1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
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or
[ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
---------------------- -------------------
Commission file number 0-784
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DETREX CORPORATION
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(Exact name of registrant as specified in its charter)
Michigan 38-0480840
- ------------------------------------ -------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
24901 Northwestern Hwy, Suite 500, Southfield, Michigan 48075
- ------------------------------------------------------- ------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (810) 358-5800
-----------------------------
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
- ------------------------------- ------------------------------
None None
Securities registered pursuant to Section 12(g) of the Act:
Common Capital Stock, $2 Par Value
- --------------------------------------------------------------------------------
(Title of Class)
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 and (2) has been subject to such filing
requirements for the past 90 days.
Yes X NO
----- -----
Indicate by a check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
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FORM 10-K
The aggregate market value (based upon the NASDAQ Closing Price) of Common
Capital Stock on March 14, 1997 of Detrex Corporation held by nonaffiliates was
approximately $12,271,459.
The number of shares of Common Capital Stock, $2 Par Value, outstanding on
March 14, 1997 was 1,583,414.
Documents incorporated by reference:
Part and Item Number
of Form 10-K into
Document which Incorporated
--------- --------------------------
1. Detrex Corporation Part II Items 5 through 8
Annual Report to Part IV, Item 14
Shareholders for the year
ended December 31, 1996
2. Detrex Corporation Part III, Items 10, 11, 12
Notice of Annual and 13
Meeting of Shareholders
and Proxy Statement for
the Annual Meeting of
Shareholders to be held
April 24, 1997
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FORM 10-K
PART I
ITEM 1. BUSINESS
Detrex Corporation was incorporated in Michigan in 1925. Detrex Corporation and
its subsidiaries (the Company) operate predominantly in a single industry,
chemicals and allied products, services, and supply processes for use by
manufacturing and service industries and is comprised of the following
operations:
Detrex Corporation - a specialty chemicals company
- Equipment Division - designs, engineers and sells industrial parts cleaning
equipment
- Solvents Division - distributes and recycles parts cleaning solvents and
disposes industrial wastes
- RTI Laboratories - provides analytical and environmental laboratory
services
- Automation Division - engineers and sells automation and material handling
equipment
Subsidiaries of Detrex Corporation
- The Elco Corporation - produces petroleum additives, pharmaceutical
intermediates, and hydrochloric acid
- Harvel Plastics, Inc. - manufactures PVC and CPVC pipe and custom
extrusions
- Seibert-Oxidermo, Inc. - produces industrial and automotive paint and other
coatings
The products are primarily sold by sales-service engineers and most sales are
direct to industrial users. Net sales by product line for each of the last
five years are set forth below:
Product Line
--------------------------------
Chemical
Products Chemical
and Services Equipment Total
------------ ----------- ------------------
1996 $78,017,582 $18,807,854 $96,825,436
1995 77,698,771 16,603,228 94,301,999
1994 79,975,998 20,120,445 100,096,443
1993 85,895,760 19,682,709 105,578,469
1992 79,326,021 17,428,137 96,754,158
Of the $78 million included in 1996 Chemical Products and Services sales,
approximately $15.0 million (19%) represent sales by the Company's solvents
division, $13.4 million (17%) represent sales by its paint subsidiary, $22.3
million (29%) represent sales by its lubricants subsidiary, $26.3 million (34%)
represent sales by its plastic pipe subsidiary and $1 million (1%) represent
sales of other related chemical products and services.
All of the Company's business units operate in highly competitive markets which
are mainly national in scope, although approximately 12% of the business is
done internationally principally by its lubricants subsidiary and its plastic
pipe subsidiary. Generally, for all products there are numerous competitors
with no one company or a small number of companies being dominant. The Company
operates in niche markets and its principal methods of competition in various
markets include service, price and quality, depending on the market serviced.
No material part of the business is dependent upon a single customer or a few
customers.
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FORM 10-K
PART I (CONTINUED)
ITEM 1. BUSINESS (Continued)
The backlog of orders at any one time is generally not significant to the
Company's business. At December 31, 1996, the Company's backlog of Equipment
orders was approximately $4.0 million and the Company expects to complete all
of these orders in the first half of 1997. During 1996, the Company sold its
industrial furnace division so the backlog of equipment orders is lower than in
previous years. For a discussion of the sale of this division, see Note 9 to
the Consolidated Financial Statements and Management's Discussion and Analysis
in the Annual Report.
Raw materials essential to the Company's various products are generally
commodity materials and are readily available from competitive sources. The
Company's solvents division is continuing to go through a major transition in
the marketplace, primarily because of the phasing out of certain ozone
depleting solvents and other regulatory actions. As a result, the division is
increasingly marketing substitutes for such solvents, including aqueous based
cleaners, is expanding its permits to enable it to handle more waste codes, and
is becoming involved in the parts cleaning business.
The Company owns various patents and trademarks which aid in maintaining the
Company's competitive position; these expire at various times within the next
seventeen years. The expiration of such patents and trademarks should not have
a material adverse effect on the Company's operations. No material portion of
the Company's business is seasonal or subject to renegotiation of profits or
termination of contracts or subcontracts at the election of the government.
The approximate dollar amounts spent during 1996, 1995, and 1994 on research
sponsored by the Company were $1,114,000, $1,272,000 and $1,784,000,
respectively. The number of professional employees engaged in such activities
were 15 for 1996, 17 for 1995, and 28 for 1994.
There are no customers to which sales were made in an amount which equals ten
percent or more of consolidated revenues.
The Company does not expect to incur significant capital expenditures for
environmental compliance in 1997. However, the Company does expect to continue
to incur significant professional fees and expenses in connection with its
environmental compliance efforts. The Company maintains an environmental
reserve which at December 31, 1996 totaled $10.3 million, of which $1.0 million
is estimated to be spent in 1997. A more detailed discussion of environmental
matters is included under Item 3 - Legal Proceedings and in Management's
Discussion and Analysis in the Annual Report.
The Company employed 345 persons as of December 31, 1996.
The Company is not engaged in manufacturing operations in foreign countries;
however, 12% of its sales are derived from customers in foreign countries.
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FORM 10-K
PART I (CONTINUED)
ITEM 1. BUSINESS (Concluded)
The Company utilized a combination of internally generated funds and receipt of
federal income tax refunds to finance its activities during 1996. As of
December 31, 1996, working capital was $8.5 million compared to $6.3 million at
December 31, 1995. For a discussion of the Company's credit agreement, see
Note 5 to the Consolidated Financial Statements and Management's Discussion and
Analysis in the Annual Report.
ITEM 2. PROPERTIES
The Company's administrative offices are located in approximately 7,500 square
feet of leased space at 24901 Northwestern Hwy., Suite 500, Southfield,
Michigan.
Detrex and its subsidiaries conduct manufacturing and research operations in
numerous locations of which ten are owned as follows:
1) A 70,000 square foot inactive plant in Redford Township, Michigan is located
on seven acres of land. There are above ground storage facilities for raw
materials and finished products. The plant is currently listed for sale.
2) A plant located on 57 acres in Ashtabula, Ohio is used in connection with
the manufacture of hydrochloric acid, reagent grade chemicals, pharmaceutical
intermediates and N-methyl pyrrole.
3) The Company's lubricants subsidiary manufactures gear and oil additives in a
plant located in Cleveland, Ohio on 5 acres of land and 59,000 square feet of
office, research and plant space. This plant is equipped with mixing and
blending equipment and storage facilities. Additional manufacturing of
additives is done in a plant consisting of 12,800 square feet at Hooven
(Cincinnati), Ohio located on 3.6 acres of leased land. The company is
negotiating for an extension to June 1998 of the current lease or possible
purchase of the property, and has alternative plans for relocation if
necessary.
4) The Company's plastic pipe subsidiary manufactures plastic pipe in a plant
located on 20 acres of land and 228,500 square feet of office and plant space
located in Easton, Pennsylvania. Extruders and special dies are used to
manufacture the plastic PVC pipe from resin. Production and warehouse
facilities have been expanded several times since this subsidiary was acquired
in 1968, and leased warehouse space has been added in California.
5) Seibert-Oxidermo, Inc. manufactures industrial finishing materials and
automotive paints in a plant located in Detroit, Michigan containing 26,200
square feet of office and plant space on one acre of land. Additional
manufacturing of automotive paints is done in a plant located in Romulus,
Michigan containing 35,300 square feet of office, research and plant space on
40 acres of land.
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FORM 10-K
PART I (CONTINUED)
ITEM 2. PROPERTIES (Concluded)
6) The Company owns a building used as a research laboratory and office in
Bowling Green, Kentucky. The plant formerly used for manufacturing in Bowling
Green is currently listed for sale.
7) The Company owns a warehouse and sales office facility located in Detroit,
Michigan. The building area is approximately 20,000 square feet and is located
on approximately one-half acre of land.
8) The Company owns a warehouse and sales office facility located in Los
Angeles, California. The Building area is approximately 10,000 square feet and
is located on one acre of land in the industrial section of the city.
9) The Company owns a warehouse and sales office facility located in Charlotte,
North Carolina. The Building area is approximately 11,000 square feet and is
located on one acre of land.
10)The Company owns a warehouse and sales office facility located in
Indianapolis, Indiana. The building area is approximately 8,600 square feet
and is located on one acre of land.
ITEM 3. LEGAL PROCEEDINGS
The Environmental Protection Agency ('EPA') has notified the Company and at
least seventeen other companies that they may be potentially responsible for
sharing costs in a proceeding to clean up contaminated sediments in the Fields
Brook watershed in Ashtabula, Ohio. The EPA issued a Record of Decision in
1986 concerning the methods it recommends using to accomplish this task at an
estimated total cost of $48,000,000. The Company and the other potentially
responsible parties have expressed their disagreement with this recommendation
and are continuing to negotiate with the EPA as to how best to effect the clean
up operation. The Company believes that the Fields Brook remedial
investigation and feasibility studies referred to below will be an important
factor in the negotiation with the EPA.
The Company maintains a reserve for anticipated expenditures over the next
several years in connection with remedial investigations, feasibility studies,
remedial design, and remediation relating to the clean up of environmental
contamination at several sites, including properties owned by the Company. The
Company added $.8 million to the reserve in 1996, $.1 million in 1995 and $8.5
million in 1994. The amount of the reserve at December 31, 1996 and 1995 is
$10.3 million and $10.2 million, respectively, which amounts were calculated
without taking into consideration any possible insurance recoveries. The
Company established a $.9 million receivable at December 31, 1996 to reflect a
settlement whereby the Company will recover prior environmental costs incurred
at a site where the Company formerly conducted business.
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FORM 10-K
PART I (CONTINUED)
ITEM 3. LEGAL PROCEEDINGS (Concluded)
The reserve includes a provision for the Company's anticipated share of
remedial investigation and studies to determine sources of contamination and
methods of remediation in the Fields Brook watershed referred to above, as well
as a provision for costs that are expected to be incurred in connection with
remediation of the Fields Brook watershed and other sites. Some of these
studies have been completed; others are ongoing. In many cases, the methods of
remediation remain to be agreed upon.
The Company expects to continue to incur professional fees, expenses and
capital expenditures in connection with its environmental compliance efforts.
The Company is a defendant in an action brought by the Carrier Corporation in
Superior Court for Los Angeles County, California. An order granting the
Company Summary Judgement was reversed by an appellate court in late 1992.
Carrier has alleged that a product manufactured by the Company has
malfunctioned causing environmental damage to its property. The Court ordered
that the trial be separated into two phases. The first phase proceeded to
trial in October of 1994 and was completed in December of 1994. On March 29,
1995 the Court rendered its decision ruling, among other things that, the
Company was negligent in connection with the design and installation of the
product which constituted a defect in workmanship.
The second phase of the trial on the issue whether the defect found by the
Court in the first phase caused Carrier's damages and the issue of contractual
indemnity began in July, 1996 and was completed in September, 1996. On
December 5, 1996 the Court rendered a Tentative Decision finding in favor of
the Company and against Carrier and awarded costs of suit to the Company. The
Court directed the Company to prepare and present a detailed Statement of
Decision articulating additional findings and conclusions so long as they were
not inconsistent with the Tentative Decision. The Company has complied with
the Court's request but the Court has not yet signed a final Statement of
Decision.
In addition to the above, there are several other claims and lawsuits pending
against the Company and its subsidiaries.
The amount of liability to the Company with respect to costs of remediation of
contamination of the Fields Brook watershed and of other sites, and the amount
of liability with respect to several other claims and lawsuits against the
Company, was based on available data. The Company has established reserves in
accordance with its interpretation of the principles outlined in Statement of
Financial Accounting Standards No. 5 and Securities and Exchange Commission
Staff Accounting Bulletin No. 92. In the event that any additional accruals
should be required in the future with respect to such matters, the amounts of
such additional accruals could have a material impact on the results of
operations to be reported for a specific accounting period but should not have
a material impact on the Company's consolidated financial position.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter was submitted to a vote of security holders during the fourth quarter
of the fiscal year covered by this report.
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FORM 10-K
PART I (CONTINUED)
EXECUTIVE OFFICERS OF THE REGISTRANT
The names and ages of all executive officers of the registrant at March 24,
1997 and their positions and offices with the registrant are as follows:
Name and Age Positions and Offices
------------ ---------------------
W. C. King (52) Chairman and Chief Executive Officer (a)
T. E. Mark (44) President and Chief Operating Officer (b)
G. J. Israel (56) Vice President - Finance, Treasurer and Chief
Financial Officer (c)
R. M. Currie (43) Secretary and General Counsel (d)
E. R. Rondeau (62) Controller (e)
(a) Mr. King joined the Company as President and Chief Executive Officer
in April 1995. He was elected Chairman of the Board in January 1996. Prior to
joining the Company, Mr. King was President and Chief Operating Officer of
Masland Industries from 1992 to 1994 and prior to that, Vice President and
Group Executive of Allied Signal.
(b) Mr. Mark joined the Company as President and Chief Operating Officer
in January 1996. Prior to that he was President and General Manager of ABB
Paint Finishing from 1990 to 1996.
(c) Mr. Israel was elected Vice President - Finance and Chief Financial
Officer on February 25, 1993 and Treasurer in 1994. Mr. Israel came to the
Company from Chrysler Corporation where he served for 26 years in numerous
financial positions. His most recent position was Vice President and
Controller-Treasurer of Chrysler Canada Ltd.
(d) Mr. Currie joined the Company as General Counsel on July 16, 1993. He
was named Secretary and General Counsel on November 1, 1994. Prior to joining
the Company, Mr. Currie was engaged in private law practice.
(e) Mr. Rondeau served as Assistant Controller of the Company for more
than five years before being elected Controller on March 25, 1993.
All officers of the Company are elected annually and hold office until their
successors are chosen and qualify in their stead.
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FORM 10-K
PART II
CROSS REFERENCE SHEET
Page (and caption) in 1996
Detrex Corporation
10-K Item Annual Report to Shareholders*
--------- ------------------------------
5. Market for Registrant's Common
Stock and Related Shareholder Matters:
(a) Market and market prices
of the common stock 16- Selected Quarterly Data
(b) Approximate number of
holders of common stock - Highlights
(c) Dividend history 16- Selected Quarterly Data
6. Selected Financial Data 15- Selected Financial Data
7. Management's Discussion and 12-14 - Management's Discussion and
Analysis of Financial Condition Analysis of Financial Condition
and Results of Operations and Results of Operations
8. Financial Statements and Supplementary
Data:
- Detrex Corporation Consolidated
Balance Sheets, December 31,
1996 and 1995 4,5
- Consolidated Statements of
Operations and Retained Earnings
for the Years Ended December 31,
1996, 1995, and 1994 3
- Consolidated Statements of Cash
Flows for the Years Ended
December 31, 1996, 1995, and 1994 6
- Notes to Consolidated Financial
Statements 7-11
- Independent Auditors' Report 2
With the exception of the aforementioned
information and the information incorporated
by reference in Items 5, 6 and 7, the
Annual Report to Shareholders is not
to be deemed filed as part of this
Form 10-K Annual Report.
9. Changes in and Disagreements with
Accountants on Accounting and
Financial Disclosure Not Applicable
* Detrex Corporation's Annual Report to Shareholders for the year ended
December 31, 1996 is incorporated herein as Exhibit 13 under Item 14(a) 3 of
Part IV.
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FORM 10-K
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by Item 10 is incorporated by reference from the
information set forth under the caption "Election of Directors" in the Detrex
Corporation Proxy Statement (the "Proxy Statement") for the Annual Meeting of
Shareholders to be held April 24, 1997. The information required for Executive
Officers of the Company is included in Part I hereof.
ITEM 11. EXECUTIVE COMPENSATION
The information required by Item 11 is incorporated by reference from the
information set forth under the caption "Executive Compensation and Other
Transactions" in the Proxy Statement.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The information required by Item 12 is incorporated by reference from the
information set forth under the caption "Election of Directors" in the Proxy
Statement.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by Item 13 is incorporated by reference from the
information set forth under the captions "Election of Directors" and "Executive
Compensation and Other Transactions" in the Proxy Statement.
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FORM 10-K
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K
(a) 1. All Financial Statements
Detrex Corporation and Subsidiaries (incorporated by reference
to the Company's Annual Report to Shareholders for the year
ended December 31, 1996-see Part II)
(a) 2. Financial Statement Schedules Page
----
Independent Auditors' Report 15
Schedule II - Valuation and Qualifying
Accounts for the Years Ended December 31, 1996,
1995, and 1994. 16
Financial Statements and Financial Statement Schedules Omitted:
Other financial statement schedules are omitted because of the absence of the
conditions under which they are required.
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FORM 10-K
PART IV (CONTINUED)
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K (Continued)
(a) 3. Exhibits
3(a) Articles of Incorporation, as amended, is hereby
incorporated by reference to Commission file #0-784,
Annual Report on Form 10-K for the year ended
December 31, 1987, as Exhibit 3(a) --
3(b) Bylaws, as amended, are hereby incorporated by reference
to Commission file #0-784, Annual Report on Form 10-K
for the year ended December 31, 1993, as Exhibit 3(b) --
4 Shareholders Rights Plan is hereby incorporated by
reference to Commission file #0-784 8-K Report dated
May 4, 1990, as Exhibit 4 --
Executive Compensation Plans and Arrangements
10(a) 1993 Stock Option Plan is hereby incorporated by reference to
Commission file # 0-784 1993 proxy statement dated March
26, 1993, as Exhibit 10(a) --
10(b) 1993 Stock Option Plan for outside directors is hereby
incorporated by reference to 1993 proxy statement dated
March 2, 1993, as Exhibit 10(b)
10(c) 1994 Stock-Cash Incentive Plan is hereby incorporated by --
reference to Commission file #0-784 Annual Report on Form
10-K for the year ended December 31, 1993, as exhibit 10(c)
10(d) Employment Agreement - Gerald J. Israel, is hereby
incorporated by reference to Commission file # 0-784
Annual Report on Form 10-K for the year ended
December 31, 1992 as Exhibit 10(h) --
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FORM 10-K
PART IV (CONTINUED)
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K (Continued)
(a) 3. Exhibits (Continued)
10(e) Employment Agreement - Joseph F. Schatt, is hereby
incorporated by reference to Commission file # 0-784
Annual Report on Form 10-K for the year ended December 31,
1993, as Exhibit 10(i) --
10(f) Employment Agreement - Robert M. Currie, is hereby
incorporated by reference to Commission file #0-784
Annual Report on Form 10-K for the year ended December 31,
1994, as Exhibit 10(g) --
10(g) Temporary Employment Agreement - William C. King, is hereby
incorporated by reference to Commission file #0-784
Annual Report on Form 10-K for the year ended December 31,
1995 , as Exhibit 10(i) --
10(h) Employment Agreement - William C. King, is hereby
incorporated by reference to Commission file #0-784
Annual Report on Form 10-K for the year ended December 31,
1995, as Exhibit 10(j) --
10(i) Employment Agreement - Thomas E. Mark, is hereby
incorporated by reference to Commission file #0-784
Annual Report on Form 10-K for the year ended December 31,
1995, as Exhibit 10(k) --
Other Material Contracts
10(j) Revolving Credit Agreement and Amended Term Loan Agreement
dated March 11, 1994 in the aggregate amount of $12 Million --
is hereby incorporated by reference to Commission file #0-784
Annual Report on Form 10-K for the year ended December 31, 1993
10(k) First Amendment to Credit Agreement and Waiver, dated as of
December 31, 1994, is hereby incorporated by reference to
Commission file #0-784 Annual Report on Form 10-K for the year
ended December 31, 1994 as Exhibit 10(j) --
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FORM 10-K
PART IV (CONCLUDED)
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K (Concluded)
(a) 3. Exhibits (Concluded)
10(l) Forbearance Letter from Comerica Bank as agent for Comerica Bank
and NBD Bank dated as of March 22, 1996, is hereby incorporated
by reference to Commission file #0-784 Annual Report on Form 10-K
for the year ended December 31, 1995 as Exhibit 10(n) --
10(m) Commitment Letter from Comerica Bank dated March 22, 1996,
is hereby incorporated by reference to Commission file #0-784
Annual Report on Form 10-K for the year ended December 31, 1995 --
as Exhibit 10(o)
10(n) Credit Agreement with Comerica Bank dated as of June 13, 1996, is
hereby incorporated by reference to Commission file #0-784 Quarterly Report
on Form 10-Q for the quarter ended June 30, 1996 as Exhibit 10(p) --
10(o) First Amendment to Comerica Credit Agreement, dated as of Attached as
December 5, 1996 an Exhibit
10(p) Term Sheet with Comerica Bank dated February 27, 1997 outlining Attached as
new term loan and reaffirmation of existing revolving credit note an Exhibit
13 Annual Report to Shareholders for the year ended December 31, 1996 Attached as
an Exhibit
21 Subsidiaries of the Registrant Attached as
an Exhibit
Consents of Experts and Counsel
23 Consent of Auditors Attached as
an Exhibit
27 Financial Data Schedule Attached as
an Exhibit
(b) No Form 8-K was filed in the fourth quarter of 1996
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INDEPENDENT AUDITORS' REPORT
To the Board of Directors and Stockholders of
Detrex Corporation:
We have audited the consolidated financial statements of Detrex Corporation and
its subsidiaries (the "Company") as of December 31, 1996 and 1995 and for each
of the three years in the period ended December 31, 1996, and have issued our
report thereon dated February 27, 1997; such consolidated financial statements
and report is included elsewhere in this Form 10-K. Our audits also included
the financial statement schedule of Detrex Corporation and its subsidiaries,
listed in Item 14(a)(2). This financial statement schedule is the
responsibility of the Company's management. Our responsibility is to express an
opinion based on our audits. In our opinion, such financial statement schedule,
when considered in relation to the basic consolidated financial statements
taken as a whole, presents fairly in all material respects the information set
forth therein.
Deloitte & Touche LLP
Detroit, Michigan
February 27, 1997
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DETREX CORPORATION AND SUBSIDIARIES
FINANCIAL STATEMENT SCHEDULES
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FORM 10-K
SCHEDULE II
DETREX CORPORATION AND SUBSIDIARIES
VALUATION AND QUALIFYING ACCOUNTS
FOR THE YEARS ENDED DECEMBER 31, 1996, 1995 AND 1994
Additions
----------------------------
Balance Charged to Charged Balance
Beginning Costs and to Other at End
Description of Year Expenses Accounts Deductions of Year
------------ ----------- --------- ---------- ---------- ---------
Year Ended December 31, 1996
- ----------------------------
Inventory Valuation Reserves $330,251 67,446 220,788 $176,909
Finished Machines Valuation
Reserves $398,950 7,927 63,570 $343,307
Allowance for Uncollectible
Accounts $458,693 226,905 290,999 $394,599
Year Ended December 31, 1995
- ----------------------------
Inventory Valuation Reserves $235,617 221,458 158,441 285,265 $330,251
Finished Machines Valuation
Reserves $899,332 30,000 530,382 $398,950
Allowance for Uncollectible
Accounts $329,634 546,991 417,932 $458,693
Year Ended December 31, 1994
- ----------------------------
Inventory Valuation Reserves $876,783 74,548 715,714 $235,617
Finished Machines Valuation
Reserves $934,169 34,837 $899,332
Allowance for Uncollectible
Accounts $240,171 229,738 140,275 $329,634
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FORM 10-K
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.
Detrex Corporation
---------------------------------
(Registrant)
Date March 24, 1997 By W. C. King
--------------------------
W. C. King
Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below on this twenty-fourth day of March 1997 by the
following persons on behalf of the Registrant and in the capacities indicated.
Signature Title
--------- -----
W. C. King Chairman and Chief Executive
------------------------ Officer
W. C. King
T. E. Mark President and Chief Operating
------------------------ Officer
T. E. Mark
G. J. Israel Vice President, Treasurer and
------------------------ Chief Financial Officer
G. J. Israel
E. R. Rondeau Controller and Chief Accounting
------------------------ Officer
E. R. Rondeau
B. W. Cox Director
------------------------
B. W. Cox
R. A. Emmett, III Director
------------------------
R. A. Emmett, III
J. F. Mangold Director
------------------------
J. F. Mangold
B. W. McCleary Director
------------------------
B. W. McCleary
A. R. Thalacker Director
------------------------
A. R. Thalacker
J. D. Withrow Director
------------------------
J. D. Withrow
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DETREX CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
10(o) First Amendment to Comerica Credit Agreement, dated
as of December 5, 1996
10(p) Term Sheet with Comerica Bank dated February 27, 1997
outlining new term loan and reaffirmation of existing
revolving credit note
13 Annual Report to Shareholders for the year ended
December 31, 1996
21 Subsidiaries of the Registrant
23 Consent of Auditors
27 Financial Data Schedule