1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED DECEMBER 31, 1997
Commission File Number 0-2762
MAXCO, INC.
(Exact Name of Registrant as Specified in its Charter)
Michigan 38-1792842
-------- ----------
(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
1118 Centennial Way
Lansing, Michigan 48917
(Address of principal executive (Zip Code)
offices)
Registrant's Telephone Number, including area code: (517) 321-3130
--------------
Indicate by check mark whether the registrant (1) has filed all annual,
quarterly and other reports required to be filed by Section 12 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding twelve months and (2) has
been subject to the filing requirements for at least the past 90 days.
Yes X No
---- ----
Indicate the number of shares outstanding for each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at December 31, 1997
----- --------------------------------
Common Stock 3,305,510 shares
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PART I
FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
MAXCO, INC. AND SUBSIDIARIES
December 31, March 31,
1997 1997
(Unaudited)
--------------------------
(in thousands)
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 883 $ 1,609
Marketable securities--Note 3 2,822 2,984
Accounts and notes receivable, less allowance of
$620,000 ($470,000 at March 31, 1997) 14,061 13,526
Inventories--Note 2 4,172 3,667
Prepaid expenses and other 619 269
------- -------
TOTAL CURRENT ASSETS 22,557 22,055
MARKETABLE SECURITIES - LONG TERM--Note 3 5,300 7,780
PROPERTY AND EQUIPMENT
Land 732 732
Buildings 10,962 9,810
Machinery, equipment, and fixtures 17,594 14,358
------- -------
29,288 24,900
Allowances for depreciation (7,853) (6,325)
------- -------
21,435 18,575
OTHER ASSETS
Investments--Note 4 17,876 12,219
Notes and contracts receivable and other 2,958 4,896
Intangibles 2,905 2,636
Restricted cash for acquisition of equipment--Note 5 2,460
------- -------
26,199 19,751
------- -------
$75,491 $68,161
======= =======
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December 31, March 31,
1997 1997
(Unaudited)
------------------------
(in thousands)
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Notes payable $ 226 $ 226
Accounts payable 7,386 6,556
Employee compensation 1,135 1,699
Taxes, interest, and other liabilities 3,020 1,714
Current maturities of long-term obligations 1,253 4,458
------- -------
TOTAL CURRENT LIABILITIES 13,020 14,653
LONG-TERM OBLIGATIONS, less current maturities 24,033 16,027
DEFERRED INCOME TAXES 1,675 2,502
STOCKHOLDERS' EQUITY
Preferred stock:
Series Three: 10% cumulative redeemable, $60 face
value; 15,150 shares issued and outstanding
(15,426 at March 31, 1997) 700 716
Series Four: 10% cumulative redeemable, $51.50 face
value; 46,414 shares issued and outstanding 2,390 2,390
Series Five: 10% cumulative redeemable, $120 face
value; 6,680 shares issued and outstanding--Note 7 802
Common stock, $1 par value; 10,000,000 shares
authorized, 3,305,510 issued shares (3,517,680 at
March 31, 1997) 3,306 3,518
Net unrealized gain (loss) on marketable securities 85 (68)
Retained earnings 29,480 28,423
------- -------
36,763 34,979
------- -------
$75,491 $68,161
======= =======
See notes to consolidated financial statements
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CONSOLIDATED STATEMENTS OF OPERATIONS (CONDENSED)
MAXCO, INC. AND SUBSIDIARIES
Three Months Ended December 31,
1997 1996
(Unaudited) (Unaudited)
---------------------------------------
(in thousands, except per share data)
Net sales $24,091 $15,955
Costs and expenses:
Cost of sales and operating expenses 18,405 12,909
Selling, general and administrative 4,254 2,095
Depreciation and amortization 615 291
------- -------
23,274 15,295
------- -------
OPERATING EARNINGS 817 660
Other income (expense)
Investment income 267 396
Interest expense (548) (169)
------- -------
INCOME FROM CONTINUING OPERATIONS BEFORE FEDERAL
INCOME TAXES AND EQUITY IN EARNINGS OF AFFILIATES 536 887
Federal income tax expense 179 302
------- -------
INCOME FROM CONTINUING OPERATIONS
BEFORE EQUITY IN EARNINGS OF AFFILIATES 357 585
Equity in earnings of affiliates, net of deferred tax--Note 4 (10) (498)
------- -------
INCOME FROM CONTINUING OPERATIONS 347 87
Loss from discontinued operations (693)
------- -------
NET INCOME (LOSS) 347 (606)
Less preferred stock dividends (102) (51)
------- -------
NET INCOME (LOSS) APPLICABLE TO COMMON STOCK 245 (657)
======= =======
NET INCOME (LOSS) PER COMMON SHARE - BASIC:
Continuing operations $ .07 $ .01
Discontinued operations (.19)
------- -------
$ .07 $ (.18)
NET INCOME (LOSS) PER COMMON SHARE - ASSUMING DILUTION: ======= =======
Continuing operations $ .07 $ .01
Discontinued operations (.19)
------- -------
$ .07 $ (.18)
======= =======
See notes to consolidated financial statements
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CONSOLIDATED STATEMENTS OF OPERATIONS (CONDENSED)
MAXCO, INC. AND SUBSIDIARIES
Nine Months Ended December 31,
1997 1996
(Unaudited) (Unaudited)
---------------------------------------
(in thousands, except per share data)
Net sales $81,272 $54,172
Costs and expenses:
Cost of sales and operating expenses 61,675 44,670
Selling, general and administrative 12,519 6,711
Depreciation and amortization 1,807 822
------- -------
76,001 52,203
------- -------
OPERATING EARNINGS 5,271 1,969
Other income (expense)
Investment income 727 802
Interest expense (1,529) (952)
------- -------
INCOME FROM CONTINUING OPERATIONS BEFORE FEDERAL
INCOME TAXES AND EQUITY IN EARNINGS OF AFFILIATES 4,469 1,819
Federal income tax expense 1,558 627
------- -------
INCOME FROM CONTINUING OPERATIONS
BEFORE EQUITY IN EARNINGS OF AFFILIATES 2,911 1,192
Equity in earnings of affiliates, net of deferred tax--Note 4 193 (304)
------- -------
INCOME FROM CONTINUING OPERATIONS 3,104 888
Income from discontinued operations 21,397
------- -------
NET INCOME 3,104 22,285
Less preferred stock dividends (288) (153)
------- ------
NET INCOME APPLICABLE TO COMMON STOCK 2,816 22,132
NET INCOME PER COMMON SHARE - BASIC: ======= =======
Continuing operations $ .82 $ .19
Discontinued operations 5.42
------- -------
$ .82 $ 5.61
NET INCOME PER COMMON SHARE - ASSUMING DILUTION: ======= =======
Continuing operations $ .80 $ .19
Discontinued operations 5.01
------- -------
$ .80 $ 5.20
======= =======
See notes to consolidated financial statements
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CONSOLIDATED STATEMENTS OF CASH FLOWS (CONDENSED)
MAXCO, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
MAXCO, INC. AND SUBSIDIARIES
Nine Months Ended December 31,
1997 1996
(Unaudited) (Unaudited)
------------------------------
(in thousands)
OPERATING ACTIVITIES
Net Income $ 3,104 $ 22,285
Income from Discontinued Operations (21,397)
-------- --------
Income from Continuing Operations 3,104 888
Adjustments to reconcile net income to net cash provided
by (used in) operating activities:
Depreciation and other non-cash items 1,615 1,127
Changes in operating assets and liabilities (1,612) 223
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 3,107 2,238
INVESTING ACTIVITIES
Sale of subsidiary 40,602
Payments received on notes receivable 3,443
Net investment in marketable securities 2,874 (13,641)
Investment in affiliates (6,293) (876)
Purchase of businesses (400)
Purchases of property and equipment (4,508) (759)
Other 183 175
-------- --------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (4,701) 25,501
FINANCING ACTIVITIES
Restricted cash for acquisition of equipment (2,460)
Proceeds from long-term obligations 10,095 488
Repayments on long-term obligations and notes payable (5,294) (19,728)
Changes in capital stock (1,185) (5,759)
Dividends paid on preferred stock (288) (153)
-------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 868 (25,152)
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (726) 2,587
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,609 735
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 883 $ 3,322
======== ========
See notes to consolidated financial statements
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MAXCO, INC. AND SUBSIDIARIES
DECEMBER 31, 1997
NOTE 1 - Basis of Presentation and Significant Accounting Policies
The accompanying unaudited, condensed, consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and notes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation of the results of the interim periods covered have
been included. For further information, refer to the consolidated financial
statements and notes thereto included in Maxco's annual report on Form 10-K
for the year ended March 31, 1997.
The results of operations for the interim periods presented are not
necessarily indicative of the results for the full year. Certain other
amounts in the consolidated financial statements have been reclassified to
conform with the current presentation.
NOTE 2 - Inventories
The major classes of inventories, at the dates indicated were as follows:
December 31, March 31,
1997 1997
----------- ---------
(Unaudited)
(in thousands)
Raw materials $ 797 $ 783
Finished goods and
work in progress 1,457 1,212
Purchased products
for resale 1,918 1,672
----------- ---------
$ 4,172 $ 3,667
=========== =========
NOTE 3 - Marketable Securities
The Company classifies its marketable securities as securities available for
sale under FASB 115, Accounting for Certain Investments in Debt and Equity
Securities. Available-for-sale securities are carried at fair value, with
the unrealized gains and losses, net of tax, reported as a separate component
of stockholders' equity. Application of this method resulted in an
unrealized gain, net of deferred tax, of approximately $85,000 being reported
as part of stockholders' equity at December 31, 1997.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
MAXCO, INC. AND SUBSIDIARIES
NOTE 4 - Investment in Medar, Inc.
During the quarter ended September 30, 1997, the Company participated in the
private placement by Medar, Inc. of $7.0 million of subordinated debentures.
Maxco purchased $750,000 of these debentures representing 10.7% of the total
placed. Maxco also received warrants to purchase 150,000 shares of Medar
stock at $6.86. The debentures have maturities of up to eight years and bear
interest at 12.95%. In connection with this transaction, Maxco also
purchased 150,000 shares of previously unissued Medar stock at $5.00 a share.
At December 31, 1997, Maxco owned 2,087,405 shares or approximately 23% of
Medar's common stock (aggregate market value of approximately $11.2 million
at that date).
NOTE 5 - Restricted Cash
The Company has borrowings under its variable rate tax exempt revenue bond.
The use of the proceeds from these borrowings are restricted for the
acquisition of certain equipment. The unexpended portion of $2.5 million is
included in restricted cash at December 31, 1997.
NOTE 6 - Long-Term Debt
In December 1997, the Company's Atmosphere Annealing subsidiary issued
variable rate bonds totaling $7.9 million. Approximately $3.5 million of the
proceeds was used for the refinancing of other long-term debt with the
balance used for the acquisition of machinery and equipment.
NOTE 7 - Issuance of Series Five Preferred Stock
In the quarter ended June 30, 1997, 6,767 shares of Series Five Preferred
stock were issued in exchange for 101,870 shares of common stock. These new
shares were issued in conjunction with an offer to exchange shares of common
stock for shares of the Company's non-voting Series Five Preferred Stock.
The Series Five Preferred shares have a face value of $120 and pay a dividend
at the rate of 10% of face value per annum. The Company exchanged one share
of Series Five Preferred Stock for every 15 shares of common stock
surrendered.
NOTE 8 - Earnings Per Share
In 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 128, Earnings per Share. Statement 128
replaced the previously reported primary and fully diluted earnings per share
with basic and diluted earnings per share. Unlike primary earnings per
share, basic earnings per share excluded any dilutive effects of options,
warrants, and convertible securities. Diluted earnings per share is very
similar to the previously reported fully diluted earnings per share. All
earnings per share amounts for all periods have been presented, and where
necessary, restated to conform to the Statement 128 requirements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
MAXCO, INC. AND SUBSIDIARIES
The following table sets forth the computation of basic and diluted earnings
per share:
Three Months Ended Nine Months Ended
December 31, December 31,
1997 1996 1997 1996
------------------ ----------------------
(in thousands, except per share data)
NUMERATOR:
Income from continuing operations $ 347 $ 87 $3,104 $ 888
Income (loss) from discontinued operations (693) 21,397
------ ------ ------ -------
Net income (loss) 347 (606) 3,104 22,285
Preferred stock dividends (102) (51) (288) (153)
------ ------ ------ -------
NUMERATOR FOR BASIC EARNING PER SHARE--INCOME
AVAILABLE TO COMMON STOCKHOLDERS
Continuing operations 245 36 2,816 735
Discontinued operations (693) 21,397
------ ------ ------ -------
Net income (loss) 245 (657) 2,816 22,132
Effect of dilutive securities:
Preferred stock dividends 27 81
------ ------ ------ -------
NUMERATOR FOR DILUTED EARNINGS PER SHARE--INCOME
TO COMMON STOCKHOLDERS AFTER ASSUMED CONVERSIONS
Continuing operations 245 63 2,816 816
Discontinued operations (693) 21,397
------ ------ ------ -------
Net income (loss) 245 (630) 2,816 22,213
DENOMINATOR:
DENOMINATOR FOR BASIC EARNINGS PER SHARE--
WEIGHTED-AVERAGE SHARES 3,416 3,690 3,437 3,946
Effect of dilutive securities:
Employee stock options 108 70 84 93
Convertible Preferred Stock 232 232
------ ------ ------ -------
Dilutive potential common shares 108 302 84 325
------ ------ ------ -------
DENOMINATOR FOR DILUTED EARNINGS PER SHARE--ADJUSTED
WEIGHTED-AVERAGE SHARES AND ASSUMED CONVERSIONS 3,524 3,992 3,521 4,271
------ ------ ------ -------
BASIC EARNINGS PER SHARE
Continuing operations $ .07 $ .01 $ .82 $ .19
Discontinued operations (.19) 5.42
------ ------ ------ -------
Net income (loss) $ .07 $ (.18) $ .82 $ 5.61
====== ====== ====== =======
DILUTED EARNINGS PER SHARE
Continuing operations $ .07 $ .01 $ .80 $ .19
Discontinued operations (.17) 5.01
------ ------ ------ -------
Net income (loss) $ .07 $ (.16) $ .80 $ 5.20
====== ====== ====== =======
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MAXCO, INC. AND SUBSIDIARIES
DECEMBER 31, 1997
MATERIAL CHANGES IN FINANCIAL CONDITION
Maxco's operating activities generated $3.1 million in cash during the first
nine months of 1997. Current maturities of long-term obligations were reduced
from the March 31, 1997 level due to the refinancing of one of the Company's
lines of credit.
The cash generated from operations in 1997, as well as proceeds from the
collection of a note related to the sale of Maxco's interest in FinishMaster,
were used by Maxco principally as follows:
- - The Company invested in property and equipment of approximately $4.5
million during the first nine months.
- - The Company participated in the private placement by Medar, Inc. of $7.0
million of subordinated debentures. Maxco purchased $750,000 of these
debentures representing 10.7% of the total placed. Maxco also received
warrants to purchase 150,000 shares of Medar stock at $6.86 as part of
this transaction. The debentures have maturities of up to eight years and
bear interest at 12.95%. In connection with this transaction, Maxco
purchased 150,000 shares of previously unissued Medar stock at $5.00 a
share. Maxco has also purchased 77,200 shares of Medar stock on the open
market since April 1, 1997. At January 31, 1998, Maxco owned 2,120,605
shares of Medar's common stock.
- - The Company repurchased approximately 115,300 shares of Maxco stock during
the nine-months ended December 31, 1997.
- - The Company increased its investment in Strategic Interactive, Inc., a web
based training and education provider, from 15% to 45% ownership.
In December 1997, the Company's Atmosphere Annealing subsidiary issued variable
rate bonds totaling $7.9 million. Approximately $3.5 million of the proceeds
was used for the refinancing of other long-term debt with the balance used for
the acquisition of machinery and equipment.
In the quarter ended June 30, 1997, 6,767 shares of Series Five Preferred stock
were issued in exchange for 101,870 shares of common stock pursuant to an
exchange offer.
The Company believes that its current financial resources, together with cash
generated from operations, and its available resources under its lines of
credit will be adequate to meet its cash requirements for the next year.
MATERIAL CHANGES IN RESULTS OF OPERATIONS
Three Months Ended December 31, 1997 Compared to 1996
Net sales from continuing operations increased to $24.1 million compared to
$16.0 million in last year's third quarter. Third quarter results reflect
income from continuing operations of $347,000 compared to $87,000 for the
comparable period in 1996. Net income was $347,000 or $.07 per diluted share
compared to last year's loss of $606,000 or $.18 per diluted share. Net income
for last year's third quarter reflects a loss of $693,000 from discontinued
operations.
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
MAXCO, INC. AND SUBSIDIARIES
Higher sales in the current period occurred at Maxco's construction supplies
companies (Ersco and Wisconsin Wire & Steel) over the comparable 1996 period.
This increase in sales at these companies, as well as the inclusion of the
sales for Atmosphere Annealing, acquired in January 1997, were the primary
reasons that net sales increased over the comparable period of the prior year.
The Construction Products group generated additional operating earnings in the
current period over last year due to their increased sales level and a higher
gross margin percentage. In addition, operating results for Atmosphere
Annealing, acquired in January 1997, were included in the current quarter
results. An operating loss occurred at Pak-Sak in the current quarter due to
reduced sales and a lower gross margin percentage at this location.
The change in net interest was attributable to the cash used for the purchase
of assets, investments made in affiliates, and the repurchase of Company stock.
Nine Months Ended December 31, 1997 Compared to 1996
Net sales from continuing operations increased to $81.3 million compared to
$54.2 million for last year's comparable nine month period. Results for this
period reflect income from continuing operations of $3.1 million compared to
$888,000 for the comparable period in 1996. Net income was $3.1 million or
$.80 per diluted share compared to last year's $22.3 million or $5.20 per
diluted share. Income from discontinued operations for the nine month period
of the prior year included a $22.0 million gain from the sale of FinishMaster.
The sales growth in the current period was due to an increase in sales at the
Construction Products group, and the inclusion of sales for Atmosphere
Annealing, acquired in January 1997. Sales at Pak-Sak during the nine months
declined, however, from the comparable period in 1996.
The improved operating earnings over the comparable prior period was due to
higher earnings at Ersco and Wisconsin Wire & steel, and the inclusion of
operating earnings generated by Atmosphere Annealing during the nine months.
Operating earnings were negatively impacted during this period as a result of
Pak-Sak's lower sales and a lower gross margin percentage, as this unit's
operating earnings were reduced to a break-even for the period. Net interest
expense increased for the nine months due to the cash requirements for the
investment in assets, investments in affiliates, and repurchase of Company
stock.
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PART II
OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6(a) Exhibits
3* Restated Articles of Incorporation
3.1 By-laws are hereby incorporated by reference from Form S-4 dated November
4, 1991 (File No. 33-43855).
4.2 Resolution establishing Series Three Preferred Shares is hereby
incorporated by reference from Form S-4 dated November 4, 1991 (File No.
33-43855).
4.3 Resolution authorizing the redemption of Series Two Preferred Stock and
establishing Series Four Preferred Stock and the terms of the subordinated
notes is hereby incorporated by reference from registrants Form 10-Q dated
February 14, 1997.
4.4 Resolution establishing Series Five Preferred Shares is hereby
incorporated by reference from Form 10-K dated June 5, 1997.
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PART II
OTHER INFORMATION (CONTINUED)
10.1 Incentive stock option plan adopted August 15, 1983, including the
amendment (approved by shareholders August 25, 1987) to increase the
authorized shares on which options may be granted by two hundred
fifty thousand (250,000), up to five hundred thousand (500,000)
shares of the common stock of the company is hereby incorporated by
reference from the registrant's annual report on Form 10-K for the
fiscal year ended March 31, 1988.
10.8 Stock Purchase Agreement (sale of FinishMaster, Inc.) effective
July 9, 1996, is hereby incorporated by reference from registrants
Form 10-K dated June 18, 1996.
10.9 Asset purchase agreement - Wright Plastic Products, Inc. is hereby
incorporated by reference from registrants Form 10-Q dated November
14, 1996.
10.10 Amended and restated loan agreement between Comerica Bank and Maxco,
Inc. dated September 30, 1996 is hereby incorporated by reference
from registrants Form 10-Q dated November 14, 1996.
10.11 Asset purchase agreement for the purchase of Atmosphere Annealing,
Inc. is hereby incorporated by reference from registrants Form 8-K
dated January 17, 1997.
10.12 Asset purchase agreement - Axson North America, Inc. is hereby
incorporated by reference from Form 10-Q dated February 14, 1997.
10.13* Loan agreement between Michigan Strategic Fund and Atmosphere
Annealing, Inc.
10.14* Loan agreement between LAM Funding, L.L.C. and borrower including
Guaranty-Maxco, Inc.
27* Financial Data Schedule
Item 6(b) Reports on Form 8-K
None
*Filed herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MAXCO, INC.
Date February 13, 1998 \S\ VINCENT SHUNSKY
----------------- -------------------------------
Vincent Shunsky, Vice President-Finance
and Treasurer (Principal Financial and
Accounting Officer)
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INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
- ----------- -----------
3* Restated Articles of Incorporation
3.1 By-laws are hereby incorporated by reference from Form S-4
dated November 4, 1991 (File No. 33-43855).
4.2 Resolution establishing Series Three Preferred Shares is hereby
incorporated by reference from Form S-4 dated November 4, 1991
(File No. 33-43855).
4.3 Resolution authorizing the redemption of Series Two Preferred
Stock and establishing Series Four Preferred Stock and the
terms of the subordinated notes is hereby incorporated by
reference from registrants Form 10-Q dated February 14, 1997.
4.4 Resolution establishing Series Five Preferred Shares is hereby
incorporated by reference from Form 10-K dated June 5, 1997.
10.1 Incentive stock option plan adopted August 15, 1983, including
the amendment (approved by shareholders August 25, 1987) to
increase the authorized shares on which options may be granted
by two hundred fifty thousand (250,000), up to five hundred
thousand (500,000) shares of the common stock of the company is
hereby incorporated by reference from the registrant's annual
report on Form 10-K for the fiscal year ended March 31, 1988.
10.8 Stock Purchase Agreement (sale of FinishMaster, Inc.) effective
July 9, 1996, is hereby incorporated by reference from
registrants Form 10-K dated June 18, 1996.
10.9 Asset purchase agreement - Wright Plastic Products, Inc. is
hereby incorporated by reference from registrants Form 10-Q
dated November 14, 1996.
10.10 Amended and restated loan agreement between Comerica Bank and
Maxco, Inc. dated September 30, 1996 is hereby incorporated by
reference from registrants Form 10-Q dated November 14, 1996.
10.11 Asset purchase agreement for the purchase of Atmosphere
Annealing, Inc. is hereby incorporated by reference from
registrants Form 8-K dated January 17, 1997.
10.12 Asset purchase agreement - Axson North America, Inc. is hereby
incorporated by reference from Form 10-Q dated February 14,
1997.
10.13* Loan agreement between Michigan Strategic Fund and Atmosphere
Annealing, Inc.
10.14* Loan agreement between LAM Funding, L.L.C. and borrower
including Guaranty-Maxco, Inc.
27* Financial Data Schedule
*Filed herewith