<PAGE>
- -------------------------------------------------------------------------------
UNITED STATES
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 September 28, 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 000-22519
KAYNAR TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE 33-0591091
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
500 N. STATE COLLEGE BOULEVARD, ORANGE, CALIFORNIA 92868
(Address of principal executive offices) (Zip Code)
(714) 712-4900
(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 the past 90 days.
Yes X No
------- ---------
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of November 10, 1997, the Registrant had 5,206,000 shares of Series C
Convertible Preferred Stock, $.01 par value, outstanding and 3,694,000 shares of
Common Stock, $.01 par value, outstanding.
- -------------------------------------------------------------------------------
<PAGE>
KAYNAR TECHNOLOGIES INC. AND SUBSIDIARIES
Form 10-Q - Kaynar Technologies Inc.
TABLE OF CONTENTS
PAGE
----
PART I - Financial Information 1
ITEM 1. Financial Statements 1
Condensed Consolidated Statements of Income
for the quarter and nine months ended
September 28, 1997 (Unaudited)
and the quarter and nine months ended
September 29, 1996 (Unaudited) 1
Condensed Consolidated Balance Sheets at
September 28, 1997 (Unaudited) and December 31, 1996 2
Condensed Consolidated Statements of Cash Flows for
the nine months ended September 28, 1997 (Unaudited)
and September 29, 1996 (Unaudited) 4
Notes to Condensed Consolidated Financial Statements 5
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - Other Information 10
ITEM 2. Changes in Securities and Use of Proceeds 10
ITEM 6. Exhibits and Reports on Form 8-K 10
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
PART I - Financial Information
ITEM 1. Financial Statements
Kaynar Technologies Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(in thousands, except earnings per share data)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
Sept 28, 1997 Sept 29, 1996 Sept 28, 1997 Sept 29, 1996
------------- ------------- ------------- -------------
Unaudited Unaudited Unaudited Unaudited
<S> <C> <C> <C> <C>
Net sales, including $2,970 and $3,217 for the quarters ended
September 28, 1997 and September 29, 1996 respectively,
and $10,128 and $9,220 for the nine month periods ended
September 28, 1997 and September 29, 1996,
respectively, to a related party $37,884 $26,013 $107,336 $69,903
Cost of sales 25,981 19,440 75,164 51,810
-------- ------- -------- -------
Gross profit 11,903 6,573 32,172 18,093
-------- ------- -------- -------
Selling, general and administrative expenses 5,592 3,503 15,014 9,282
-------- ------- -------- -------
Operating income 6,311 3,070 17,158 8,811
Interest expense, net 666 1,082 2,994 2,751
-------- ------- -------- -------
Income before provision for income taxes 5,645 1,988 14,164 6,060
Provision for income taxes 2,257 795 5,674 2,424
-------- ------- -------- -------
Net income $3,388 $1,193 $8,490 $3,636
-------- ------- -------- -------
-------- ------- -------- -------
Earnings per share of common stock and common stock
equivalents outstanding $0.38 $0.18 $1.07 $0.53
-------- ------- -------- -------
-------- ------- -------- -------
Weighted average number of shares of common stock and
common stock equivalents outstanding 8,900 6,800 7,921 6,800
-------- ------- -------- -------
-------- ------- -------- -------
The accompanying notes are an integral part of these condensed consolidated financial statements.
</TABLE>
1
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
Kaynar Technologies Inc. and Subsidiaries
Condensed Consolidated Balance Sheets - Assets
(in thousands of dollars)
<TABLE>
<CAPTION>
September 28, December 31,
1997 1996
------------ ------------
Unaudited
<S> <C> <C>
Current assets:
Cash $403 $909
Marketable Securities 1,396 0
Accounts receivable, including $2,086 and $1,987
in 1997 and 1996, respectively, from a related
party, net of allowance for doubtful accounts
of $296 and $235 in 1997 and 1996, respectively 22,743 15,392
Inventories 32,505 29,901
Prepaid expenses and other current assets 605 709
---------- ----------
Total current assets 57,652 46,911
---------- ----------
Property, plant and equipment, at cost 35,835 24,160
Less - accumulated depreciation and amortization (7,840) (5,451)
---------- ----------
27,995 18,709
---------- ----------
Intangible assets, net of accumulated amortization of $430
and $167 in 1997 and 1996, respectively 7,080 7,815
Other assets 116 254
---------- ----------
$92,843 $73,689
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
2
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
Kaynar Technologies Inc. and Subsidiaries
Condensed Consolidated Balance Sheets - Liabilities and Stockholders' Equity
(in thousands of dollars)
<TABLE>
<CAPTION>
September 28, December 31,
1997 1996
------------ -----------
Unaudited
<S> <C> <C>
Current liabilities:
Revolving line-of-credit, to a related party $188 $746
Current portion of long-term debt 1,064 1,457
Current portion of capital lease obligations 260 133
Accounts payable 6,757 6,105
Accrued payroll and related expenses 6,747 5,330
Other accrued expenses 3,677 2,664
Deferred income taxes 653 288
---------- ----------
Total current liabilities 19,346 16,723
---------- ----------
Long-term debt, primarily to a related party 26,580 45,176
Capital lease obligations 559 332
Deferred income taxes 560 832
---------- ----------
Total long-term liabilities 27,699 46,340
---------- ----------
Commitments and contingencies
Stockholders' equity:
Series C Convertible Preferred stock, $0.01 par value; Authorized--
10,000,000 shares; issued and outstanding--5,206,000 shares 52 52
Common stock, $0.01 par value; Authorized--20,000,000 shares;
issued and outstanding--3,694,000 shares and 1,594,000 shares
at September 28, 1997 and December 31, 1996, respectively 37 16
Additional paid-in capital 29,020 1,432
Retained earnings 17,294 8,838
Currency translation adjustment (605) 288
---------- ----------
Total stockholders' equity 45,798 10,626
---------- ----------
$92,843 $73,689
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
3
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
Kaynar Technologies Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands of dollars)
<TABLE>
<CAPTION>
Nine Months Ended
Sept 28, 1997 Sept 29, 1996
------------- -------------
Unaudited Unaudited
<S> <C> <C>
Cash flows from operating activities:
Net income $8,490 $3,636
Adjustments to reconcile net income to net
cash provided by operating activities --
Depreciation and amortization 2,747 1,844
Loss on sale of property, plant and equipment 155 50
Changes in operating assets and liabilities--
Increase in accounts receivable (7,431) (4,141)
Increase in inventories (2,585) (4,898)
Decrease (Increase) in prepaid expenses 143 (1)
Decrease in other assets 164 40
Increase in accounts payable 604 1,551
Increase in accrued expenses 2,427 2,192
---------- ----------
Net cash provided by operating activities 4,714 273
---------- ----------
Cash flows from investing activities:
Purchases of property, plant and equipment (11,585) (4,365)
Proceeds from sales of property, plant and equipment 85 40
Purchases of marketable securities (1,396) 0
Acquisition, net of acquired cash of $34 0 (12,160)
Decrease (Increase) in intangible assets 217 (109)
---------- ----------
Net cash used in investing activities (12,679) (16,594)
---------- ----------
Cash flows from financing activities:
Net (payments) borrowings on line-of-credit, from a related party (558) 2,299
Borrowings on long-term debt, primarily from a related party 261 14,871
Payments on long-term debt, primarily to a related party (19,665) (600)
Principal payments on capital lease obligations (156) (79)
Net proceeds from issuance of common stock 27,610 0
---------- ----------
Net cash provided by financing activities 7,492 16,491
---------- ----------
Effect of exchange rate changes on cash (33) 0
---------- ----------
Net decrease (increase) in cash (506) 170
Cash, beginning of period 909 52
---------- ----------
Cash, end of period $403 $222
---------- ----------
---------- ----------
Supplemental disclosures of cash flow information:
Cash paid during the period for
Interest $3,329 $2,412
---------- ----------
---------- ----------
Income taxes $6,311 $2,388
---------- ----------
---------- ----------
Noncash financing activities:
Capital lease obligations assumed for the purchase
of equipment $507 $355
---------- ----------
---------- ----------
Borrowings on long-term debt for preferred stock dividends $58 $72
---------- ----------
---------- ----------
</TABLE>
The accompanying notes are an integral part of
these condensed consolidated financial statements.
4
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
Kaynar Technologies Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
September 28, 1997
(Amounts in thousands, except for earnings per share)
(1) BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have
been prepared by the Company, without audit, 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 omitted
pursuant to such rules and regulations. The accompanying condensed
consolidated financial statements have been prepared on the same basis as the
consolidated financial statements for the year ended December 31, 1996.
These financial statements should be read in conjunction with the financial
statements and the notes thereto included in the Company's Registration
Statement on Form S-1 dated May 6, 1997 for the year ended December 31, 1996.
The condensed consolidated financial statements include the accounts of
the Company and all of its subsidiaries after eliminating all significant
intercompany transactions and reflect all normal recurring adjustments which
are, in the opinion of management, necessary to present a fair statement of
the results for the interim periods reported. The results of operations for
the three months and nine months ended September 28, 1997 are not necessarily
indicative of the results to be expected for the full year.
The Company's fiscal quarters are on a 13 week basis. The third quarter
of 1997 ended on September 28, 1997 (the Sunday nearest to September 30, 1997).
Last year's third quarter ended on September 29, 1996.
(2) MARKETABLE SECURITIES
The Company invests excess cash in a money market fund that invests in
short term (maturities of 397 days or less) direct obligations of the U.S.
Treasury and repurchase agreements secured by such obligations.
(3) INVENTORIES
Inventories are stated at the lower of cost (FIFO) or market and include
the cost of material, labor and factory overhead. Inventories consist of the
following at September 28, 1997 and December 31, 1996:
1997 1996
-------- -------
Finished goods $9,250 $8,781
Components 4,728 4,628
Work in progress 10,095 9,151
Raw materials 3,019 2,790
Supplies and small tools 5,413 4,551
-------- -------
$32,505 $29,901
-------- -------
-------- -------
(4) EARNINGS PER SHARE
Earnings per common share and common share equivalent are computed on
the basis of the weighted average number of common shares outstanding. The
outstanding Series C Convertible Preferred Stock are common share equivalents.
Stock options granted are insignificant in the earnings per share calculation.
5
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
(5) ACQUISITION
The Company acquired an Australian corporation (Recoil) in mid August
1996. The acquisition has been accounted for in accordance with the purchase
method of accounting. The Company's condensed consolidated financial
statements include Recoil's results of operations from the effective
acquisition date.
The following unaudited pro forma consolidated statement of income
information presents the results of the Company's operations for the quarter
and nine months ended September 30, 1996, as though the acquisition of Recoil
had occurred as of the beginning of that period:
Qtr Ended Nine Months Ended
Sept 30, Sept 30,
1996 1996
--------- ----------
Net Sales $27,094 $75,844
--------- ----------
--------- ----------
Net Income $1,241 $4,081
--------- ----------
--------- ----------
Earnings per Share $0.18 $0.60
--------- ----------
--------- ----------
The pro forma results have been prepared for comparative purposes only
and are not necessarily indicative of the actual results of operations had
the acquisition taken place at the beginning of the fiscal period or the
results that may occur in the future. Furthermore, the pro forma results do
not give effect to cost savings or incremental costs which may occur as a
result of the integration and consolidation of Recoil. The pro forma results
include additional interest on borrowed funds and additional amortization of
goodwill resulting from the acquisition.
(6) INCOME TAXES
Income taxes are provided using the estimated effective tax rates for
the years ended December 31, 1996 and December 31, 1997.
(7) INITIAL PUBLIC OFFERING OF COMMON STOCK
In May 1997, the Company completed a public sale of 2.1 million shares
of common stock at an offering price of $14.50 per share. The net proceeds
approximated $27.6 million.
6
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
ITEM 2. Management's Discussion and Analysis Of Financial Condition and
Results of Operations
FORWARD-LOOKING STATEMENTS
Certain statements contained in Management's Discussion and Analysis of
Financial Condition and Results of Operation, particularly in the three
paragraphs entitled "Liquidity and Capital Resources," and elsewhere in this
quarterly report on Form 10-Q are forward-looking statements. Statements in
this quarterly report on Form 10-Q which address activities, events or
developments that the Company expects or anticipates will or may occur in the
future, including such things as future capital expenditures, expansion and
growth of the Company's and its customers' business and operations and other
such matters are forward-looking statements. These forward-looking
statements are subject to risks and uncertainties, including those identified
as "Risk Factors" in the Company's Pre-Effective Amendment No. 6 to the
Registration Statement on Form S-1 filed May 6, 1997. The foregoing should
not be construed as an exhaustive list of all factors which could cause
actual results to differ materially from those expressed in forward-looking
statements made by the Company. Actual results may materially differ from
the anticipated results described in these statements.
SUMMARY
The following table sets forth certain items from the Company's
Condensed Consolidated Statements of Income for the periods indicated and
presents the results of operations as a percentage of net sales:
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
Sept 28, Sept 29, Sept 28, Sept 29,
1997 1996 1997 1996
------ ------ ------ ------
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 68.6% 74.7% 70.0% 74.1%
------ ------ ------ ------
Gross profit 31.4% 25.3% 30.0% 25.9%
Selling, general and administrative expenses 14.8% 13.5% 14.0% 13.3%
------ ------ ------ ------
Operating income 16.6% 11.8% 16.0% 12.6%
Interest expense, net 1.8% 4.2% 2.8% 3.9%
Provision for income taxes 6.0% 3.1% 5.3% 3.5%
------ ------ ------ ------
Net income 8.8% 4.5% 7.9% 5.2%
------ ------ ------ ------
------ ------ ------ ------
</TABLE>
QUARTER ENDED SEPTEMBER 28, 1997 COMPARED TO QUARTER ENDED SEPTEMBER 29, 1996
NET SALES. Net sales increased 46 percent or $11.9 million, to $37.9
million in the third quarter of 1997 from $26.0 million in the third quarter
of 1996. This growth was primarily the result of increased customer demand,
which occurred as commercial aircraft build rates increased. In addition, net
sales growth was enhanced by the expansion of existing product lines, the
development of variations of existing products and the introduction of new
products. The Company's August 1996 acquisition of Recoil accounted for
approximately $1.8 million of the increase in net sales in the third quarter
of 1997 over the comparable quarter in 1996.
GROSS PROFIT. Gross profit improved from $6.6 million for the third
quarter in 1996 to $11.9 million during the same period in 1997. As a
percentage of sales, gross profit improved from 25.3 percent to 31.4 percent.
This improvement in gross profit margin was primarily due to the increase in
sales volume (which resulted in a greater absorption of fixed costs) and
improved productivity.
7
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses of $5.6 million, were 60 percent higher than last
year's similar period, and were up 1.3 percent as a percentage of sales. The
$2.1 million increase in these expenses was attributable primarily to (i)
additional employee costs needed to to support the increased sales volume and
(ii) the selling, general and administrative expenses of Recoil, which due to
the nature of its business, tends to have higher selling, general and
administrative expenses as a percentage of net sales than the Company's other
business units.
INTEREST EXPENSE. Interest expense decreased 38 percent to $666,000,
down from $1.1 million for the same quarter in the preceding year, and
decreased as a percentage of sales from 4.2 percent for the third quarter in
1996 compared to 1.8 percent for the third quarter in 1997. Interest expense
was down in 1997 as a result of the Company's prepayment of approximately
$24.6 million of debt in the second quarter of 1997 with proceeds received
from the Company's initial public offering.
NET INCOME. Net income for the third quarter of 1997 increased to $3.4
million or 38 cents per share compared to $1.2 million or 18 cents per share
for the same period in 1996.
BACKLOG. Backlog was up $24.6 million for the quarter and as of
September 28, 1997 amounted to $88.3 million, as compared to $63.7 million at
September 29, 1996.
NINE MONTHS ENDED SEPTEMBER 28, 1997 COMPARED TO THE NINE MONTHS ENDED
SEPTEMBER 29, 1996
NET SALES. Net sales increased 54 percent or $37.4 million, to $107.3
million in the first nine months of 1997 from $69.9 million in same period of
1996. This growth was primarily the result of increased customer demand,
which occurred as commercial aircraft build rates increased. In addition,
net sales growth was enhanced by the expansion of existing product lines, the
development of variations of existing products and the introduction of new
products. The Company's acquisition of Recoil accounted for approximately
$7.7 million of the increase in net sales over the nine month period.
GROSS PROFIT. Gross profit improved from $18.1 million for the first
nine months in 1996 to $32.2 million during the same period in 1997. As a
percentage of sales, gross profit improved from 25.9 percent to 30.0 percent.
This improvement in gross profit margin was primarily due to the increase in
sales volume (which resulted in a greater absorption of fixed costs) and
improved productivity.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses of $15.0 million, were 62 percent higher than last
year's similar period, and were up 0.7 percent as a percentage of sales. The
$5.7 million increase in these expenses was attributable primarily to (i)
additional employee costs needed to to support the increased sales volume and
(ii) the selling, general and administrative expenses of Recoil, which due to
the nature of its business, tends to have higher selling, general and
administrative expenses as a percentage of net sales than the Company's other
business units.
INTEREST EXPENSE. Interest expense increased 7 percent to $3.0 million,
up from $2.8 million for the same nine months in the preceding year, but
decreased as a percentage of sales from 3.9 percent for the first nine months
in 1996 compared to 2.8 percent for the first nine months in 1997. Interest
expense was up in 1997 as a result of working capital requirements, capital
expenditures and the Recoil acquisition. However, the interest expense was
limited by the Company's prepayment of approximately $24.6 million of debt in
the second quarter of 1997 with proceeds received from the Company's initial
public offering.
NET INCOME. Net income for the first nine months of 1997 increased to
$8.5 million or 1.07 cents per share compared to $3.6 million or 53 cents per
share for the same period in 1996.
BACKLOG. Backlog increased $22.8 million or 39% from the beginning of
1997. Backlog at September 28, 1997 was $88.3 million. This compares with
$63.7 million at September 29, 1996.
8
<PAGE>
Form 10-Q - Kaynar Technologies Inc.
LIQUIDITY AND CAPITAL RESOURCES
The Company generally relies upon internally generated cash flows and
amounts that may be available under its Revolving Line of Credit to satisfy
working capital needs and to fund capital expenditures. Cash provided by
operations in the first nine months was $4.7 million compared to $273,000 in
the prior year. A higher net income and a decrease in the rate of investment
in inventories was offset by a greater increase in accounts receivable and a
decrease in the rate of increase in accounts payable were the primary reasons
for the increase in cash provided by operations relative to the same period
for the prior year. To support increased sales volume, improve productivity,
and provide installation tooling for lease to customers, capital expenditures
increased to $11.6 million in the first nine months of 1997 as compared to
$4.4 million in the same period of the preceding year.
In August 1996, the Company purchased its Recoil business for
approximately $12.2 million and the assumption of certain liabilities. In
May 1997, the Company received net proceeds of approximately $27.6 million
from the sale of 2.1 million shares of common stock, from its initial public
offering.
The Company believes that the net proceeds from the initial public
offering (of which $24.6 million was used to pay down debt), internally
generated cash flow and amounts that may be available under the revolving
line of credit, which was increased from a potential maximum of $15 million
to $21 million, will provide adequate funds to meet its working capital
needs, planned capital expenditures and debt service obligations. However,
the Company's ability to fund its operations, make planned capital
expenditures and make scheduled payments on, and refinance its indebtedness,
depends on its future operating performance and cash flow. Future operating
performance and cash flow are, in turn, subject to prevailing economic
conditions and to financial, business and other factors affecting the
Company, some of which are beyond the Company's control.
RECENT DEVELOPMENTS
On October 3, 1997, the commercial aircraft group of Boeing Co.
announced a temporary shutdown in certain aircraft assembly lines due to
disruptions resulting from recent increases in production rates. Although
Boeing and a number of subcontractors supplying Boeing are significant
customers of the Company, at this point in time, management does not believe
that there will be a material impact on the Company. However, in the event
that the production shutdown lasts longer than presently expected or Boeing
suffers additional production disruptions in the future, the Company may be
adversely affected. Furthermore, since a significant part of the Company's
increase in net sales during the present fiscal year has resulted from
increases in commercial aircraft build rates, to the extent that Boeing
reduces or declines to increase such build rates may reduce future growth in
Company sales.
The Company is negotiating, but has not yet finalized, several
amendments in its credit agreements with General Electric Capital
Corporation. Among other things, the amendments would lower the annual
interest rate on indebtedness by approximately 3% per year, provide for a two
year extension of repayment schedule of the term loan, and modify certain
financial covenants.
Recent increases in sales and production of Company products have
resulted in the Company approaching the point of full utilization of its
existing facilities for one of the Company's business units. To increase
production capacity, the Company plans on leasing approximately 50,000 square
feet of additional manufacturing and office space in the southern California
area in the near future. However, the Company has not yet entered into any
definitive leasing arrangements and delays or failure to lease appropriate
space could adversely affect the Company's growth. Any such expansion in
production capacity will result in additional operating and capital expenses.
PART II - OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
The following information regarding use of proceeds is being disclosed in
connection with the Company's initial public offering, which was completed on
May 9, 1997. All data presented is as of September 28, 1997.
(1) The Company filed a registration statement on Form S-1 (SEC File No.
333-22345) which was declared effective on May 6, 1997.
(2) The offering commenced on May 6, 1997.
(3) The offering did not terminate before any securities were sold.
(4) All shares of securities in the offering were sold. The co-managing
underwriters of the offering were Lehman Brothers and PaineWebber
Incorporated. The securities registered were shares of common stock of the
Company.
COMMON STOCK Company Selling Security Holder
- ------------ ----------- ----------------------
Amount registered 2,100,000 200,000
Aggregate price of offering $30,450,000 $2,900,000
amount registered
Amount sold 2,100,000 200,000
Aggregate offering price of $30,450,000 $2,900,000
amount sold
Direct or indirect Direct or indirect
payments to directors, payments to others
officers, general
partners of the Company
or their associates; to
persons owning 10% or
more of any class of
equity securities of the
Company; and to affiliates
of the Company
- -------------------------- -------------------------- -----------------
Underwriting discounts and $0 $2,131,500
commissions
Finders' fees $0 $0
Expenses paid to or for $0 $0
underwriters
Other expenses $0 $ 708,500*
Total expenses $0 $2,840,000
*Estimated
9
<PAGE>
The net offering proceeds to the Company after deducting the total expenses
described above were $27,610,000.
Direct or indirect Direct or indirect
payments to directors, payments to others
officers, general
partners of the Company
or their associates; to
persons owning 10% or
more of any class of
equity securities of the
Company; and to affiliates
of the Company
- -------------------------- -------------------------- -----------------
Construction of plant, building $0 $0
and facilities
Purchase and installation of $0 $0
machinery and equipment
Purchase of real estate $0 $0
Acquisition of other $0 $0
business(es)
Repayment of indebtedness $24,600,000 $0
Working capital $0 $1,614,000*
TEMPORARY INVESTMENT(SPECIFY)
Government securities fund $0 $1,396,000
OTHER PURPOSES (SPECIFY)
None $0 $0
*Estimated
The Company has used materially greater amounts of net proceeds to pay down
debt than as described in the registration statement.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Number Description
------ -----------
27 Financial Data Schedule.
(b) Reports of Form 8-K.
No reports on Form 8-K were filed during the quarter covered by this
report.
10
<PAGE>
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.
KAYNAR TECHNOLOGIES INC.
/s/ David A. Werner
Date: November 10, 1997 --------------------------------------
By: David A. Werner
Title: Executive Vice President
/s/ Robert M. Nelson
Date: November 10, 1997 --------------------------------------
By: Robert M. Nelson
Title: Controller (Chief
Accounting Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-28-1997
<CASH> 403
<SECURITIES> 1,396
<RECEIVABLES> 23,039
<ALLOWANCES> 296
<INVENTORY> 32,505
<CURRENT-ASSETS> 57,652
<PP&E> 35,835
<DEPRECIATION> 7,840
<TOTAL-ASSETS> 92,843
<CURRENT-LIABILITIES> 19,346
<BONDS> 0
0
52
<COMMON> 37
<OTHER-SE> 45,709
<TOTAL-LIABILITY-AND-EQUITY> 92,843
<SALES> 107,336
<TOTAL-REVENUES> 107,336
<CGS> 75,164
<TOTAL-COSTS> 75,164
<OTHER-EXPENSES> 15,014
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,994
<INCOME-PRETAX> 14,164
<INCOME-TAX> 5,674
<INCOME-CONTINUING> 8,490
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,490
<EPS-PRIMARY> 1.07
<EPS-DILUTED> 1.07
</TABLE>
