-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BB4Tcjkjqx17qrXpuO6gXQla7nWHmFYLuTwoN5Hw7dg7/e8SQQKantSwjgYPRH+M GQ9XX2fQ0uLT52pYHZGY9Q== 0000750339-96-000008.txt : 19961023 0000750339-96-000008.hdr.sgml : 19961023 ACCESSION NUMBER: 0000750339-96-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961022 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN SAFETY RAZOR CO CENTRAL INDEX KEY: 0000750339 STANDARD INDUSTRIAL CLASSIFICATION: CUTLERY, HANDTOOLS & GENERAL HARDWARE [3420] IRS NUMBER: 541050207 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-21952 FILM NUMBER: 96646272 BUSINESS ADDRESS: STREET 1: PO BOX 500 CITY: STAUNTON STATE: VA ZIP: 24402-0500 BUSINESS PHONE: 5042488000 MAIL ADDRESS: STREET 1: PO BOX 500 CITY: STAUNTON STATE: VA ZIP: 24402-0500 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended September 30, 1996 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 0-21952 AMERICAN SAFETY RAZOR COMPANY (Exact name of registrant as specified in its charter) Delaware 54-1050207 (State of incorporation) (I.R.S. Employer Identification Number) One Razor Blade Lane, P.O. Box 979, Verona, Virginia 24482-0979 --------------------------------------------------------------- (Address of principal executive offices, including zip code) (540) 248-8000 ----------------------------- Registrant's telephone number 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 October 18, 1996. Class Outstanding at October 18, 1996 ----- ------------------------------- Common Stock, $.01 Par Value 12,092,849 AMERICAN SAFETY RAZOR COMPANY Index ----- Page Number ----------- Part I. Financial Information Item 1. Financial Statements Condensed Consolidated Balance Sheets September 30, 1996 and December 31, 1995 1 Condensed Consolidated Statements of Income Three and nine months ended September 30, 1996 and September 30, 1995 3 Condensed Consolidated Statements of Cash Flows Nine months ended September 30, 1996 and September 30, 1995 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 Item 1. Legal Proceedings 10 Item 6. Exhibits and Reports on Form 8-K 10 Signatures 11 AMERICAN SAFETY RAZOR COMPANY CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
September 30, December 31, 1996 1995 ------------- ------------ (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 1,498 $ 2,147 Trade receivables, net 39,763 33,100 Inventories 45,589 38,577 Deferred income taxes 3,953 3,498 Prepaid expenses 1,419 1,363 -------- -------- Total current assets 92,222 78,685 Property and equipment 93,119 75,747 Less accumulated depreciation (31,940) (26,169) -------- -------- 61,179 49,578 Intangible assets, net: Goodwill 70,903 70,475 Other 5,269 5,921 -------- -------- 76,172 76,396 Prepaid pension cost and other 3,691 3,604 -------- -------- Total assets $233,264 $208,263 -------- -------- -------- -------- See accompanying notes.
AMERICAN SAFETY RAZOR COMPANY CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share data)
September 30, December 31, 1996 1995 ------------- ------------ (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 14,643 $ 10,956 Accrued expenses and other 18,456 17,926 Income taxes payable 1,135 713 Current maturities of long-term obligations 2,546 4,614 -------- -------- Total current liabilities 36,780 34,209 Long-term obligations 117,720 105,175 Retiree benefits and other 25,448 24,896 Deferred income taxes 13,174 13,085 Stockholders' equity: Common Stock, $.01 par value, 25,000,000 shares authorized; 12,092,849 shares issued and outstanding at September 30, 1996 (11,502,477 at December 31, 1995) 121 115 Class B Common Stock, $.01 par value, 590,372 shares issued and outstanding at December 31, 1995 - 6 Additional capital 65,756 65,756 Deficit (24,678) (33,887) Foreign currency translation (1,057) (1,092) -------- -------- 40,142 30,898 -------- -------- Total liabilities and stockholders' equity $233,264 $208,263 -------- -------- -------- -------- See accompanying notes.
AMERICAN SAFETY RAZOR COMPANY CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (In thousands except share data)
Three Months Ended Nine Months Ended September 30, September 30, 1996 1995 1996 1995 -------- -------- -------- -------- Net sales $71,052 $61,438 $193,374 $170,826 Cost of sales 46,414 40,076 126,442 111,919 ------- ------- -------- -------- Gross profit 24,638 21,362 66,932 58,907 Selling, general and administrative expenses 14,416 12,029 41,111 36,178 Amortization of intangibles 610 598 1,816 1,749 Litigation settlement expense - - - 947 ------- ------- -------- -------- Operating income 9,612 8,735 24,005 20,033 Interest expense 3,043 2,875 8,907 7,710 ------- ------- -------- -------- Income before income taxes and extraordinary item 6,569 5,860 15,098 12,323 Income taxes 2,477 2,280 5,889 4,930 ------- ------- -------- -------- Income before extraordinary item 4,092 3,580 9,209 7,393 Extraordinary charge for early extinguishment of debt - (971) - (971) ------ ------ ------ ------ Net income $4,092 $2,609 $9,209 $6,422 ------ ------ ------ ------ ------ ------ ------ ------ Weighted average shares outstanding 12,093,000 12,093,000 12,093,000 12,093,000 Earnings per share: Income before extraordinary item $.34 $.30 $.76 $.61 Extraordinary charge for early extinguishment of debt - (.08) - (.08) ---- ---- ---- ---- Net income $.34 $.22 $.76 $.53 ---- ---- ---- ---- ---- ---- ---- ---- See accompanying notes.
AMERICAN SAFETY RAZOR COMPANY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands)
Nine Months Ended September 30, 1996 1995 -------- ------- Operating activities Net income $9,209 $6,422 Adjustments to reconcile net income to net cash provided by operating activities: Extraordinary charge - 971 Depreciation and amortization 7,819 6,565 Amortization of financing costs 568 741 Retiree benefits and other 500 795 Deferred income taxes (366) 1,337 Changes in operating assets and liabilities, net of effects of Bond and ACCO acquisitions: Trade receivables (3,072) (4,527) Inventories (1,230) (2,436) Prepaid expenses 279 (185) Accounts payable 1,072 (899) Accrued and other expenses (73) 1,672 Income taxes payable 422 (174) ------ ------ Net cash provided by operating activities 15,128 10,282 Investing activities Capital expenditures (9,243) (9,394) Purchase of Bond and ACCO, respectively, net of cash acquired (16,628) (7,348) Deferred loan fees and other (226) (4,370) ------- ------- Net cash used in investing activities (26,097) (21,112) Financing activities Proceeds from borrowings 20,318 125,795 Repayment of debt (9,998) (114,118) ------- -------- Net cash provided from financing activities 10,320 11,677 ------- -------- Net (decrease) increase in cash and cash equivalents (649) 847 Cash and cash equivalents, beginning of period 2,147 678 ------- -------- Cash and cash equivalents, end of period $1,498 $1,525 ------ ------ ------ ------ See accompanying notes.
AMERICAN SAFETY RAZOR COMPANY Notes to Condensed Consolidated Financial Statements (Unaudited) NOTE A - BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended September 30, 1996, are not necessarily indicative of the results that may be expected for the year ended December 31, 1996. For further information, refer to the consolidated financial statements and footnotes thereto included in the Registrant's Annual Report on Form 10-K for the year ended December 31, 1995. NOTE B - INVENTORIES Classifications of inventories are as follows:
September 30, December 31, 1996 1995 ------------- ------------ (In thousands) Raw materials $16,423 $16,070 Work-in-process 6,060 5,053 Finished goods 21,806 17,274 Operating supplies 2,790 2,166 ------ ------ 47,079 40,563 Excess of current cost over LIFO inventory value 1,490 1,986 ------- ------- $45,589 $38,577 ------- ------- ------- -------
NOTE C - OTHER INFORMATION The Company's federal income tax returns for 1989, 1990 and 1991 have been examined by the IRS. In addition, the Company's federal income tax returns for 1992, 1993 and 1994 are presently under examination by the IRS. The Company acquired certain intangible assets at the time of acquisition of the Company and of Ardell for $29 million, and to date the Company has claimed federal income tax deductions of $29 million for the amortization of those assets. In connection with such acquisitions, the Company also incurred approximately $10 million of loan costs and certain other costs, and has expensed certain of those costs and claimed amortization deductions with respect to other such costs. During March 1995, the Company received a revenue agent's report proposing adjustments to the value of the intangible assets which value is substantially below the value assigned to such assets by the Company, resulting in the disallowance of substantially all of the Company's amortization deductions with respect to those assets. In addition, the IRS has proposed adjustments disallowing substantially all of the Company's deductions with respect to the loan costs and certain other costs described above. The Company disagrees with such proposed disallowances, and on May 15, 1995, the Company filed a protest with the IRS with respect to such proposed disallowances. The Company is vigorously contesting such proposed disallowances. The outcome cannot be predicted at this time. The Company will continue to evaluate the potential impact on its tax reserves for these issues. However, the Company believes that the ultimate outcome of the above matters will not have a materially adverse impact on the consolidated financial position or results of operations of the Company. On March 13, 1996, the remaining shares of Class B Common Stock outstanding were converted into an equal number of shares of Common Stock. Upon such conversion the Class B Common Stock ceased to be authorized. Stock options outstanding during the three months and nine months ended September 30, 1996 and 1995 did not have a material dilutive effect on weighted average shares outstanding or earnings per share. NOTE D - ACQUISITION OF BOND - AMERICA ISRAEL BLADES, LTD. AND A.I. BLADES, INC. On March 29, 1996, the Company purchased certain assets of Bond - America Israel Blades, Ltd., and its wholly-owned U.S. subsidiary, A. I. Blades, Inc. (collectively "Bond") for net consideration of approximately $16.6 million including estimated acquisition related expenses. The agreement also provides for additional consideration of up to $4.0 million with payments over a four year period based on achieving a specified level of earnings during 1996, as defined. The acquisition was accounted for under the purchase method of accounting and was financed by additional borrowings of approximately $12.7 million under the Company's revolving credit facility and internally generated funds. Bond is engaged in the manufacture and distribution of private-brand and value-brand shaving razors and blades. Its principal operations are located in Nazareth Illit, Israel where it leases approximately 79,000 square feet of manufacturing and warehouse facilities. Shortly after the acquisition, the Company consolidated the Carlstadt, New Jersey operations of Bond into its blade operations in Knoxville, Tennessee. Pro forma combined results of operations of the Company as if the Bond acquisition occurred on January 1, 1995 are not presented as the effects are not material. NOTE E - LONG TERM OBLIGATIONS In connection with the March 29, 1996, acquisition of Bond, the Company borrowed $12.7 million under its revolving credit facility. At September 30, 1996, the Company had utilized $13.8 million of its revolving credit facility and had approximately $36.2 million available for future borrowings under this facility. On August 3, 1995, the Company sold $100.0 million aggregate principal amount of 9 7/8% Series A Senior Notes due 2005 through a private placement. In addition, the Company replaced its existing bank credit agreement with a new bank credit agreement which permits borrowings of up to $50.0 million and contains certain financial covenants. The Company utilized the net proceeds received from the offering of $95.8 million (after the deduction of discounts and commissions, fees and other expenses associated with the offering and the new bank credit agreement), together with additional borrowings of $3.9 million under its new revolving credit facility and internally generated funds of $1.2 million to: (In millions) Repay bank credit agreement $ 90.3 Repay subordinated notes 10.0 Pay prepayment premium on subordinated notes 0.2 Pay accrued interest 0.4 ------ $100.9 ------ ------ In connection with the repayment of its bank credit agreement and subordinated notes, the Company wrote-off deferred financing costs and paid a prepayment premium in the aggregate amount of approximately $1.6 million. These costs have been presented as an extraordinary charge for early extinguishment of debt of approximately $1.0 million (net of tax effect) in the results of operations for the three months and nine months ended September 30, 1995. The Company filed a registration statement with the Securities and Exchange Commission, which became effective on October 17, 1995, to offer to exchange its 9 7/8% Series B Senior Notes due 2005 (the "New Notes") for any and all of its outstanding 9 7/8% Series A Senior Notes due 2005 (the "Old Notes"). Effective November 16, 1995, the New Notes were exchanged for a like principal amount of Old Notes. The exchange of the New Notes for the Old Notes had no financial accounting impact. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION The following discussion and analysis should be read in conjunction with the consolidated financial statements and notes thereto included in this report and the Registrant's Annual Report on Form 10-K for the year ended December 31, 1995. On March 29, 1996, the Company purchased certain assets of Bond - America Israel Blades, Ltd. and its wholly-owned U.S. subsidiary, A. I. Blades, Inc. (collectively "Bond"), a manufacturer of private-brand and value-brand shaving razors and blades. Sales by Bond since its acquisition of $7.5 million had an insignificant effect on net income. Three Months Ended September 30, 1996 Compared to Three Months Ended September 30, 1995 Net Sales. Net sales for the three months ended September 30, 1996 and 1995 were $71.1 million and $61.4 million, respectively, an increase of $9.7 million, or 15.6%. Sales by Bond contributed $4.0 million or 6.4% to the increase. Net sales of the Company's shaving blades and razors, excluding Bond, for the three months ended September 30, 1996 totaled $29.1 million, a $2.6 million or 9.6% increase over net sales for the three months ended September 30, 1995 of $26.5 million. Net sales of domestic branded shaving products increased 28.1% benefiting primarily from several promotional programs during the quarter and continued strength in the MBC trademark, Lady MBC trademark and Burma Shave registered shaving system line of products. Net sales of domestic private-brand shaving products increased 4.5% primarily reflecting continued growth in sales of the Company's MBC trademark product and increased promotional support of products by customers. Net sales of international shaving products decreased 1.3% primarily reflecting lower sales in Latin America and Asia. Net sales of bladed hand tools and blades for the three months ended September 30, 1996 and 1995 were $10.2 million and $10.4 million, respectively, a decrease of $0.2 million, or 1.8%. While sales of the Company's branded blades and tools in retail markets continued to grow, strong sales of certain commercial products during the Company's second quarter adversely effected third quarter sales. Net sales of industrial and specialty and medical blades for the three months ended September 30, 1996 and 1995 were $4.3 million and $3.8 million, respectively, an increase of $0.5 million, or 12.2%. Sales of industrial and specialty products increased 2.8% due primarily to new product introductions. Sales of medical products increased 25.0% due to new product introductions and an expanding customer base. Net sales of fiber and foot care products for the three months ended September 30, 1996 and 1995 were $14.7 million and $13.9 million, respectively, an increase of $0.8 million or 6.0%. The Company experienced sales growth in its cotton balls, cotton pads, and tissues product lines. Net sales of the Company's custom bar soap products for the three months ended September 30, 1996 and 1995 were $8.8 million and $6.8 million, respectively, an increase of $2.0 million or 29.5%. This increase primarily reflects strong growth in sales of the Company's pharmaceutical/skin care products. Gross Profit. Gross profit increased $3.2 million to $24.6 million during the three months ended September 30, 1996 from $21.4 million for the three months ended September 30, 1995. As a percentage of net sales, gross profit was 34.7% for the three months ended September 30, 1996 and 34.8% for the three months ended September 30, 1995. Gross profit for the Company's razors and blades segment for the three months ended September 30, 1996 and 1995 was 40.6% and 43.0% of net sales, respectively. This decrease was primarily due to the lower margins earned on sales of Bond products. Gross profit margins were also impacted by higher depreciation expense, related to the Company's capacity expansion projects, which was more than offset by lower production costs resulting from increased output from the Company's Mexico operations. Fiber and foot care gross profit increased to 20.7% from 19.3% of net sales during the same period primarily reflecting lower material costs. Custom bar soap's gross profit increased to 26.0% from 16.8% of net sales during the same period primarily reflecting reduced manufacturing costs associated with the Company's capacity expansion projects. Operating and Other Expenses. Selling, general and administrative expenses were 20.3% of net sales for the three months ended September 30, 1996 compared to 19.6% for the three months ended September 30, 1995. This 0.7% of net sales increase primarily reflects an increase in promotional and certain administrative expenses to support the Company's sales growth. Amortization of goodwill and other intangible assets was substantially unchanged at $0.6 million for the three months ended September 30, 1996 and 1995. Interest expense was also substantially unchanged at $3.0 million and $2.9 million for the three months ended September 30, 1996 and 1995, respectively. Nine Months Ended September 30, 1996 Compared to Nine Months Ended September 30, 1995 Net Sales. Net sales for the nine months ended September 30, 1996 and 1995 were $193.4 million and $170.8 million, respectively, an increase of $22.6 million, or 13.2%. Sales by Bond contributed $7.5 million or 4.4% to the increase. Net sales of the Company's shaving blades and razors, excluding Bond, for the nine months ended September 30, 1996 totaled $77.0 million, a 5.4% increase over net sales for the nine months ended September 30, 1995 of $73.0 million. Net sales of domestic branded shaving products increased 7.3% primarily benefiting from increased promotional programs and continued strength in the MBC trademark, Lady MBC trademark and Burma Shave registered shaving system line of products. Net sales of international shaving products increased 5.5% reflecting stronger sales primarily in Canada, Europe and Asia. Net sales of domestic private-brand shaving products increased 3.1% primarily benefiting from sales of the Company's MBC trademark product and increased promotional support of products by customers. Net sales of bladed hand tools and blades for the nine months ended September 30, 1996 and 1995 were $30.2 million and $29.6 million, respectively, an increase of $0.6 million, or 2.2%. This increase primarily reflects an expanding customer base and increased product promotions. Net sales of industrial and specialty and medical blades for the nine months ended September 30, 1996 and 1995 were $12.6 million and $12.0 million, respectively, an increase of $0.6 million, or 5.2%. Sales of industrial and specialty products decreased 3.0% due primarily to inventory adjustments at major original equipment manufacturers and other user customers during the three months ended March 31, 1996. Sales of these products rebounded during the second and third quarters of 1996. Sales of medical products increased 17.6% due to new product introductions and an expanding customer base. Net sales of fiber and foot care products for the nine months ended September 30, 1996 and 1995 were $41.9 million and $35.1 million, respectively, an increase of $6.8 million or 19.3%. On a fully comparable basis (including 1995 net sales of ACCO prior to its acquisition date of $3.1 million), net sales increased $3.7 million or 9.7%. The Company experienced sales growth across its product lines, particularly in cotton balls, cotton pads, swabs, insoles and tissues. Net sales of the Company's custom bar soap products for the nine months ended September 30, 1996 and 1995 were $24.2 million and $21.1 million, respectively, an increase of $3.1 million or 14.5%. This increase primarily reflects the strong growth in sales of the Company's pharmaceutical/skin care products. Gross Profit. Gross profit increased $8.0 million to $66.9 million during the nine months ended September 30, 1996 from $58.9 million for the nine months ended September 30, 1995. As a percentage of net sales, gross profit was 34.6% for the nine months ended September 30, 1996 and 34.5% for the nine months ended September 30, 1995. Gross profit for the Company's razors and blades segment for the nine months ended September 30, 1996 and 1995 was 41.7% and 42.1% of net sales, respectively. This decrease was primarily due to the lower margins earned on sales of Bond products. Gross profit margins were also impacted by higher depreciation expense, related to the Company's capacity expansion projects, which was more than offset by lower production costs resulting from increased output from the Company's Mexico operations. Fiber and foot care gross profit increased to 19.9% from 18.5% of net sales during the same period primarily reflecting reduced material costs, reduced manufacturing costs resulting from the ongoing consolidation of manufacturing operations and lower shipping costs. Custom bar soap's gross profit increased to 22.6% from 19.5% of net sales during the same period primarily reflecting reduced manufacturing costs associated with the Company's capacity expansion projects. Operating and Other Expenses. Selling, general and administrative expenses were 21.3% of net sales for the nine months ended September 30, 1996 compared to 21.2% for the nine months ended September 30, 1995. The litigation settlement expenses of $0.9 million, including legal fees incurred during the three months ended June 30, 1995, relate to the AMMI case which was settled in June, 1995. Amortization of goodwill and other intangible assets was substantially unchanged at $1.8 million and $1.7 million for the nine months ended September 30, 1996 and 1995, respectively. Interest expense increased for the nine months ended September 30, 1996 to $8.9 million from $7.7 million for the nine months ended September 30, 1995 primarily reflecting the higher interest rate resulting from the Company's debt offering in August 1995, and from increased borrowings to finance the ACCO and Bond acquisitions. Liquidity and Capital Resources The Company's principal sources of funds are cash generated from operating activities and borrowings under its revolving credit facility. Net cash provided by operating activities amounted to $15.1 million and $10.3 million for the nine months ended September 30, 1996 and 1995, respectively. The increase of $4.8 million in net cash provided by operating activities for the nine month period ended September 30, 1996 as compared to the nine month period ended September 30, 1995 was due primarily to increased earnings and the net effects of differences in the changes in the components of working capital primarily trade receivables, inventories and accounts payable. In connection with the March 29, 1996, acquisition of Bond, the Company borrowed $12.7 million under its revolving credit facility. At September 30, 1996, the Company had utilized $13.8 million of its revolving credit facility and had approximately $36.2 million available for future borrowings under this facility. On August 3, 1995, the Company sold $100.0 million aggregate principal amount of 9 7/8% Series A Senior Notes due 2005 through a private placement. In addition, the Company replaced its existing bank credit agreement with a new bank credit agreement which permits borrowings of up to $50.0 million and contains certain financial covenants. The Company utilized the net proceeds received from the offering to repay its former bank credit agreement and subordinated notes. The Company filed a registration statement with the Securities and Exchange Commission, which became effective on October 17, 1995, to offer to exchange its 9 7/8% Series B Senior Notes due 2005 (the "New Notes") for any and all of its outstanding 9 7/8% Series A Senior Notes due 2005 (the "Old Notes"). Effective November 16, 1995, the New Notes were exchanged for a like principal amount of Old Notes. The exchange of the New Notes for the Old Notes had no financial accounting impact. Management believes that the Company's cash on hand, anticipated funds from operations, and the amounts available to the Company under its revolving credit facility will be sufficient to cover its working capital, capital expenditures, debt service requirements and tax obligations as well as support the Company's growth-oriented strategy for its existing business for at least the next 12 months. The Company anticipates that funding of any additional acquisitions will require additional borrowings under its revolving credit facility. The Company intends to maintain and further strengthen its financial condition and, in connection therewith, may from time to time consider other possible transactions, including other capital market transactions or disposition of businesses that no longer meet its strategic objectives. The Company has no present plans in this regard. PART II, OTHER INFORMATION Item 1. Legal Proceedings None Item 6. Exhibits and Reports on Form 8-K a. Exhibits: Exhibit 27 - Financial Data Schedule b. Reports on Form 8-K: No reports on Form 8-K have been filed during the quarter ended September 30, 1996. 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. AMERICAN SAFETY RAZOR COMPANY October 22, 1996 By /s/William C. Weathersby ------------------------- -------------------------------- Date William C. Weathersby President October 22, 1996 By /s/Thomas G. Kasvin ------------------------- -------------------------------- Date Thomas G. Kasvin Senior Vice President Chief Financial Officer EX-27 2
5 This schedule contains summary financial information extracted from the financial statements included in the Form 10-Q of American Safety Razor Company for the quarter ended September 30, 1996 and is qualified in its entirety by reference to such financial statements. 1000 9-MOS DEC-31-1996 JAN-01-1996 SEP-30-1996 1498 0 39763 0 45589 92222 93119 31940 233264 36780 117720 0 0 121 40021 233264 193374 193374 126442 126442 0 0 8907 15098 5889 9209 0 0 0 9209 .76 .76
-----END PRIVACY-ENHANCED MESSAGE-----