SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 March 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
---------------------- -----------------------
33-93970
(Commission File Number)
International Wire Group, Inc.
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
43-1705942
(I.R.S. Employer Identification No.)
101 South Hanley Road
St. Louis, MO 63105
(314) 719-1000
(Address, including zip code, and telephone number, including
area code, of Registrant's principal executive offices)
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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
<TABLE>
<CAPTION>
Outstanding at
Class April 30, 1997
<S> <C>
International Wire Group, Inc.
Common Stock 1,000
</TABLE>
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
<TABLE>
<CAPTION>
INDEX Page
PART I - FINANCIAL INFORMATION
International Wire Group, Inc.
<S> <C>
Consolidated Balance Sheets as of March 31, 1997 and December 31, 1996 3
Consolidated Statements of Operations for the three months ended March 31,
1997 and the three months ended March 31, 1996 4
Consolidated statement of cash flows for the three months ended March 31,
1997 and three months ended March 31, 1996 5
Notes to Consolidated Financial Statements 6
Management's Discussion and Analysis of Financial Condition and Results
of Operations 11
PART II - OTHER INFORMATION 14
SIGNATURES 15
</TABLE>
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------------------------ --------------------
ASSETS (Unaudited)
<S> <C> <C>
Current assets:
Cash................................................................ $ 3,825 $ --
Accounts receivable, less allowance of $ 1,343
and $1,363, respectively.......................................... 106,032 71,181
Inventories......................................................... 72,830 60,362
Prepaid expenses and other.......................................... 9,679 5,060
Deferred income taxes............................................... 4,741 _______4,741
Total current assets.............................................. 197,107 141,344
Property, plant and equipment, net.................................... 158,719 118,551
Deferred financing costs, net......................................... 23,401 21,222
Intangible assets, net................................................ 247,980 244,655
Other assets.......................................................... 7,100 5,248
Total assets...................................................... $ 634,307 $ 531,020
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Current maturities of long-term obligations......................... $ 21,944 $ 20,948
Accounts payable.................................................... 45,155 45,832
Accrued and other liabilities....................................... 56,512 41,183
Accrued interest.................................................... 9,649 4,648
Total current liabilities......................................... 133,260 112,611
Long-term obligations, less current maturities........................ 510,818 426,719
Deferred income taxes................................................. 15,532 14,719
Other long-term liabilities........................................... 18,856 12,162
Total liabilities................................................. 678,466 566,211
Stockholders' equity (deficit):
Common stock, $.01 par value, 1,000 shares
authorized, issued and outstanding................................ 0 0
Series A Senior Cumulative Exchangeable
Redeemable Preferred Stock, $.01 par value,
$25 liquidation value, 400,000 shares authorized,
issued and outstanding................................................ -- 4
Contributed capital................................................. 114,080 125,340
Carryover of predecessor basis...................................... (67,762) (67,762)
Accumulated deficit................................................. (90,477) (92,773)
Total stockholders' equity (deficit).............................. (44,159) (35,191)
Total liabilities and stockholders' equity (deficit)
$ 634,307 $ 531,020
</TABLE>
See accompanying notes to the consolidated financial statements
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1997 1996
--------------------- ---------------------
<S> <C> <C>
Net sales....................................................................... $ 176,153 $ 118,807
Operating expenses:
Cost of goods sold............................................................ 137,913 93,475
Selling, general and
administrative.............................................................. 13,308 9,721
Depreciation and amortization................................................. 7,511 6,044
Inventory valuation adjustment................................................ -- 2,000
Expenses related to plant
closings.................................................................... 500 4,000
Operating income................................................................ 16,921 3,567
Other income (expense):
Interest expense.............................................................. (12,011) (9,572)
Amortization of deferred
financing costs............................................................. (995) (723)
Other, net.................................................................... 11 89
Income (loss) before income tax provision....................................... 3,926 (6,639)
Income tax provision............................................................ 1,630 255
Net income (loss)............................................................... $ 2,296 $ (6,894)
</TABLE>
See accompanying notes to the consolidated financial statements
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1997 1996
------------------------ ------------------------
Cash flows provided by (used in) operating
activities:
<S> <C> <C>
Net income(loss).................................................. $ 2,296 $ (6,894)
Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:
Depreciation and amortization................................... 7,511 6,044
Amortization of deferred financing costs........................ 995 723
Inventory valuation adjustment.................................. -- 2,000
Change in assets and liabilities, net of
acquisitions:
Accounts receivable........................................... (19,379) (8,568)
Inventories................................................... 12,958 292
Prepaid expenses and other.................................... (1,159) (335)
Accounts payable.............................................. (14,655) (3,150)
Accrued and other liabilities................................. 1,963 2,743
Accrued interest.............................................. 5,001 6,517
Other long-term liabilities................................... (139) (101)
Net cash used in operating (4,608) (729)
activities...............................
Cash flows provided by (used in) investing
activities:
Acquisitions, net of cash......................................... (58,996) (160,259)
Capital expenditures ......................................... (3,038) (2,537)
Net cash from investing activities.................................. (62,034) (162,796)
Cash flows provided by (used in) financing
activities:
Equity proceeds................................................... -- 45,039
Proceeds from issuance of long-term
obligations..................................................... 65,000 128,200
Borrowing of long-term obligations...................... 10,095 3,100
Cash dividends paid on preferred stock............................ (1,378) --
Financing fees and other.......................................... (3,250) (7,800)
Net cash from financing activities.................................. 70,467 168,539
Net change in cash and cash equivalents............................. 3,825 5,014
Cash at beginning of the
period............................................................ -- --
Cash at end of the period........................................... $ 3,825 $ 5,014
</TABLE>
See accompanying notes to the consolidated financial statements
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data)
(Unaudited)
1. The Company
International Wire Group, Inc. ("Group" or the "Company"), a Delaware
corporation, was formed to participate in the transactions contemplated by the
IW Acquisition (as described below). On June 12, 1995, Wirekraft Holdings
Corp. ("Wirekraft"), Omega Wire Corp. ("Omega"), International Wire Holding
Company ("Holding", the parent company of Group), Group, Wirekraft Acquisition
Company and certain shareholders of Wirekraft and Omega entered into a series
of acquisitions and mergers (the "IW Acquisition") pursuant to which Group
acquired all of the common equity securities (and all securities convertible
into such securities) of Wirekraft and all of the common equity securities of
Omega. On March 5, 1996, Wire Technologies, Inc. ("Wire Technologies"), a
wholly-owned subsidiary of the Company, acquired the businesses of Hoosier
Wire, Inc., Dekko Automotive Wire, Inc., Albion Wire, Inc. and Silicones,
Inc., a group of affiliated companies operating together under the tradename
Dekko Wire Technology Group (the "DWT Acquisition"). On February 12, 1997, the
Company acquired all of the issued and outstanding common stock of Camden Wire
Co., Inc.("Camden")a wholly-owned subsidiary of Oneida LTD. (the "Camden
Acquisition"). See Note 3.
The Company through its two segments, the wire segment and the harness
segment, is engaged in the design, manufacture and marketing of non-insulated
and insulated copper wire and wire harnesses. The Company's products are used
by a wide variety of customers primarily in the automotive, appliance,
computer and data communications and industrial equipment industries.
2. Basis of Presentation
Unaudited Interim Consolidated Financial Statements
The unaudited interim consolidated financial statements reflect all
adjustments consisting only of normal recurring adjustments which are, in the
opinion of management, necessary for a fair presentation of financial position
and results of operations. The results for the three months ended March 31,
1997 are not necessarily indicative of the results that may be expected for a
full fiscal year.
Statement of Cash Flows
Interest and taxes paid for the three months ended March 31, 1997 were $7,010
and $166, respectively.
3. Camden Acquisition
On February 12, 1997, the completed the Camden Acquisition. The total
consideration of $65,000 paid in connection with the Camden Acquisition,
including fees and expenses, consisted of (i) cash and (ii) the assumption of
debt related to Industrial Revenue Bonds. The cash portion of the
consideration paid and the transaction fees and expenses incurred in
connection with the Camden Acquisition were funded with $65,000 of senior debt
under the Amended and Restated Credit Agreement.
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)
The Camden Acquisition was accounted for using the purchase method of
accounting whereby the total acquisition cost has been preliminarily allocated
to the consolidated assets and liabilities based upon their estimated
respective fair values. The purchase price allocations are still in process.
It is not expected that the final allocation of the purchase cost will result
in a materially different allocation than is presented herein. The total
acquisition cost is preliminarily allocated to the acquired net assets as
follows:
<TABLE>
<S> <C>
Current assets...................................................... $49,666
Property, plant & equipment......................................... 42,041
Goodwill............................................................ 3,572
Other, non-current.................................................. 1,728
Fees and costs...................................................... 3,250
Current liabilities................................................. (27,612)
Other liabilities................................................... (7,645)
$65,000
</TABLE>
Unaudited pro forma results of operations of the Company for the three months
ended March 31, 1997 and March 31, 1996 are included below. Such pro forma
presentation has been prepared assuming that the Camden Acquisition and
related financing had occurred as of January 1, 1997 and January 1, 1996,
respectively, and that the DWT Acquisition and related financing had occurred
as of January 1, 1996.
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
----------------- ------------------
<S> <C> <C>
Net sales.............................................................. $195,144 $180,568
Net income (loss)...................................................... $ 1,231 $ (3,939)
</TABLE>
4. Inventories
Inventories are valued at the lower of cost or market. Cost is
determined
using the last-in, first-out ("LIFO") method.
The composition of inventories at March 31, 1997 is as follows:
<TABLE>
<S> <C>
Raw materials........................................................................ $ 33,946
Work-in-process ..................................................................... 16,743
Finished goods ...................................................................... 22,141
Total $ 72,830
</TABLE>
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)
5. Long-Term Obligations
The composition of long-term obligations at March 31, 1997 is as
follows:
<TABLE>
<CAPTION>
Credit Agreement:
<S> <C>
Revolving credit facility.......................................................... $ 18,800
Term facility ..................................................................... 331,488
Senior subordinated and exchange notes............................................... 160,000
Industrial revenue bonds 15,500
Other 6,974
532,762
Less, current maturities............................................................. (21,944)
$ 510,818
</TABLE>
The schedule of principal payments for long-term obligations at
March 31, 1997 is as follows:
<TABLE>
<S> <C>
1997 $ 16,173
1998 24,153
1999 29,493
2000 62,669
2001 57,508
Thereafter........................................................................... 342,766
Total $ 532,762
</TABLE>
In connection with the Camden Acquisition, Holding and the Company entered
into an Amended and Restated Credit Agreement dated as of February 12, 1997
with certain financial institutions. The Amended and Restated Credit
Agreement provides senior secured financing of up to $428.5 million,
consisting of an $111.0 million, Term A loan, an $115.0 million Term B loan,
an $127.5 million Term C loan (collectively the "Term Facility") and a $75.0
million revolving loan and letter of credit facility (the "Revolver").
Mandatory principal payments of the Term Facility are due in quarterly
installments. The final installment on the Term A loan is due September 30,
2000 at which time the Revolver is also due. The final installments on the
Term B Loan and Term C Loan are due September 30, 2002 and September 30, 2003,
respectively.
Borrowings under the Term A Loan and Revolver bear interest, at the option of
Group, at a rate per annum equal to (a) the Alternate Base Rate (as defined in
the Amended Credit Agreement) plus 1.5% or (b) the Eurodollar Rate (as
defined in the Amended Credit Agreement) plus 2.5%. Borrowings under the
Term B Loan bear interest, at the option of Group, at a rate per annum equal
to (a) the Alternate Base Rate (as defined in the Amended and Restated Credit
Agreement) plus 2.0% or (b) the Eurodollar Rate (as defined in the Amended
and Restated Credit Agreement) plus 3.0%. Borrowings under the Term C Loan
bear interest, at the option of Group, at a rate per annum equal to (a) the
Alternate Base Rate (as defined in the Amended and Restated Credit Agreement
plus 2.5% or (b) the Eurodollar Rate (as defined in the Amended and Restated
Credit Agreement) plus 3.5%. The Alternate Base Rate and Eurodollar Rate
margins are established quarterly based on a formula as defined in the
Amended and Restated Credit Agreement. Interest payment dates vary depending
on the interest rate option to which the Term Facility and the Revolver are
tied, but generally interest is payable quarterly. The Amended and Restated
Credit Agreement
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)
contains several financial covenants which, among other things, require Group
to maintain certain financial ratios and restrict Group's ability to incur
indebtedness, make capital expenditures and pay dividends.
Senior Subordinated Notes
The Senior Subordinated Notes due 2005 ("the Senior Notes") were issued under
an indenture, dated June 12, 1995 (the "Indenture") in connection with the
Acquisitions. The Senior Notes represent unsecured general obligations of
Group and are subordinated to all Senior Debt (as defined in the Indenture) of
Group. The Senior Notes, which were originally sold pursuant to an exemption
from the registration requirements of the Securities Act of 1933, as amended,
were exchanged for identical notes registered under such Act in November,
1995.
The Senior Notes are fully and unconditionally (as well as jointly and
severally) guaranteed on an unsecured, senior subordinated basis by each
subsidiary of the Company (the "Guarantor Subsidiaries") other than Electro
Componentes de Mexico, S.A. de C.V. and Wirekraft Industries de Mexico, S.A.
de C.V. (The "Non-Guarantor Subsidiaries"). Each of the Guarantor
Subsidiaries and Non-Guarantor Subsidiaries is wholly owned by the Company.
Separate financial statements for the respective Guarantor Subsidiaries are
not contained herein because the aggregate net assets, liabilities, earnings
and equity of the Guarantor Subsidiaries is substantially equivalent to the
net assets, liabilities, earnings and equity of the Company on a consolidated
basis.
Exchange Notes
In February 1997, the Company exchanged $10,000 of Series A Senior Cumulative
Exchangeable Redeemable Preferred Stock (the "Preferred Stock") for 14.0%
Senior Subordinated Notes due June 1, 2005 (the "Exchange Notes")and paid all
dividends in arrears related to the Preferred Stock. The Exchange Notes were
issued under an indenture dated February 12, 1997 (the "Exchange Indenture").
The Exchange Notes represent unsecured general obligations of Group, are
subordinated to all Senior Indebtedness (as defined in the Exchange
Indenture)of Group and rank on equal terms with the Senior Notes.
The Exchange Notes are fully and unconditionally (as well as jointly and
severally) guaranteed on an unsecured, senior subordinated basis by each
subsidiary of the Company (the "Guarantor Subsidiaries") other than Electro
Componentes de Mexico, S.A. de C.V. and Wirekraft Industries de Mexico, S.A.
de C.V. (The "Non-Guarantor Subsidiaries"). Each of the Guarantor
Subsidiaries and Non-Guarantor Subsidiaries is wholly owned by the Company.
Separate financial statements for the respective Guarantor Subsidiaries are
not contained herein because the aggregate net assets, liabilities, earnings
and equity of the Guarantor Subsidiaries is substantially equivalent to the
net assets, liabilities, earnings and equity of the Company on a consolidated
basis.
The Exchange Notes mature on June 1, 2005. Interest on the Exchange Notes is
payable semi-annually on each June 1 and December 1. The Exchange Notes bear
interest at the rate of 14.0% per annum. The Exchange Notes may not be
redeemed prior to June 1, 2000, except in the event of a Change of Control (as
defined) or Initial Public Offering (as defined) and at such applicable
premium (as defined). The Exchange Notes are redeemable, at the Company's
option, at the redemption prices of 105.875% at June 1, 2000, and at
decreasing prices to 100% at June 1, 2003, and thereafter, with accrued
interest. In addition, prior to June 1, 1998, the Company may redeem within
guidelines specified in the Indenture, up to $3,000 of
<PAGE>
INTERNATIONAL WIRE GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (continued)
the Exchange Notes with the proceeds of one or more Equity Offerings (as
defined) by the Company or Holding at a redemption price of 110%, with accrued
interest.
Industrial Revenue Bonds
In connection with the Camden Acquisition the company assumed debt related to
two Industrial Revenue Bonds (the "IRB's"), totaling $15,500. The IRB's are
due in August 2005 and March 2016 in the amounts of $9,000 and $6,500
respectively. The IRB's bear interest at a rate per annum which is tied to
the Tax Exempt Money Market Index. Rates change weekly and interest is paid
monthly.
6. Plant Closing Expense
In March, 1997, the Company recorded a pretax charge to operations of $500 to
provide for plant closing costs. The plant closing costs relate to
consolidating a wire segment facility and include provisions for certain
shut-down and severance related costs.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
The following discussion and analysis includes the results of
operations for the three months ended March 31, 1997 compared to the
three months ended March 31, 1996. Included in the three months ended
March 31, 1997 are the results of operations of Camden Wire, Co.,
Inc. ("Camden Wire") from February 12, 1997, the date of acquisition.
The Company conducts its operations through two segments: wire
products, which includes both non-insulated and insulated wire, and
wire harness products. The following table sets forth the major
components of the results of operations on a historical combined and
consolidated basis and should be used in reviewing the discussion and
analysis of results of operations and liquidity and capital resources.
RESULTS OF OPERATIONS
(In thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
-------------- ---------------
<S> <C> <C>
Wire sales...................................................................... $131,436 $ 77,868
Harness sales................................................................... 44,717 40,939
Net sales..................................................................... 176,153 118,807
Cost of goods sold.............................................................. 137,913 93,475
Selling, general and administrative............................................. 13,308 9,721
Depreciation and amortization................................................... 7,511 6,044
Inventory valuation adjustment.................................................. -- 2,000
Expenses related to plant closings.............................................. 500 4,000
Operating income................................................................ $ 16,921 $ 3,567
</TABLE>
RESULTS OF OPERATIONS
Three Months Ended March 31, 1997 Compared to Three Months Ended March 31, 1996
Net sales for the three months ended March 31, 1997 were $176.2 million,
representing a $57.3 million or 48.3% increase compared to the first three
months of 1996. Wire segment sales increased $53.6 million, or 68.8%, in the
three months ended March 31, 1997 as compared to the three months ended March
31, 1996. This increase was primarily the result of the DWT Acquisition, the
Camden Acquisition, and growth in the company's computer and electronics,
control signal and security and alarm accounts. The three months ended March
31, 1997 included the operations of Wire Technologies for the full quarter,
while the same period in 1996 included the operations of Wire Technologies
from March 5, 1996. Wire Technology sales increased $26.9 million for the
three months ended March 31, 1997, as compared to the three months ended March
31, 1996. In addition, the first quarter of 1997 includes $25.4 million of net
sales from Camden Wire. This growth was partially offset by a decline in the
average price of copper during the three months ended March 31, 1997 compared
to the same period in 1996. In general, the Company prices its products based
upon a spread over the cost of copper, which results in a decreased dollar
value of sales when copper prices decrease. The average price of copper based
upon the New York Commodity Exchange, Inc. ("COMEX") declined to $1.11 per
pound over the three months ended March 31, 1997 from $1.18 per pound over the
three months ended March 31, 1996.
Within the harness segment, sales increased $3.8 million or 9.2 % for the
three months ended March 31, 1997 compared to the same period in 1996. This
increase was due to higher sales to General Electric Company and most other
major harness customers.
Cost of goods sold as a percent of sales decreased to 78.3% for the three
months ended March 31, 1997 from 78.7% for the three months ended March 31,
1996. This decrease reflected lower current-period costs achieved through the
transition of certain harness segment business to lower cost Mexican
facilities, savings realized from plant consolidation actions taken in 1996,
products are typically priced at a spread over the cost of copper, a lower
copper price leads to a higher gross margin percentage but generally has no
impact on gross margin dollars.
Selling, general and administrative expenses were $13.3 million in the first
quarter of 1997 compared to $9.7 million for the first quarter of 1996. This
$3.6 million dollar increase reflected the addition of Camden Wire and the
effect of including Wire Technologies for the entire first quarter of 1997.
Expressed as a percent of sales, selling, general and administrative expenses
decreased from 8.2% for the three month period ended March 31, 1996 to 7.6%
for the three-month period ended March 31, 1997. This improvement as a
percent of sales reflected synergies created as the result of the DWT
Acquisition and increased sales volume.
A $2.0 million pre-tax inventory valuation charge was recorded in the first
quarter of 1996. This was the result of an adjustment to the LIFO valuation of
copper in inventory reflecting the decrease in the copper cost per pound from
December 31, 1995 to March 31, 1996. During the first quarter of 1997 a
similar decrease did not occur. A $4.0 million pre-tax charge to operations
was recorded in March, 1996, representing plant closing costs. The closing
costs related to shutting down and consolidating several wire segment
facilities. During the same period in 1997 the Company recorded a $.5 million
pre-tax charge to operations for consolidating a wire segment facility.
LIQUIDITY AND CAPITAL RESOURCES
Net cash used in operating activities was $4.6 million for the three months
ended March 31, 1997, compared to $.7 million used in operating activities for
the three months ended March 31, 1996. The fluctuation was primarily due to
changes in working capital.
Net cash used in investing activities was $62.0 million for the first quarter
of 1997 and includes (i) acquisition costs of $59.0 million, related to the
Camden Acquisition and (ii) capital expenditures of $3.0 million. Net cash
used in investing activities was $162.8 million for the first quarter of 1996
and represented (i) acquisition costs of $160.3 million related to the
acquisition of Dekko Wire Technology Group and (ii) capital expenditures of
$2.5 million.
Net cash provided by financing activities was $70.5 million for the three
months ended March 31, 1997 and includes (i) proceeds of $65.0 million from
the issuance of long-term obligations, (ii) net borrowings of $10.1 million
under debt obligations, (iii) payments of $3.2 million related to financing
fees and (iv) cash dividends of $1.4 million related to the Preferred Stock.
Net cash provided by financing activities was $168.5 million for the three
months ended March 31, 1996 and includes (i) proceeds of $173.2 million from
the issuance of equity securities and long-term obligations, (ii) net
borrowings of $3.1 million under debt obligations and (iii) payments of $7.8
million related to financing fees.
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit 27.1 - Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K have been filed during the three months
ended March 31,1997.
<PAGE>
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 hereunto duly authorized.
INTERNATIONAL WIRE GROUP, INC.
Dated: May 12, 1997 By : /s/ JAMES N. MILLS
_____________________________
Name : James N. Mills
Title: Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer of
International Wire Group, Inc.)
By : /s/ DAVID M. SINDELAR
_______________________________
Name : David M. Sindelar
Title: Senior Vice President
(Principal Financial and
Accounting Officer of
International Wire Group, Inc.)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial information extracted from the
financial statements contained in the body of the accompanying Form 10-Q and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<CAPTION>
<S> <C>
<CIK> 0000947429
<NAME> International Wire Group, Inc.
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1997
<CASH> $ 3,825
<SECURITIES> 0
<RECEIVABLES> 107,375
<ALLOWANCES> 1,343
<INVENTORY> 72,830
<CURRENT-ASSETS> 197,741
<PP&E> 200,435
<DEPRECIATION> 41,716
<TOTAL-ASSETS> 634,307
<CURRENT-LIABILITIES> 133,760
<BONDS> 532,762
0
0
<COMMON> 0
<OTHER-SE> (44,159)
<TOTAL-LIABILITY-AND-EQUITY> 634,307
<SALES> 176,153
<TOTAL-REVENUES> 176,153
<CGS> 137,913
<TOTAL-COSTS> 145,424
<OTHER-EXPENSES> 500
<LOSS-PROVISION> 89
<INTEREST-EXPENSE> 13,006
<INCOME-PRETAX> 3,926
<INCOME-TAX> 1,630
<INCOME-CONTINUING> 2,296
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,796
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>