- -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 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 QUARTERLY PERIOD ENDED MARCH 29, 1997 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 33-75072 STEINWAY MUSICAL INSTRUMENTS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 35-1910745 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 800 South Street, Suite 425 Waltham, Massachusetts 02154 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number including area code: (617) 894-9770 and THE SELMER COMPANY, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 95-4432228 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 600 Industrial Parkway, Elkhart, Indiana 46516 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number including area code: (219) 522-1675 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 during the past 90 days. Yes [X] No [ ] Number of shares of Common Stock issued and outstanding as of April 30, 1997: Class A 477,953 Ordinary 8,944,984 --------- Total 9,422,937 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES FORM 10Q INDEX PART I. FINANCIAL INFORMATION ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS: Condensed Consolidated Balance Sheets March 29, 1997 and December 31, 1996. . . . . . . . . . . . . . .3 Condensed Consolidated Statements of Operations Three months ended March 29, 1997 and March 30, 1996. . . . . . .4 Condensed Consolidated Statements of Cash Flows Three months ended March 29, 1997 and March 30, 1996. . . . . . .5 Notes to Condensed Consolidated Financial Statements . . . . . . . .6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . 11 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K . . . . . . . . . . . . . . . . . 13 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (DOLLARS IN THOUSANDS) (UNAUDITED) MARCH 29, DECEMBER 31, 1997 1996 ------------ ------------ ASSETS Current assets: Cash $ 2,845 $ 3,277 Accounts, notes and leases receivable, net of allowance for bad debts of $7,686 and $7,120 in 1997 and 1996, respectively 49,580 45,563 Inventories 81,976 82,950 Prepaid expenses and other current assets 4,761 2,867 Deferred tax asset 5,485 5,696 ------------ ------------ Total current assets 144,647 140,353 Property, plant and equipment, net of accumulated depreciation of $15,307 and $13,904 in 1997 and 1996, respectively 59,822 62,101 Other assets, net 24,631 26,291 Cost in excess of fair value of net assets acquired, net of accumulated amortization of $2,087 and $1,894 in 1997 and 1996, respectively 35,149 36,621 ------------ ------------ TOTAL ASSETS $ 264,249 $ 265,366 ------------ ------------ ------------ ------------ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable and current portion of long-term debt $ 2,400 $ 2,354 Accounts payable 5,838 6,453 Other current liabilities 30,580 28,913 ------------ ------------ Total current liabilities 38,818 37,720 Long-term debt 115,805 116,037 Deferred taxes 28,131 30,003 Non-current pension liability 12,849 13,728 ------------ ------------ Total liabilities 195,603 197,488 Commitments and Contingencies Stockholders' equity: Common stock 9 9 Additional paid in capital 68,729 68,729 Retained earnings 4,230 792 Accumulated translation adjustment (4,322) (1,652) ------------ ------------ Total stockholders' equity 68,646 67,878 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 264,249 $ 265,366 ------------ ------------ ------------ ------------ See notes to condensed consolidated financial statements. 3 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS) (UNAUDITED) Three Months Ended ------------------------- March 29, March 30, 1997 1996 ---------- ---------- Net sales $ 73,726 $ 69,049 Cost of sales 50,105 47,329 ---------- ---------- Gross profit 23,621 21,720 Operating Expenses: Sales and marketing 8,620 8,272 Provision for doubtful accounts 201 229 General and administrative 4,253 3,931 Amortization 984 1,100 Other expense 154 81 ---------- ---------- Total Operating Expenses 14,212 13,613 ---------- ---------- Earnings from operations 9,409 8,107 Interest expense, net 3,039 4,660 ---------- ---------- Income before income taxes 6,370 3,447 Provision for income taxes 2,932 1,866 ---------- ---------- Net income $ 3,438 $ 1,581 ---------- ---------- ---------- ---------- Net income per share $ .36 $ .27 ---------- ---------- ---------- ---------- Weighted average common and common equivalent shares outstanding 9,422,937 5,957,127 ---------- ---------- ---------- ---------- See notes to condensed consolidated financial statements. 4 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (DOLLARS IN THOUSANDS) (UNAUDITED) Three Months Ended ------------------------- March 29, March 30, 1997 1996 ---------- ---------- Cash flows from operating activities Net income $ 3,438 $ 1,581 Adjustments to reconcile net income to net cash flows from operating activities: Depreciation and amortization 2,687 2,773 Deferred tax benefit (576) (582) Other 196 252 Changes in operating assets and liabilities: Accounts, notes and leases receivable (4,446) (5,274) Inventories 419 1,959 Prepaid expense and other current assets (41) (200) Accounts payable (553) (3,408) Accrued expenses 2,424 3,815 ---------- ---------- Net cash flows from operating activities 3,548 916 Cash flows from investing activities Capital expenditures (849) (706) Proceeds from disposals of fixed assets 33 12 Acquisition of Emerson Musical Instruments, Inc. (net of cash acquired) (1,606) Changes in other assets (1,819) 595 ---------- ---------- Net cash flows from investing activities (4,241) (99) Cash flows from financing activities Net borrowings (repayments) under line of credit agreement 492 (1,973) Repayments of long-term debt (231) (269) ---------- ---------- Net cash flows from financing activities 261 (2,242) Effect of foreign exchange rate changes on cash - (135) ---------- ---------- Decrease in cash (432) (1,560) Cash, beginning of period 3,277 3,706 ---------- ---------- Cash, end of period $ 2,845 $ 2,146 ---------- ---------- ---------- ---------- Supplemental Cash Flow Information Interest paid $ 171 $ 189 ---------- ---------- ---------- ---------- Taxes paid $ 1,742 $ 1,258 ---------- ---------- ---------- ---------- See notes to condensed consolidated financial statements. 5 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 29, 1997 (DOLLARS IN THOUSANDS) (UNAUDITED) (1) BASIS OF PRESENTATION The accompanying condensed consolidated financial statements of Steinway Musical Instruments, Inc. and subsidiaries (the "Company") for the three months ended March 29, 1997 and March 30, 1996 are unaudited. In the opinion of management, these statements have been prepared on the same basis as the audited consolidated financial statements as of and for the year ended December 31, 1996, and include all adjustments which are of a normal and recurring nature, necessary for the fair presentation of financial position, results of operations and cash flows for the interim period. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management's discussion and analysis of financial condition and results of operations, contained in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1996. The results of operations for the three months ended March 29, 1997 are not necessarily indicative of the results which may be expected for the entire year. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION - The consolidated financial statements of the Company include the accounts of all of its direct and indirect wholly-owned subsidiaries, including The Selmer Company, Inc. ("Selmer") and The Steinway Piano Company, Inc. ("Steinway"). Significant intercompany balances have been eliminated in consolidation. RECLASSIFICATIONS - Certain reclassifications of 1996 amounts have been made to conform to the financial statement classification adopted in 1997. (3) COMMITMENTS AND CONTINGENCIES Certain environmental matters are pending against the Company, which might result in monetary damages, the amount of which, if any, cannot be determined at the present time. Philips Electronics, a previous owner of the Company, has agreed to hold the Company harmless from any financial liability arising from these environmental matters which were pending as of December 29, 1988. Management believes that these matters will not have a material adverse impact on the Company's results of operations or financial condition. 6 (4) SUMMARIZED FINANCIAL INFORMATION The Company is a holding company whose only material asset consists of its investment in its wholly-owned subsidiary, The Selmer Company, Inc. Summarized financial information for The Selmer Company, Inc. and subsidiaries is as follows: Three Months Ended March 29, December 31, March 29, March 30, 1997 1996 1997 1996 --------- ------------ --------- --------- Current assets $ 142,040 $ 140,335 Total assets 261,311 265,348 Current liabilities 41,749 37,673 Stockholder's equity 69,578 68,718 Total revenues $ 73,035 $ 69,049 Gross profit 23,520 21,720 Net income 3,530 1,581 (5) SUMMARY OF MERGER AND GUARANTEES The acquisition of Steinway in May 1995 was funded by Selmer's issuance of $105 million of 11% Senior Subordinated Notes due 2005 and available cash balances of the Company. Selmer's payment obligations under the Senior Subordinated Notes are fully and unconditionally guaranteed on a joint and several basis by the Company as Parent (the "Guarantor Parent"), and by Steinway and certain direct and indirect wholly-owned subsidiaries of the Company, each a "Guarantor" (the "Guarantor Subsidiaries"). These subsidiaries, together with the operating divisions of Selmer, represent all of the operations of the Company conducted in the United States. The remaining subsidiaries, which do not guarantee the Notes, represent foreign operations (the "Non Guarantor Subsidiaries"). The following condensed consolidating supplementary data illustrates the composition of the combined Guarantors. Separate complete financial statements of the respective Guarantors would not provide additional material information which would be useful in assessing the financial composition of the Guarantors. No single Guarantor has any significant legal restrictions on the ability of investors or creditors to obtain access to its assets in event of default on the Guarantee other than its subordination to senior indebtedness. Investments in subsidiaries are accounted for by the parent on the cost method for purposes of the supplemental consolidating presentation. Earnings of subsidiaries are therefore not reflected in the parent's investment accounts and earnings. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. 7 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS MARCH 29, 1997 (DOLLARS IN THOUSANDS) (UNAUDITED) Non Guarantor Issuer Guarantor Guarantor Parent of Notes Subsidiaries Subsidiaries Eliminations Consolidated --------- --------- ------------ ------------ ------------ ------------ ASSETS Current assets: Cash $ - $ (94) $ 1,231 $ 1,708 $ - $ 2,845 Accounts, notes and leases receivable, net 35,981 6,932 6,667 49,580 Inventories 29,794 29,896 22,776 (490) 81,976 Prepaid expenses and other current assets 839 1,338 197 2,387 4,761 Deferred tax asset 700 2,024 3,734 (973) 5,485 --------- --------- --------- --------- --------- --------- Total current assets 839 67,719 40,280 37,272 (1,463) 144,647 Property, plant and equipment, net 74 14,808 27,397 17,543 59,822 Investment in subsidiaries 71,143 168,557 30,698 (270,398) - Other assets, net 613 1,647 15,143 8,541 (1,313) 24,631 Cost in excess of fair value of net assets acquired, net 9,841 11,696 13,612 35,149 --------- --------- --------- --------- --------- --------- TOTAL ASSETS $ 72,669 $ 262,572 $ 125,214 $ 76,968 $(273,174) $ 264,249 --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable and current portion of long-term debt $ - $ - $ - $ 2,400 $ - $ 2,400 Accounts payable 106 2,884 1,592 1,256 5,838 Other current liabilities (3,230) 12,154 12,665 10,573 (1,582) 30,580 --------- --------- --------- --------- --------- --------- Total current liabilities (3,124) 15,038 14,257 14,229 (1,582) 38,818 Long-term debt 126 107,790 4,939 2,950 115,805 Intercompany 6,958 55,547 (64,945) 2,440 - Deferred taxes 1,165 11,461 15,505 28,131 Non-current pension liability 721 12,849 (721) 12,849 --------- --------- --------- --------- --------- --------- Total liabilities 3,960 180,261 (34,288) 47,973 (2,303) 195,603 Stockholders' equity 68,709 82,311 159,502 28,995 (270,871) 68,646 --------- --------- --------- --------- --------- --------- Total $ 72,669 $ 262,572 $ 125,214 $ 76,968 $(273,174) $ 264,249 --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- 8 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS THREE MONTHS ENDED MARCH 29, 1997 (DOLLARS IN THOUSANDS) (UNAUDITED) Non Guarantor Issuer Guarantor Guarantor Parent of Notes Subsidiaries Subsidiaries Eliminations Consolidated --------- --------- ------------ ------------ ------------ ------------ Net sales $ - $ 40,439 $ 21,653 $ 12,971 $ (1,337) $ 73,726 Cost of sales 27,213 15,109 9,099 (1,316) 50,105 --------- --------- --------- --------- --------- --------- Gross profit - 13,226 6,544 3,872 (21) 23,621 Operating expenses: Sales and marketing 4,121 2,767 1,761 (29) 8,620 Provision for doubtful accounts 150 33 18 201 General and administrative 665 1,559 932 1,097 4,253 Amortization 115 518 351 984 Other (income) expense (521) 47 428 171 29 154 --------- --------- --------- --------- --------- --------- Total operating expenses 144 5,992 4,678 3,398 - 14,212 --------- --------- --------- --------- --------- --------- Earnings (loss) from operations (144) 7,234 1,866 474 (21) 9,409 Interest (income) expense: Interest income (132) (3,876) (22) 3,872 (158) Interest expense 4,707 2,230 132 (3,872) 3,197 --------- --------- --------- --------- --------- --------- Interest expense, net - 4,575 (1,646) 110 - 3,039 --------- --------- --------- --------- --------- --------- Income (loss) before income taxes (144) 2,659 3,512 364 (21) 6,370 Provision for (benefit of) income taxes (50) 1,187 1,491 321 (17) 2,932 --------- --------- --------- --------- --------- --------- Net income (loss) $ (94) $ 1,472 $ 2,021 $ 43 $ (4) $ 3,438 --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- 9 STEINWAY MUSICAL INSTRUMENTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS THREE MONTHS ENDED MARCH 29, 1997 (DOLLARS IN THOUSANDS) (UNAUDITED) Non Guarantor Issuer Guarantor Guarantor Parent of Notes Subsidiaries Subsidiaries Eliminations Consolidated --------- --------- ------------ ------------ ------------ ------------ Cash flows from operating activities Net income (loss) $ (94) $ 1,472 $ 2,021 $ 43 $ (4) $ 3,438 Adjustments to reconcile net income (loss) to cash flows from operating activities: Depreciation and amortization 6 777 1,174 730 2,687 Deferred tax benefit (244) (332) (576) Other 150 33 13 196 Changes in operating assets and liabilities: Accounts, notes and leases receivable 25 (6,420) (793) 2,742 (4,446) Inventories 4,913 (3,338) (1,177) 21 419 Prepaid expense and other current assets (619) 122 692 (236) (41) Accounts payable 68 135 (982) 226 (553) Accrued expenses (4,028) 1,854 4,185 430 (17) 2,424 --------- --------- --------- --------- --------- --------- Net cash flows from operating activities (4,642) 3,003 2,748 2,439 3,548 Cash flows from investing activities Capital expenditures (10) (368) (367) (104) (849) Proceeds from disposals of fixed assets 9 24 33 Acquisition of Emerson Musical Instruments, Inc. (net of cash acquired) (1,730) 124 (1,606) Changes in other assets (4) (338) (60) (1,417) (1,819) --------- --------- --------- --------- --------- --------- Net cash flows from investing activities (1,744) (706) (294) (1,497) - (4,241) Cash flows from financing activities Net borrowings (repayments) under line of credit agreement (9) (2,210) 2,501 210 492 Repayments of long-term debt (231) (231) Intercompany dividend 7,203 (7,203) - Intercompany 6,377 (7,034) 1,259 (602) - --------- --------- --------- --------- --------- --------- Net cash flows from financing activities 6,368 (2,041) (3,443) (623) - 261 Effect of exchange rate changes on cash - - - - - - Increase (decrease) in cash (18) 256 (989) 319 - (432) Cash, beginning of period 18 (350) 2,220 1,389 - 3,277 --------- --------- --------- --------- --------- --------- Cash, end of period $ - $ (94) $ 1,231 $ 1,708 $ - $ 2,845 --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- --------- 10 ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (DOLLARS IN THOUSANDS) (UNAUDITED) INTRODUCTION The Company, through its subsidiaries Steinway and Selmer, is one of the world's leading manufacturers of musical instruments. In January 1997, the Company acquired Emerson Musical Instruments, Inc. ("Emerson"), a manufacturer of flutes and piccolos, for approximately $2.0 million, including assumed liabilities. The acquisition is being accounted for as a purchase for financial reporting purposes. Certain statements contained in the following Discussion and Analysis of Financial Condition and Results of Operations are "forward-looking statements" within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended. These forward-looking statements represent the Company's present expectations or beliefs concerning future events. The Company cautions that such statements are necessarily based on certain assumptions which are subject to risks and uncertainties, including, but not limited to, changes in general economic conditions, exchange rate fluctuations, and the availability of production capacity which could cause actual results to differ materially from those indicated herein. Further information on these risk factors is included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996 and its Final Prospectus filed in August, 1996. RESULTS OF OPERATIONS THREE MONTHS ENDED MARCH 29, 1997 COMPARED TO THREE MONTHS ENDED MARCH 30, 1996 NET SALES - Net sales increased by $4.7 million (6.8%) to $73.7 million in the first quarter of 1997. Band instrument sales accounted for $4.4 million of the increase, with instrument unit growth of 5% at Selmer representing $1.6 million, and the Emerson acquisition contributing $0.7 million. Steinway piano sales increased slightly from the previous year. Unit volume increases of 20% in U.S. piano shipments were essentially offset by the translation of flat foreign sales at a stronger dollar exchange rate. GROSS PROFIT - Consistent with the increase in sales, gross profit increased by $1.9 million (8.7%) to $23.6 million in the first quarter of 1997. Gross margins increased to 32.0% for the first quarter of 1997 compared to 31.5% in 1996, primarily due to continued manufacturing efficiencies throughout U.S. production facilities combined with a reduction in the cost of the Boston piano line caused by the increase in the dollar against the yen. OPERATING EXPENSES - Operating expenses increased by $0.6 million (4.4%) to $14.2 million in the first quarter of 1997. This reflects inflation, increased sales volume, and the incurrence of over $0.1 million in new expenses associated with being publicly held. Expenses decreased slightly as a percentage of sales from 19.7% in 1996 to 19.3% in 1997. EARNINGS FROM OPERATIONS - Earnings from operations increased by $1.3 million (16.1%) to $9.4 million in the first quarter of 1997. These improved earnings resulted from increased sales combined with consistent profit margins and firm control over operating expenses. 11 NET INTEREST EXPENSE - Net interest expense decreased by $1.6 million (34.8%) to $3.0 million in the first quarter of 1997 primarily due to the $1.5 million savings realized from the retirement of the Company's Senior Secured Notes in August 1996. LIQUIDITY AND CAPITAL RESOURCES The Company has relied primarily upon cash provided by operations, supplemented as necessary by seasonal borrowings under its working capital line, to finance its operations, repay long-term indebtedness and fund capital expenditures. Cash provided by operations in the first quarter was $3.5 million in 1997 and $0.9 million in 1996. The increase in cash provided by operations in 1997 results from $1.7 million of additional cash earnings from operations and $0.9 million from lower working capital requirements for receivables, inventory and current liabilities. The Company's investing activities used $1.6 million of cash to acquire Emerson in January 1997. Capital expenditures were $0.8 million and $0.7 million for the first quarter of 1997 and 1996, respectively. These capital expenditures were mainly used for the purchase of new machinery and building improvements. The Company expects to increase its level of capital expenditures in the future in order to modernize, expand and renovate its equipment and facilities. The Company's domestic, seasonal borrowing requirements are accommodated through a committed, revolving credit facility with a domestic bank (the "Facility"). The Facility provides the Company with a potential borrowing capacity of up to $60 million, based on eligible accounts receivable and inventory balances. As of March 29, 1997, $2.9 million was outstanding, and availability was approximately $55.9 million. Open account loans with foreign banks also provide for borrowings by Steinway's foreign subsidiaries of up to 20 million deutsche marks. The Company's long-term financing consists primarily of $110 million of Senior Subordinated Notes. The Company's debt agreements contain restrictive covenants that place certain restrictions on the Company, including restrictions to the Company's ability to incur additional indebtedness, to make investments in other entities, or to pay cash dividends. Management believes that cash on hand, together with cash flow anticipated from operations and available borrowings under the Facility, will be adequate to meet debt service requirements, fund continuing capital requirements and satisfy working capital and general corporate needs through 1997. NEW ACCOUNTING PRONOUNCEMENTS During the first quarter of 1997, the Company adopted Statement of Financial Accounting Standards ("SFAS") No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities". The adoption of this standard had no effect on the Company's results of operation, financial position or cash flows. The Company plans to adopt SFAS No. 128, "Earnings per Share", as of December 31, 1997. The proforma effect of adopting SFAS No. 128 as of March 29, 1997 would not change the reported earnings per share. 12 PART II OTHER INFORMATION ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit 27.1. Steinway Musical Instruments, Inc. - Financial Data Schedule Exhibit 27.2 The Selmer Company, Inc. - Financial Data Schedule (b) Reports on Form 8-K The Company did not file any reports on Form 8-K during the quarter ended March 29, 1997. 13 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized. STEINWAY MUSICAL INSTRUMENTS, INC. /s/ Dana D. Messina ------------------------------------------------ Dana D. Messina Director, President and Chief Executive Officer /s/ Dennis M. Hanson ------------------------------------------------ Dennis M. Hanson Vice President and Chief Financial Officer THE SELMER COMPANY, INC. /s/ Thomas T. Burzycki ------------------------------------------------ Thomas T. Burzycki Director, President and Chief Executive Officer /s/ Michael R. Vickrey ------------------------------------------------ Michael R. Vickrey Executive Vice President and Chief Financial Officer Date: May 9, 1997 14