SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the Fiscal Year Ended December 26, 1993 Commission file number 1-6345
THE INTERLAKE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 36-3428543
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
550 Warrenville Road, Lisle, Illinois 60532-4387
(Address of Principal Executive Offices) (Zip Code)
(708) 852-8800
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
___Title_of_each_class__ ___on_which_registered___
Common stock, par value New York Stock Exchange
$1.00 per share Chicago Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and
will not be contained, to the best of Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of the
Form 10-K or any amendment to the Form 10-K. [ ]
Aggregate market value of common stock, $1 par value, held by non-affiliates as
of February 15, 1994: $68,129,997
As of February 15, 1994, 22,026,695 shares of the Registrant's common stock
were outstanding.
Documents Incorporated by Reference
Portions of the Registrant's Annual Report to Shareholders for the fiscal year
ended December 26, 1993 are incorporated by reference into Part II. Portions
of the Registrant's Proxy Statement for the 1994 Annual Meeting of Shareholders
(to be filed) are incorporated by reference into Parts III and IV.
PAGE
THE INTERLAKE CORPORATION
Form 10-K Annual Report - 1993
Table of Contents
PART I Page
Item 1. Business 3
Item 2. Properties 11
Item 3. Legal Proceedings 12
Item 4. Submission of Matters to a Vote of Security Holders 12
PART II
Item 5. Market for the Registrant's Common Equity and Related 13
Stockholder Matters
Item 6. Selected Financial Data 14
Item 7. Management's Discussion and Analysis of Results of 15
Operations and Financial Condition
Item 8. Financial Statements and Supplementary Data 15
Item 9. Disagreements on Accounting and Financial Disclosure 15
PART III
Item 10. Directors and Executive Officers of the Registrant 16
Item 11. Executive Compensation 18
Item 12. Security Ownership of Certain Beneficial Owners and Management 18
Item 13. Certain Relationships and Related Transactions 18
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on 19
Form 8-K
Signatures 30
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PART I
As used herein, the term "Company" means The Interlake Corporation and its
subsidiaries. The terms "Interlake" and "Registrant" mean The Interlake
Corporation, the parent company.
ITEM 1 - BUSINESS
General
The Company is a multinational corporation engaged in the design, manufacture
and sale or distribution of value-added metal and related products for the
automotive, aerospace, materials handling and packaging industries. The
Company's operations are divided into two segments: Engineered Materials and
Handling/Packaging Systems. (See Note 8 of Notes to Consolidated Financial
Statements.)
Engineered_Materials
The Engineered Materials segment includes Special Materials, which produces
ferrous metal powder used to manufacture precision parts, and Aerospace
Components, which manufactures precision jet engine components and repairs jet
engine fan blades. The two units which comprise Engineered Materials generally
use proprietary and patented processes to produce precise, high value-added
metal powders or components.
Special_Materials
General - The Company conducts its Special Materials business through Hoeganaes
Corporation, which is the North American market leader in the production of
ferrous metal powder. Ferrous metal powder is used by customers primarily to
manufacture precision parts for automobiles, light trucks, farm and garden
equipment and appliances. Precision parts produced using powdered metal
technology have certain cost and design advantages over parts produced using
conventional techniques such as forging, casting or machining, as they may be
manufactured with less wasted raw material, lower labor costs and little or no
additional machining.
Hoeganaes' business strategy centers on research and development of new powder
metal products, manufacturing processes and applications while maintaining a
broad product line and cost-efficient, strategically located production
facilities. This strategy allows Hoeganaes to meet its customers' quality
control standards and "just in time" inventory requirements.
Production - Hoeganaes has two basic production processes. The first process
is atomizing which converts selected scrap steel into powders through the use
of an electric furnace steel making and spraying system. Hoeganaes has the two
largest atomizing plants in North America. The second process is direct
reduction which converts high purity iron ore into a unique, highly porous
metal powder. Hoeganaes has the only direct reduction process facility in
North America. Hoeganaes also formulates these powders into press-ready mixes
for its customers. In addition, Hoeganaes produces proprietary products such
as patented bonded materials.
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Market Share - The Company believes that Hoeganaes has been the largest North
American producer of ferrous metal powders for the last 25 years. Hoeganaes'
size provides it with economies of scale in production, marketing and research
and development.
Markets - The North American market for ferrous metal powders can be divided
into two segments: structural parts (metal powder to be compressed into solid
parts) and powders principally used in welding, chemicals and photocopying.
Uses for structural parts comprise an estimated 80% of the North American
market for ferrous metal powders. Approximately 60% of Hoeganaes' sales are
for automotive applications, which include components for transmissions,
engines and suspension systems. For automobile applications, Hoeganaes
generally supplies metal powder to component manufacturers as opposed to
directly supplying vehicle manufacturers.
The non-structural market for ferrous metal powders generally consists of
applications in welding and chemicals and for use as a carrier agent for
photocopier toner. Ferrous metal powders are also used by pharmaceutical
companies as catalysts in blood thinning agents and for use in nutritional iron
supplements.
Minority Interest - The Company owns 80% of the capital stock of Hoeganaes.
The remaining 20% is owned by Hoganas AB, a Swedish corporation. Agreements
between the owners of Hoeganaes define the structure of the Hoeganaes board of
directors, grant to each party a right of first refusal with respect to a
proposed sale of Hoeganaes stock and provide for technology exchanges and tax
sharing arrangements.
Aerospace_Components
General - The Company conducts its Aerospace Components business through
Chem-tronics, Inc., which manufactures precision jet engine ducts, rings and
casings and other large aerospace components ("Fabrication"). Chem-tronics is
also a leader in jet engine fan blade repair ("Repair"). Chem-tronics'
business strategy focuses on developing and implementing advanced manufacturing
technologies in order to maintain high quality standards and to satisfy
customer needs on a timely basis.
Fabrication
General - Chem-tronics' Fabrication business is engaged in the production of
precision jet engine ducts, rings and casings and other large aerospace
components used in military and commercial aircraft engines and launch vehicles
in the space program. Chem-tronics offers its customers a vertically
integrated facility, thereby eliminating the need for numerous subcontractors
for a single component. The principal products are sold to prime contractors
under arrangements which generally establish Chem-tronics as the sole source.
The strategy of the Fabrication business is to diversify and realign the
aerospace component business by: reducing the dependence on military business
by expanding the commercial and space segments, lowering costs to improve its
competitive posture and improving its core technologies.
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Production Processes - The primary processes used in the Fabrication business
are chemical milling, welding, forming, machining, non-destructive testing and
inspection. The "Unistructure" chemical milling process has been used to
manufacture both military and commercial jet engine ducts and is used for
structures where strength and weight are critical. This "Unistructure" chemical
milling process etches away unneeded metal, leaving a stiffening rib structure
on the surface of the product. This patented rib structure is integral, or
part of the surface metal itself, rather than being attached to the surface.
Products manufactured using the "Unistructure" process are light, strong, easy
to inspect and generally cost less to produce than products made solely by
conventional processes.
Products and Customers - The Fabrication business produces titanium ducts which
are used as part of the structural framework for jet engines and for containing
the air flows used for thrust. Other products include jet engine fan
containment cases, rings, complete fan case assembly modules and complex
fabrications for large commercial turbofan engines. The primary customers of
the Fabrication business are the original equipment manufacturers of jet
engines ("OEMs"). In addition to its normal contracts for commercial and
military engine components, this business also is involved in various ongoing
space programs and has entered into a long-term contract for compressor cases
for commuter aircraft jet engines.
Repair
General - Chem-tronics' Repair business operates Federal Aviation
Administration ("FAA") approved repair facilities that serve over 100 airlines,
engine overhaul centers, and OEMs with repair capabilities for fan and
compressor blades for commercial and military jet aircraft. The cost of
repairing a jet engine fan blade generally averages 10-20% of its replacement
cost. Growth in this business through 1992 had been based on increases in
market share and size but depressed market conditions in 1993 have led to
revenue declines. The Company believes that Repair has a leading market share
in commercial jet engine fan blade repair performed by independent blade repair
facilities.
Repair Capabilities - Repair, by virtue of its FAA certification, is considered
certified by the Civil Aviation Aeronautics Board and the British Civil
Aviation Authority and is certified by all major OEMs (e.g., General Electric,
Pratt & Whitney and Rolls-Royce) to repair substantially all commercial jet
engine fan blades manufactured in the western world. Frequently, when OEMs
develop a new engine, Chem-tronics assists in modification and improvements
during the development stage. As a result, Chem-tronics is often the first FAA-
certified repair center for such engines. The Company believes this gives Chem-
tronics certain competitive advantages and also believes that Chem-tronics has
a competitive advantage in terms of quality.
Customers - The Repair business services OEMs, major airlines and engine
overhaul centers.
Handling/Packaging_Systems
The Handling/Packaging Systems segment is comprised of the Company's domestic
and international Handling and Packaging units. Handling designs, manufactures
and sells storage rack, shelving, and related equipment primarily for use in
warehouses, distribution centers and for other storage applications. The
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Company believes that Handling is the world's largest manufacturer of storage
rack. Packaging designs and sells machinery for applying strapping and
stitching wire, and also supplies strapping and stitching wire for use in these
machines.
Handling
General - The Company's Handling operations are conducted through Interlake
Material Handling ("Material Handling") in the U.S., Canada, and Australia and
through Dexion Group in Europe. The Dexion name is well recognized in Europe
and provides Handling with certain marketing advantages. The Handling
operations design, manufacture, and sell storage rack, angle, conveyors, and
conveyor systems both in the U.S. and in Europe, and shelving and office
partitioning in Europe. Handling's entire product line (other than office
partitioning) is also manufactured and sold in Australia. Certain products are
also sold in Asia Pacific, South America, Africa and the Middle East.
Handling's distribution network allows it to satisfy the needs of large
customers and projects, as well as smaller, geographically distant customers.
Handling's design capabilities and large manufacturing capacity enable it to
undertake large scale projects where these capabilities may be most
advantageously utilized. Handling's large size allows it to realize
significant economies of scale in product development, design and
manufacturing.
Products - Handling's primary product is storage rack which is used for storing
unit loads in distribution centers, warehouse facilities and factory shipping
and receiving departments. Storage rack consists of two primary pieces, a
vertical steel frame and a horizontal steel beam that links the frames
together. Storage rack can be assembled in a variety of configurations
depending on individual customer needs. Handling offers a broad range of
products, including products that allow for FIFO and LIFO storage and
retrieval, for the storage of bulky, awkwardly shaped items (lumber, carpet
rolls, furniture, etc.) and for the storage and retrieval of very heavy items.
Handling also sells conveyors and conveyor systems which range from simple
gravity conveyors to complex belt and chain powered conveyors. In Europe,
Handling manufactures and sells partitioning for offices, office storage
equipment, and angle and shelving.
Market Share - The Company believes Handling is the world's largest
manufacturer of storage rack, with the largest market share in the U.S., the
U.K., Belgium and Australia, and the second largest market share in Germany.
Product Development, Design and Manufacturing - In addition to competing on the
basis of cost, Handling utilizes proprietary software, computer aided design
applications and its in-house structural engineering staff to design the
optimal solution for each customer's storage requirements. Furthermore,
extensive technical training for its sales staff and for third-party
distributors allows for a better assessment of customer needs. Handling's
design software is also used to generate detailed bills of material which
automatically specify the size, type and quantity of all components to be used
in the project. This allows for better coordination between the sales, design
and manufacturing functions.
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Handling's facilities generally purchase steel coils and then form, finish and
paint the steel for various storage applications. Steel comprises
approximately 60-70% of production cost. While Handling believes it is a low
cost producer, continuing emphasis is placed on overhead and manufacturing cost
control and the efficient utilization of raw materials.
Sales and Distribution - The Company believes that Handling's domestic and
international direct sales force and extensive distributor network give it a
significant competitive advantage. Domestically, Handling is represented by a
network of over 180 distributors. In the U.K., Handling utilizes an
independent distributor network, wholly-owned distribution centers and a direct
sales force, while in Germany, Handling conducts its sales efforts exclusively
through a direct sales force and wholly-owned distribution centers. Handling
believes that its direct sales force allows it to satisfy the complex needs of
large customers and applications, while its extensive distributor network
allows it to reach smaller, geographically distant customers.
Customers - Handling's customers are primarily engaged in the retailing and
wholesaling of food and consumer durables and non-durables.
Packaging
General - Packaging designs and sells machinery for applying steel and
non-metallic strap in the U.S., Canada and the U.K. Packaging also sells
non-metallic strap in the U.S., and both steel and non-metallic strap in the
U.K. and Canada, for use in such machines. Packaging designs, manufactures and
distributes wire stitching equipment. Many of the industries served by
Packaging are highly cyclical. As a result, Packaging has focused on lowering
or eliminating certain fixed costs and improving production efficiencies in an
effort to maintain profitability even during severe cyclical downturns.
Products and Customers - Strapping markets are segmented by strapping strength
requirements. Non-metallic products have cost, safety and other advantages,
but are currently limited by the strength of the joint. As technology has
improved, applications for non-metallic products have expanded. Due to the
safety advantages and improving strength characteristics of non-metallic
strapping, Packaging has focused its engineering and development efforts on the
non-metallic strap market. Steel strapping is used predominantly by heavy
goods manufacturers to bundle products or reinforce existing packaging. The
principal end-users of steel strapping are the steel, lumber, brick, and
concrete industries. Non-metallic strapping is marketed to a broad customer
base, with primary emphasis on the corrugated, newspaper, graphics, can,
bottle, textile and distribution industries. Wire stitching machines serve a
wide customer base including the corrugated box, graphic arts, automotive,
agricultural and food industries.
Packaging currently designs strapping machines which are manufactured to its
specifications by third parties. Strap produced by a given manufacturer can
generally be used with machines produced by another manufacturer; however, most
users purchase strap and machines from the same supplier.
Production - For steel strapping, Packaging purchases raw materials in the form
of steel coils which are then slit into bands. The bands are further slit into
straps of various widths. The strap is then either zinc coated or painted in
order to prevent rusting. Rust resistant strap is important for the lumber and
brick industries where product is exposed to the elements and strap is subject
to rusting.
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For non-metallic strapping, Packaging purchases raw materials in the form of
pelletized or flake polyester and polypropylene which is often blended with
recycled materials. Non-metallic strapping is manufactured through a
continuous extrusion process. This material is then shaped and chilled, then
reheated and stretched to the appropriate width and thickness and, finally,
annealed, relaxed and either slit or embossed, cooled to minimize shrinkage and
wound into coils.
Market Share - The Company believes that the Canadian steel strapping unit
generally has the largest market share in its market. The Company also
believes that the U.K. steel strapping unit has the second largest market share
in its market and that the U.K. non-metallic strapping and non-metallic
machines units have leading market shares in certain areas. In the U.S.,
Packaging is a leading supplier of plastic strapping and stitching products.
Sales, Distribution and Servicing - Packaging's direct sales force services
clients in the U.S., the U.K. and Canada. In the U.S., Packaging also utilizes
a network of over 350 distributors to service smaller customers. Within each
sales force, product specialists are trained to service the needs of specific
industries such as publishing or lumber. Due to the fact that most of
Packaging's customers utilize its products for high volume applications,
Packaging has an extensive field service organization to allow it to respond
rapidly to customer service needs. The Company believes that its
sales/distributor network and its field service capabilities give it
significant advantages over smaller competitors.
Customers; Order Backlogs
Engineered Materials - Sales to General Electric and United Technologies
accounted for approximately 50% of Aerospace Components' sales, equivalent to
16% of Engineered Materials' sales and 5% of total Company sales in 1993. The
Company is a supplier to these companies and has no other significant
relationship with them. Sales to these companies are made pursuant to purchase
orders.
At December 26, 1993 and December 27, 1992, the backlog of orders for
Engineered Materials was $73.6 million and $82.9 million, respectively.
Special Materials' backlog, which is generally short-term in nature, was up
11%. Aerospace Components' backlog was down 19% due mainly to reductions in
military business. All orders for Engineered Materials at December 26, 1993
were believed to be firm, but approximately 42% of these orders are subject to
renegotiation. Approximately 83% of these orders are expected to be delivered
during 1994.
Handling/Packaging Systems - Handling/Packaging Systems' products are sold to a
substantial number of industrial customers, none of which individually
purchased a significant portion of the segment's output in 1993. The backlog
of orders for this segment at December 26, 1993 was $71.6 million compared to
$81.0 million at December 27, 1992 (in each case applying foreign exchange
rates at December 26, 1993), due to lower orders in the European Handling
business. All orders at December 26, 1993 were believed to be firm and are
expected to be filled during 1994.
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Competition
Competition is vigorous in both of the Company's business segments. Factors
normally affecting competitive conditions are product quality, technological
development, price and service. The Company competes with a variety of other
entities in each of its businesses.
Research and Development
Research activities are directed towards developing primary products and
processes. Expenditures on research activities by business segment were as
follows:
1993 1992 1991
(in millions)
Engineered Materials $2.1 $2.2 $2.5
Handling/Packaging Systems _1.1 __.6 _1.3
Total $3.2 $2.8 $3.8
The Company believes that these amounts are adequate to maintain its
competitive positions in the businesses in which it operates.
Patents
The Company holds domestic and foreign patents covering certain products and
processes in both business segments. While these patents are considered
important to the ability of the segments to compete, unpatented manufacturing
expertise is considered equally important. Future profitability of these
segments is therefore not considered dependent upon any one patent or group of
related patents.
Environmental Matters
The Company's operations are subject to extensive and changing federal, state,
local and foreign environmental laws and regulations, including those relating
to the use, handling, storage, discharge and disposal of hazardous substances,
and as a result the Company is from time to time involved in administrative and
judicial proceedings and inquiries relating to environmental matters. In
addition, the Company's future capital and operating expenditures will continue
to be influenced by environmental laws and regulations; however, the Company
does not believe these expenditures are likely to have a material adverse
effect on its earnings or its ability to compete with other companies. In 1993,
capital expenditures for environmental compliance were $2.9 million and the
Company estimates that environmental capital spending for 1994 will be $1.5
million. In 1993 and 1991, the Company incurred special nonoperating charges
of $4.8 million and $6.0 million, respectively, to provide for estimated
environmental liabilities in connection with certain sites not related to its
ongoing operations. (See Management's Discussion and Analysis - Nonoperating
Items, and Note 17 of Notes to Consolidated Financial Statements.)
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Employees
At December 26, 1993 the Company employed a total of 4,619 persons, consisting
of 2,059 salaried and 2,560 hourly employees. Of the hourly employees, 57% are
represented by unions, with no single union representing a significant number
of the hourly employees.
Raw Materials
The Company's principal raw materials are steel and steel scrap which are
purchased in the open market where no shortages are anticipated. The Company
also purchases large extruded metal shapes and milled products that are
available from a limited number of suppliers and high quality iron ore imported
from a limited foreign source. The Company believes these sources are adequate
to provide for the current and future needs of each of the Company's segments
and believes that, if necessary, adequate substitute supplies and suppliers
could be obtained without any material adverse effect on the Company's
operations or operating results. The Company's conclusions as to availability
and impact are based upon the Company's general knowledge of the markets for
its raw materials, and its use of alternative sources from time to time.
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ITEM 2 - PROPERTIES
The following are the principal properties of the Company, listed by business unit:
Usable Space
___Business_Unit___ _______________Function_______________ _Owned/Leased_ (Square_Feet)
HOEGANAES
Riverton, NJ Manufacture iron and steel metal powder Owned 496,000
Gallatin, TN Manufacture steel metal powder Owned 168,000
Milton, PA Bonding and blending metal powder, Owned 102,000
warehouse
CHEM-TRONICS
El Cajon, CA Manufacture aerospace components and Owned 230,000 *
repair of jet engine fan blades
Building owned 39,000
on leased land
Tulsa, OK Repair of jet engine fan blades Leased 42,000
HANDLING
Interlake Material Handling
Pontiac, IL Manufacture storage rack and slotted angle Owned 400,000 *
Sumter, SC Manufacture storage rack Owned 250,000 *
Blacktown, Australia Manufacture storage rack, slotted angle, Owned 135,000 *
shelving, and conveyors
Lodi, CA Manufacture storage rack Owned 125,000 *
Shepherdsville, KY Manufacture conveyors Owned 106,000 *
Wacol, Australia Manufacture shelving and wire products Owned 30,000 *
Dexion Group
Hemel Hempstead, U.K. Manufacture storage rack, slotted angle, Building owned 353,000
shelving and partitioning on leased land
Laubach, Germany Manufacture storage rack, slotted angle, Owned 335,000
shelving, partitioning and conveyors
Gainsborough, U.K. Manufacture conveyors Building owned 103,000
on leased land
Nivelles, Belgium Manufacture storage rack and slotted angle Owned 101,000
Halle, Germany Manufacture steelwork and conveyors Owned 90,000
Kilnhurst, U.K. Manufacture storage rack Owned 89,000 *
PACKAGING
Scarborough, Canada Manufacture steel strap, edgeboard, Owned 135,000 *
collated nails and strapping equipment
Kilnhurst, U.K. Manufacture steel strap, seals, tools Owned 97,000
and machines
Racine, WI Manufacture stitching machines Leased 70,000
Fountain Inn, SC Manufacture non-metallic strap Owned 61,000 *
Hodgkins, IL Machine preparation, warehouse Leased 32,000
Maidenhead, U.K. Machine preparation, warehouse Owned 22,000
Strood, U.K. Manufacture over/under-wrappers Leased 6,000
and conveyors
The properties marked with an asterisk (*) are subject to mortgages pursuant
to the Registrant's bank credit agreement and will be subject to mortgages
pursuant to the Amended Credit Agreement. In addition to the facilities
described above, the Company owns two other warehouses and leases various
warehouses and sales and administrative facilities. The Company believes
that its manufacturing facilities are properly maintained and that productive
capacity is adequate to meet the requirements of the Company.
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ITEM 3 - LEGAL PROCEEDINGS
The nature of the Company's business is such that it is regularly involved in
legal proceedings incidental to its business. Neither the Registrant nor any
of its subsidiaries is a party to any legal proceedings which are `material'
within the meaning of regulations of the Securities and Exchange Commission
presently in effect. Additional information is contained in Notes 17 and 18 of
Notes to Consolidated Financial Statements.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
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PART II
ITEM 5 - MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
The principal market for Interlake's common stock is the New York Stock
Exchange (ticker symbol IK). The common stock is also listed on the Chicago
Stock Exchange and is admitted to unlisted trading on the Pacific Coast
Exchange and the Boston Exchange.
Interlake has not paid a dividend or made a distribution with respect to its
common stock since the third quarter of 1989. Restrictions under Interlake's
bank credit agreement (see Note 15 of Notes to Consolidated Financial
Statements) will prevent it from paying any cash dividends in 1994 or in the
foreseeable future.
On December 26, 1993 there were approximately 7,884 holders of record of
Interlake's common stock.
High and low prices of Interlake's common stock during each of the eight
calendar quarters ending on December 31, 1993 were:
________1993________ _______1992________
_______Price_________ ______Price________
__High________Low_________High________Low__
Calendar Quarter Ended
March 31 $4 3/4 3 5/8 $9 3/8 $5 3/8
June 30 4 3/8 3 1/8 6 3/8 3 7/8
September 30 4 5/8 3 3/8 4 1/2 3 1/2
December 31 4 1/8 2 1/2 4 1/4 3 1/4
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ITEM 6 - SELECTED FINANCIAL DATA
1993 1992 1991 1990 1989
(in thousands except per share data)
For_the_Year
Net sales of continuing
operations $681,330 $708,199 $714,742 $786,279 $827,739
Income(loss) from continuing
operations before extraordinary
loss and accounting change $(25,962)<F1><F3> $(13,990)<F2> $(13,744)<F2><F3> $(12,843)<F2> $ 2,397<F2>
Income(loss) from continuing
operations before extraordinary
loss and accounting change per
common share $ (1.18)<F1><F3> $ (.84)<F2> $ (1.31)<F2><F3> $ (1.22)<F2> $ .23<F2>
Cash dividends per
common share - - - - 45.75<F4>
Average number of shares
outstanding 22,027 16,574 10,484 10,516 10,291
At_Year_End
Working capital
- cash and cash equivalents $ 31,934 $ 38,640 $ 10,541 $ 18,473 $ 16,181
- other working capital __41,935 __54,149 __50,806 __51,547 _100,495
- total working capital 73,869 92,789 61,347 70,020 116,676
- current ratio 1.5 to 1 1.6 to 1 1.4 to 1 1.4 to 1 1.6 to 1
Total assets $477,035 $511,292 $478,067 $518,997 $594,509
Long-term debt, including
current maturities 443,135 450,801 471,441 494,615 555,193
Convertible Exchangeable
Preferred Stock 39,155 39,155 - - -
Common shareholders' equity (259,767) (232,718) (239,465) (226,808) (202,971)
<FN>
<F1> includes a restructuring charge of $5,611 (see Note 2 of Notes to Consolidated Financial Statements)
<F2> includes unusual items of expense of $2,523, $3,344, $13,482 and $26,146 in 1992, 1991, 1990 and 1989,
respectively, due to the 1989 restructuring program (see Note 6 of Notes to Consolidated Financial
Statements)
<F3> includes nonoperating charges for environmental matters of $4,750 and $6,000 in 1993 and 1991,
respectively (see Note 17 of Notes to Consolidated Financial Statements)
<F4> includes a special cash dividend of $45 per share paid in connection with the 1989 restructuring
program
1989 was a 53-week year while all other periods were 52-week years.
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ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
See Pages 12 through 18 of the 1993 Annual Report to Shareholders.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
See Pages 20 through 44 of the 1993 Annual Report to Shareholders.
ITEM 9 - DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
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PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
(a) Information about directors and nominees required by this item is incorpor-
ated by reference to the Registrant's definitive proxy statement to be
filed in connection with its 1994 Annual Meeting of Shareholders.
(b) The executive officers listed below are elected annually by the Board of
Directors of the Registrant, to serve for a term of office of one year and
until their successors are elected. Years prior to 1986 include service
with Interlake, Inc.
Executive
_________Name__________ _Age_ Officer_Since _________Positions_During_Last_5_Years__________
W. Robert Reum 51 1982 Chairman of the Board since April 1991 and
President and Chief Executive Officer since
January, 1991; President and Chief Operating
Officer from August 1989 to December 1990;
Executive Vice President from May 1988 to
August 1989
Craig A. Grant 46 1991 Vice President - Human Resources since
May 1991; human resources executive at The Ceco
Corporation for more than five years of which
two were as Vice President - Human Resources
John J. Greisch 38 1991 Vice President - Finance, Treasurer and Chief
Financial Officer since February 1993; Vice
President from January through February 1993;
Managing Director of Dexion Group plc from May
1991 through December 1992; Group Finance
Director of Dexion Group plc from October 1989
to September 1990; Managing Director of
Dexion Limited from February 1990 to November 1992;
Vice President - Finance of the Material Handling
Division of The Interlake Companies, Inc.
from May 1988 to October 1989
John P. Miller 36 1993 Controller since April 1993; Vice President -
Finance of the Material Handling Division
of The Interlake Companies, Inc. from October
1989 to April 1993; Manager, Division Accounting
for the Material Handling Division from May 1988
to October 1989; Manager, Financial & Systems
Analysis for the Material Handling Division from
May 1987 through April 1988
16
PAGE
Executive
_________Name__________ _Age_ Officer_Since _________Positions_During_Last_5_Years__________
Stephen R. Smith 37 1991 Vice President, Secretary and General Counsel
since January 1993; Vice President and General
Counsel from January through December 1992;
Vice President - Law from September to
December 1991; Partner in the Chicago law
firm of Hopkins & Sutter from 1987 to
September 1991
The Registrant has determined that the operating executives named below are
"executive officers" as defined by the Securities and Exchange Commission.
Mr. Gregory was appointed president of the Material Handling Division of The
Interlake Companies, Inc. by that subsidiary's management. The remaining
operating executives were elected by boards of directors of the subsidiaries
named below. None of such operating executives is an executive of the
Registrant.
Executive
_________Name__________ _Age_ Officer_Since _________Positions_During_Last_5_Years__________
Stephen Gregory 44 1989 President of the Material Handling Division,
which manufactures and distributes storage
rack, conveyors, and conveyor systems,
since June 1989; Finance Director of Dexion
Group plc from 1983 to June 1989
James Legler 45 1988 President, Chem-tronics, Inc., the subsidiary
which manufactures precision engine components
and provides jet engine component
repairs, since December 1988
Robert A. Pedersen 48 1986 President, Interlake Packaging Corporation,
the subsidiary which produces and distributes
strapping, and strapping products and equipment
Bernd Stiller 53 1993 Managing Director of Dexion Group plc, the
subsidiary which produces material handling
and storage products in Europe, since
January 1993; Managing Director of
Dexion GmbH since 1986
Ian A. White 62 1982 President, Hoeganaes Corporation, the
subsidiary which produces powdered metals
17
PAGE
ITEM 11 - EXECUTIVE COMPENSATION
The information required by this item is incorporated into this report by
reference to the information under the caption "Executive Compensation" in
the Registrant's definitive proxy statement to be filed in connection with its
1994 Annual Meeting of Shareholders. Notwithstanding the foregoing sentence,
the information set forth under "Executive Compensation - Report of the
Compensation Committee on Executive Compensation" and "Executive Compensation -
Performance Graph" in the Registrant's definitive proxy statement to be filed
in connection with its 1994 Annual Meeting of Shareholders is not incorporated
herein.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this item is incorporated into this report by
reference to information under the caption "Voting Securities and Security
Ownership By Certain Persons and Management" in the Registrant's definitive
proxy statement to be filed in connection with its 1994 Annual Meeting of
Shareholders.
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None.
18
PAGE
PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) The following documents are filed as part of this report:
Page in
Annual
1. Financial Statements Report*
Report of Independent Accountants 19
Consolidated Statement of Operations for the Years Ended
December 26, 1993, December 27, 1992 and December 29, 1991 20
Consolidated Balance Sheet at December 26, 1993 and
December 27, 1992 21
Consolidated Statement of Cash Flows for the Years Ended
December 26, 1993, December 27, 1992 and December 29, 1991 22
Consolidated Statement of Shareholders' Equity for the
Years Ended December 26, 1993, December 27, 1992 and
December 29, 1991 23
Notes to Consolidated Financial Statements 24
* Incorporated by reference from the indicated pages of the 1993 Annual
Report to Shareholders
Page in
2. Financial Statement Schedules Form 10-K
Report of Independent Accountants on Financial Statement
Schedules 25
Schedule V--Property, Plant and Equipment 26
Schedule VI--Accumulated Depreciation, Depletion and
Amortization of Property, Plant and Equipment 27
Schedule VIII--Valuation and Qualifying Accounts 28
Schedule X--Supplementary Income Statement Information 29
All other schedules are omitted because of the absence of conditions under
which they would have been required or because the required information is
disclosed in the financial statements or notes thereto.
3. Exhibits
Sequential
Numbering
Exhibit System
Number Item Page No.
3. Articles of Incorporation and Bylaws
3.1 Composite of the Registrant's Restated Certificate of None
Incorporation as amended, incorporated by reference to
Exhibit 3.1 of the Registrant's Annual Report on Form 10-K
for the year ended December 27, 1992 (the "1992 10-K"),
Commission File 1-6345
19
PAGE
3.2 Bylaws of registrant as amended and restated dated None
August 23, 1990, incorporated by reference to Exhibit 3(b)
of the Registrant's Annual Report on Form 10-K for the year
ended December 30, 1990 (the "1990 10-K"), Commission
File 1-6345
4. Instruments Defining the Rights of Security Holders including Indentures
4.1 Form of Indenture (including form of Senior Subordinated None
Debenture), incorporated by reference to Exhibit 4.1 of the
Registrant's Registration Statement on Form S-2,
File No. 33-46247, as amended (the "Debt S-2")
4.2 Rights Agreement dated as of January 26, 1989 between the None
Registrant and the First National Bank of Chicago, as Rights
Agent, (the "Rights Agreement") incorporated by reference to
Exhibit 2 of the Registrant's Registration Statement on
Form 8-A dated as of January 27, 1989
4.3 Amendment to Rights Agreement dated as of August 15, 1989, None
incorporated by reference to Exhibit (a) of the Company's
Form 8 dated May 22, 1990
4.4 Amendment to Rights Agreement dated as of May 7, 1990, None
incorporated by reference to Exhibit (b) of the Company's
Form 8 dated May 22, 1990
4.5 Form of Amendment to Rights Agreement, incorporated by None
reference to Exhibit 4.5 of the Registrant's Registration
Statement on Form S-2, File No. 33-46248, as amended
(the "Common Stock S-2")
4.6 Preferred Stock Purchase Agreement dated as of March 6, 1992 None
among the Registrant and the persons listed on the Schedule of
Purchasers attached thereto, incorporated by reference to
Exhibit 4.6 of the Common Stock S-2
4.7 Revised Form of Registration Rights Agreement among the None
Registrant and the parties listed on the signature pages
thereof, incorporated by reference to Exhibit 4.4 of the
Registrant's Post-Effective Amendment No. 4 to the Registration
Statement on Form S-2, File No. 33-37041 (the "IRN Post-
Effective Amendment No. 4")
4.8 Revised Form of Certificate of Designation of Series A-1 None
Convertible Exchangeable Preferred Stock, Series A-2
Convertible Exchangeable Preferred Stock and Series A-3
Convertible Exchangeable Preferred Stock, incorporated by
reference to Exhibit 4.5 of the IRN Post-Effective Amendment No. 4
4.9 Revised Form of Certificate of Designation of Series B-1 None
Convertible Exchangeable Preferred Stock, Series B-2
Convertible Exchangeable Preferred Stock and Series B-3
Convertible Exchangeable Preferred Stock, incorporated by
reference to Exhibit 4.5 of the IRN Post-Effective Amendment No. 4
20
PAGE
4.10 Form of Certificate of Amendment to the Registrant's Restated None
Certificate of Incorporation relating to Common Stock and
Non-Voting Common Stock, incorporated by reference to
Exhibit 4.10 of the Common Stock S-2
4.11 Form of Series 1 Junior Convertible Subordinated Debenture, None
incorporated by reference to Exhibit 4.11 of the
Common Stock S-2
4.12 Form of Series 2 Junior Convertible Subordinated Debenture, None
incorporated by reference to Exhibit 4.12 of the
Common Stock S-2
4.13 Series A-3 Preferred Stock Purchase Agreement dated as of None
May 7, 1992 by and between the Registrant and the persons
listed on the signature pages thereto, incorporated by
reference to Exhibit 4.9 of the IRN Post-Effective
Amendment No. 4
4.14 Form of Series 3 Junior Convertible Subordinated Debenture None
(Exchange Debentures relating to the Series A-3 Preferred
Stock), incorporated by reference to Exhibit 4.10 of the IRN
Post-Effective Amendment No. 4
4.15 Stock Purchase Agreement dated November 2, 1989 between the None
Registrant and LaSalle National Bank, trustee for The Interlake
Corporation Employee Stock Ownership Plan, incorporated by
reference to Exhibit 10(v) of the Registrant's Annual Report on
form 10-K for the year ended December 29, 1991 (the "1991 10-K"),
Commission File 1-6345
4.16 Form of Amended and Restated Credit Agreement, incorporated by None
reference to Exhibit 10.15 of the IRN Post-Effective
Amendment No. 4
4.17 First Amendment to the Amended and Restated Credit Agreement None
dated as of August 17, 1992, incorporated by reference to
Exhibit 4.18 of the 1992 10-K
4.18 Second Amendment to the Amended and Restated Credit Agreement None
dated as of October 30, 1992, incorporated by reference to
Exhibit 4.19 of the 1992 10-K
4.19 The Registrant Term Notes dated June 18, 1992, incorporated by None
reference to Exhibit 4.20 of the 1992 10-K
4.20 The Registrant Revolving Notes dated June 18, 1992, None
incorporated by reference to Exhibit 4.21 of the 1992 10-K
4.21 Subsidiary Term Notes dated June 18, 1992, incorporated by None
reference to Exhibit 4.22 of the 1992 10-K
4.22 Subsidiary Revolving Notes dated June 18, 1992, incorporated None
by reference to Exhibit 4.23 of the 1992 10-K
21
PAGE
4.23 The Registrant Delayed Draw Notes dated June 18, 1992, None
incorporated by reference to Exhibit 4.24 of the 1992 10-K
4.24 The Registrant Deferred Term Notes dated June 18, 1992, None
incorporated by reference to Exhibit 4.25 of the 1992 10-K
4.25 The Registrant Pledge Agreement dated September 27, 1989, None
made by the Registrant and accepted by Chemical Bank, along
with stock certificates of the two subsidiaries, incorporated
by reference to Exhibit 10(t) of the Registrant's Annual Report
on Form 10-K for the year ended December 31, 1989
(the "1989 10-K") Commission File 1-6345
4.26 Amended and Restated Security Agreement dated September 27, None
1989 and amended and restated as of August 17, 1992 between
the Registrant and Chemical Bank, incorporated by reference
to Exhibit 4.27 of the 1992 10-K
4.27 Amended and Restated Security Agreement among Certain None
Subsidiaries of the Registrant and Chemical Bank dated as of
September 27, 1989 and amended and restated as of August 17,
1992, incorporated by reference to Exhibit 4.28 of the 1992 10-K
4.28 Third Amendment, dated August 20, 1993, to the Amended and None
Restated Credit Agreement, incorporated by reference to the
Registrant's quarterly report on Form 10-Q for the quarter
ending September 26, 1993
4.29 Fourth Amendment, dated December 22, 1993, to the Amended and ---
Restated Credit Agreement
4.30 Fifth Amendment, dated February 23, 1994, to the Amended and ---
Restated Credit Agreement
10. Material Contracts
10.1 1994 Executive Incentive Compensation Plan ---
10.2 Form of Agreement dated August 27, 1992 for the Cancellation None
and Re-Granting of Non-Qualified Stock Options between the
Registrant and U.S. executive officers and employees,
incorporated by reference to Exhibit 10.7 of the 1992 10-K
10.3 Form of Agreement dated August 27, 1992 for the Cancellation None
and Re-Granting of Non-Qualified Stock Options between the
Registrant and one foreign executive officer and foreign
employees, incorporated by reference to Exhibit 10.8 of the
1992 10-K
10.4 Form of Grant of Stock Award as of May 23, 1991 - Outside None
Director, incorporated by reference to Exhibit 10(a) of the
1991 10-K
22
PAGE
10.5 Letter Agreement dated May 3, 1991 between the Registrant None
and one U.S. executive officer, incorporated by reference to
Exhibit 10(g) of the 1991 10-K
10.6 Form of Grant of Stock Award as of April 26, 1990 - Outside None
Directors, incorporated by reference to Exhibit 10(a) of
the 1990 10-K
10.7 Amendment to Non-Qualified Stock Option Agreement and to Stock None
Appreciation Rights granted July 23, 1987 by the Registrant
to one U.S. executive officer, incorporated by reference to
Exhibit 10(i) of the 1990 10-K
10.8 Amendment to Non-Qualified Stock Option Agreement and to None
Stock Appreciation Rights granted July 28, 1988 by the
Registrant to one U.S. executive officer, incorporated by
reference to Exhibit 10(j) of the 1990 10-K
10.9 1989 Stock Incentive Program, incorporated by reference to None
the proxy statement filed in connection with the
Registrant's 1990 annual meeting of shareholders
10.10 Amendment No. 1 to the Key Executive Severance Pay Plan None
effective as of August 5, 1988, incorporated by reference to
Exhibit 10(m) of the Registrant's Annual Report on Form 10-K
for the year ended December 25, 1988 (the "1988 10-K")
Commission File 1-6345
10.11 Trust Agreement between the Registrant and Continental None
Illinois National Bank and Trust Company of Chicago with
respect to the Key Executive Severance Pay Plan dated
September 30, 1988, incorporated by reference to Exhibit 10(o)
of the 1988 10-K
10.12 Trust Agreement between the Registrant and Continental None
Illinois National Bank and Trust Company of Chicago with
respect to The Interlake Corporation Restated Directors'
Post-Retirement Income Plan dated September 30, 1988,
incorporated by reference to Exhibit 10(p) of the 1988 10-K
10.13 Trust Agreement between the Registrant and Continental None
Illinois National Bank and Trust Company of Chicago with
respect to the Deferred Compensation Agreement dated
May 29, 1986 (as amended August 5, 1988) between the Registrant
and Frederick C. Langenberg dated September 30, 1988,
incorporated by reference to Exhibit 10(q) of the 1988 10-K
10.14 Trust Agreement between the Registrant and Continental None
Illinois National Bank and Trust Company of Chicago with
respect to the Deferred Compensation Agreement dated
May 29, 1986 (as amended August 5, 1988) between the Registrant
and Grant L. Johnson dated September 30, 1988, incorporated by
reference to Exhibit 10(r) of the 1988 10-K
23
PAGE
10.15 Form of Indemnification Agreement between the Registrant and None
Outside Directors, incorporated by reference to Exhibit 10(a)
of the Registrant's Annual Report on Form 10-K for the year
ending December 27, 1987 (the 1987 10-K), Commission File 1-6345
10.16 Form of Indemnification Agreement between the Registrant and None
executive officers, including inside directors, incorporated
by reference to Exhibit 10(b) of the 1987 10-K
10.17 Cross Indemnification Agreement dated as of May 29, 1986, None
between the Registrant and Acme Steel Company, incorporated
by reference to Exhibit 10(b) of the Registrant's Annual
Report on Form 10-K for the year ended December 28, 1986
(the "1986 10-K"), Commission File 1-6345
10.18 Parallel Loan Agreement dated as of May 29, 1986, between None
Acme Steel Company and The Interlake Companies, Inc., as
amended by letter agreement dated June 27, 1986, incorporated
by reference to Exhibit 10(c) of the 1986 10-K
10.19 Tax Indemnification Agreement dated as of May 29, 1986, None
between the Registrant and Acme Steel Company, incorporated
by reference to Exhibit 10(i) of the 1986 10-K
10.20 Deferred Compensation Agreement dated May 29, 1986, between None
the Registrant and Frederick C. Langenberg, incorporated
by reference to Exhibit 10(j) of the 1986 10-K
10.21 Deferred Compensation Agreement dated May 29, 1986, between None
the Registrant and Grant L. Johnson, incorporated by reference
to Exhibit 10(k) of the 1986 10-K
10.22 Instrument of Assumption and Release dated May 29, 1986, None
between the Registrant, W. R. Reum and Acme Steel Company,
concerning an April 12, 1982 Agreement between W. R. Reum and
Interlake, Inc. (n.k.a. Acme Metals, Inc.), incorporated by
reference to Exhibit (l) of the 1986 10-K
10.23 Key Executive Severance Pay Plan established by the None
Registrant on May 29, 1986, incorporated by reference
to Exhibit 10(n) of the 1986 10-K
13.1 Portions of the Annual Report to Shareholders for fiscal year ---
ended December 26, 1993 (With the exception of the data
described in Part II, Items 7 and 8, no other data appearing
in the Annual Report to Shareholders for the fiscal year ended
December 26, 1993, is to be deemed filed as part of this Form
10-K.)
22. Subsidiaries of the Registrant ---
23. Consent of Experts and Counsel None
23.1 Consent of Price Waterhouse ---
28. Description of Capital Stock of the Registrant, incorporated by None
reference to Exhibit 28 of the 1992 10-K
24
PAGE
REPORT OF INDEPENDENT ACCOUNTANTS ON FINANCIAL STATEMENT SCHEDULES
To the Board of Directors and Shareholders of The Interlake Corporation
Our audits of the consolidated financial statements referred to in our report
dated January 27, 1994 appearing on page 19 of the 1993 Annual Report to
Shareholders of The Interlake Corporation (which report and consolidated
financial statements are incorporated by reference in this Annual Report on
Form 10-K) also included an audit of the Financial Statement Schedules listed
in Item 14(a) of this Form 10-K. In our opinion, these Financial Statement
Schedules present fairly, in all material respects, the information set forth
therein when read in conjunction with the related consolidated financial
statements.
As discussed in the Notes to Consolidated Financial Statements appearing on
pages 24 to 42 of the 1993 Annual Report to Shareholders of The Interlake
Corporation, the Company changed its method of accounting for postretirement
benefits other than pensions and its method of accounting for income taxes in
1992.
PRICE WATERHOUSE
Chicago, Illinois
January 27, 1994
25
PAGE
THE INTERLAKE CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT
Construction
__Land__ Buildings Equipment _in_Progress _Total_
(in thousands)
Balance at December 30, 1990 $ 7,244 $ 75,124 $260,583 $ 6,257 $349,208
Additions at cost 258 999 10,191 2,024 13,472
Retirements or sales (29) (200) (5,022) (37) (5,288)
Changes in exchange rates (82) (543) (1,520) 48 (2,097)
Other changes - add(deduct) _______- _____415 _____736 ____(279) _____872
Balance at December 29, 1991 7,391 75,795 264,968 8,013 356,167
Additions at cost - 1,298 15,772 7,518 24,588
Retirements or sales (14) (5) (4,161) - (4,180)
Changes in exchange rates (386) (3,235) (10,495) (338) (14,454)
Other changes - add(deduct) ____(128) ____(224) __(1,059) _____126 __(1,285)
Balance at December 27, 1992 6,863 73,629 265,025 15,319 360,836
Additions at cost - 984 24,634 (11,078) 14,540
Retirements or sales - (108) (2,682) - (2,790)
Changes in exchange rates (136) (1,142) (2,058) (17) (3,353)
Other changes - add(deduct) _______2 _____812 ____(859) ______(2) _____(47)
Balance at December 26, 1993 $ 6,729 $ 74,175 $284,060 $ 4,222 $369,186
26
PAGE
THE INTERLAKE CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION
AND AMORTIZATION OF PROPERTY, PLANT AND EQUIPMENT
_Land_ Buildings Equipment _Total_
(in thousands)
Balance at December 30, 1990 $ - $ 25,759 $156,836 $182,595
Additions charged to costs
and expenses - 2,399 18,404 20,803
Retirements - (49) (3,815) (3,864)
Changes in exchange rates - (232) (900) (1,132)
Other changes - add(deduct) ______- ___1,843 __(2,034) ____(191)
Balance at December 29, 1991 - 29,720 168,491 198,211
Additions charged to costs
and expenses - 2,176 18,282 20,458
Retirements - (5) (3,523) (3,528)
Changes in exchange rates - (1,379) (8,265) (9,644)
Other changes - add(deduct) ______- ____(215) ____(665) ____(880)
Balance at December 27, 1992 - 30,297 174,320 204,617
Additions charged to costs
and expenses - 2,127 17,640 19,767
Retirements - (86) (2,244) (2,330)
Changes in exchange rates - (589) (1,535) (2,124)
Other changes - add(deduct) ______- _____(74) ____(361) ____(435)
Balance at December 26, 1993 $ - $ 31,675 $187,820 $219,495
Note: The estimated lives used in determining annual rates of depreciation
to be applied to the cost for principal classes of assets are:
Years
Buildings 30 to 50
Machinery and Equipment 8 to 18
27
PAGE
THE INTERLAKE CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS
_______Additions________
Balance at Charged to Charged Balance at
Beginning Costs and to Other End of
______Description______ _of_Year_ __Expenses__ Accounts<F1> Deductions<F2>__Year___
(in thousands)
Valuation accounts deducted from assets to which they apply:
Allowance for doubtful accounts receivable -
Year ended -
December 26, 1993 $ 3,989 $ 179 $ 163 $(1,556) $ 2,775
December 27, 1992 $ 5,014 $ 1,283 $ 201 $(2,509) $ 3,989
December 29, 1991 $ 5,513 $ 2,021 $ 209 $(2,729) $ 5,014
<FN>
<F1>consists principally of recoveries of accounts charged off in prior years
<F2>consists principally of uncollectible accounts charged off and foreign
exchange rate fluctuations
Amortization of goodwill -
Year ended -
December 26, 1993 $18,646 $ 1,495 $ - $ - $20,141
December 27, 1992 $14,077 $ 4,569 $ - $ - $18,646
December 29, 1991 $11,272 $ 2,805 $ - $ - $14,077
28
PAGE
THE INTERLAKE CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE X - SUPPLEMENTARY INCOME STATEMENT INFORMATION
____________For_The_Years_Ended_____________
December 26, December 27, December 29,
____1993____ ____1992____ ____1991____
(in thousands)
Maintenance and repairs $ 17,196 $ 18,451 $ 16,244
Depreciation and amortization of intangible
assets, preoperating costs and
similar deferrals * * *
Taxes, other than payroll and income
taxes (principally real estate and
personal property taxes) * * *
Royalties * * *
Advertising costs * * *
*less than 1% of total sales and revenues
29
PAGE
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
THE INTERLAKE CORPORATION
By_________________________________
W. Robert Reum
Chairman, President and
Chief Executive Officer
February 24, 1994
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons in the capacities and on the
dates indicated.
________Signature_________ _______________Title_______________
__________________________ Director, Chairman, President and )
W. Robert Reum Chief Executive Officer )
)
__________________________ Vice President - Finance, )
John J. Greisch Treasurer and )
Chief Financial Officer )
)
__________________________ Controller and Chief )
John P. Miller Accounting Officer )
)
__________________________ Director )
John A. Canning, Jr. )
)
__________________________ Director )
James C. Cotting )
)
__________________________ Director ) February 24, 1994
Arthur G. Hansen )
)
__________________________ Director )
John E. Jones )
)
__________________________ Director )
Frederick C. Langenberg )
)
__________________________ Director )
Quentin C. McKenna )
)
__________________________ Director )
William G. Mitchell )
)
__________________________ Director )
Erwin E. Schulze )
)
30
PAGE
CONSENT_OF_INDEPENDENT_ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statements on Form S-8 (Nos. 33-4266 and 33-11428) of The Interlake Corporation
of our report dated January 27, 1994 appearing on page 19 of the 1993 Annual
Report to Shareholders of The Interlake Corporation which is incorporated by
reference in this Annual Report on Form 10-K.
PRICE WATERHOUSE
Chicago, Illinois
January 27, 1994
31
PAGE
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
THE INTERLAKE CORPORATION
By_/s/_W._ROBERT_REUM________
W. Robert Reum
Chairman, President and
Chief Executive Officer
February 24, 1994
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons in the capacities and
on the dates indicated.
________Signature_________ _______________Title_______________
/s/_W._ROBERT_REUM_________ Director, Chairman, President )
W. Robert Reum and Chief Executive Officer )
)
/s/_JOHN_J._GREISCH________ Vice President - Finance, )
John J. Greisch Treasurer and Chief Financial )
Officer )
)
/s/_JOHN_P._MILLER_________ Controller and Chief )
John P. Miller Accounting Officer )
)
/s/_JOHN_A._CANNING,_JR.___ Director )
John A. Canning, Jr. )
)
/s/_JAMES_C._COTTING_______ Director )
James C. Cotting )
)
/s/_ARTHUR_G._HANSEN_______ Director )February 24, 1994
Arthur G. Hansen )
)
/s/_JOHN_E._JONES__________ Director )
John E. Jones )
)
/s/_FREDERICK_C._LANGENBERG Director )
Frederick C. Langenberg )
)
/s/_QUENTIN_C._MCKENNA_____ Director )
Quentin C. McKenna )
)
/s/_WILLIAM_G._MITCHELL____ Director )
William G. Mitchell )
)
/s/_ERWIN_E._SCHULZE_______ Director )
Erwin E. Schulze )
)
30