1998 By /s/ JAMES A. OVENDEN
-------------------------------------------------
James A. Ovenden
Executive Vice President and Chief Financial Officer
15
<PAGE> 16
PART III. INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description Page No.
----------- ----------- --------
<S> <C> <C>
27.1 Financial Data Schedule (for SEC use only) 17
</TABLE>
16
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF CMI INDUSTRIES, INC. FOR THE NINE MONTHS ENDED OCTOBER
3, 1998, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-02-1999
<PERIOD-START> JAN-03-1998
<PERIOD-END> OCT-03-1998
<CASH> 1,081
<SECURITIES> 0
<RECEIVABLES> 63,097
<ALLOWANCES> 1,500
<INVENTORY> 61,911
<CURRENT-ASSETS> 128,676
<PP&E> 250,946
<DEPRECIATION> 155,480
<TOTAL-ASSETS> 233,625
<CURRENT-LIABILITIES> 46,159
<BONDS> 124,512
0
0
<COMMON> 1,695
<OTHER-SE> 43,669
<TOTAL-LIABILITY-AND-EQUITY> 233,625
<SALES> 317,696
<TOTAL-REVENUES> 319,778
<CGS> 274,744
<TOTAL-COSTS> 300,068
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,594
<INCOME-PRETAX> 10,116
<INCOME-TAX> 3,796
<INCOME-CONTINUING> 6,320
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,320
<EPS-PRIMARY> 3.729
<EPS-DILUTED> 3.729
</TABLE>
