1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the Quarterly Period Ended March 31, 1997
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the Transition Period from ____________ to ____________
Commission File Number: 0-8767
CALNETICS CORPORATION
(Exact name of Registrant as specified in its charter)
CALIFORNIA 95-2303687
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
20401 PRAIRIE STREET, CHATSWORTH, CALIFORNIA 91311
(Address of principle executive offices) (zip code)
(818) 886-9819
Registrant's telephone number, including area code
N/A
Former name, former address and former fiscal year, if changed since last report
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 [ ]
The number of shares outstanding of the Registrant's Common Stock as of March
31, 1997 was 3,023,799.
2
CALNETICS CORPORATION
INDEX
Part I. Financial Information Page Number
- ------------------------------ -----------
Item 1. Financial Statements
Condensed Consolidated Statements of Income (Unaudited)
Three Months and Nine Months Ended March 31, 1997 and 1996 ................... 3
Condensed Consolidated Balance Sheets (Unaudited)
March 31, 1997 and June 30, 1996 ............................................. 4
Condensed Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended March 31, 1997 and 1996 .................................... 6
Notes to Condensed Consolidated
Financial Statements (Unaudited) ............................................. 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations ..................................11
Part II. Other Information
Item 3. Litigation.............................................................13
Item 5. Other Information......................................................13
Item 6. Exhibits and Reports on Form 8-K ......................................14
Signatures .....................................................................18
Page 2 of 77
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PART I - FINANCIAL INFORMATION
CALNETICS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended Nine Months Ended
March 31, March 31,
---------------------------- ----------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
Net Sales $ 9,260,938 $ 9,089,762 $26,293,369 $25,488,700
Cost of Sales 6,582,363 6,744,642 19,371,380 19,381,733
----------- ----------- ----------- -----------
Gross Profit 2,678,575 2,345,120 6,921,989 6,106,967
Selling, general
and administrative
expenses 1,668,008 1,486,616 4,418,519 4,038,503
Other expense, net, including
interest 74,000 95,666 250,989 335,493
----------- ----------- ----------- -----------
Total costs and
expenses 1,742,008 1,582,282 4,669,508 4,373,996
----------- ----------- ----------- -----------
Income from operations
before income taxes 936,567 762,838 2,252,481 1,732,971
Provision for
income taxes 395,000 319,000 948,000 722,000
----------- ----------- ----------- -----------
Net income $ 541,567 $ 443,838 $ 1,304,481 $ 1,010,971
=========== =========== =========== ===========
Earnings per common
share and common
share equivalent $ 0.17 $ 0.14 $ 0.42 $ 0.33
Weighted average common
shares and common
share equivalents
outstanding 3,111,022 3,075,569 3,098,724 3,063,145
=========== =========== =========== ===========
No dividends were paid during the periods set forth above.
See accompanying notes to condensed consolidated
financial statements.
Page 3 of 77
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CALNETICS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
ASSETS
March 31, 1997 June 30, 1996
-------------- -------------
CURRENT ASSETS:
Cash and cash equivalents $ 1,296,544 $ 1,877,633
Accounts receivable, net 5,784,310 4,997,471
Inventories 5,321,585 5,470,710
Prepaid expenses 208,626 254,608
Deferred income taxes 342,000 342,000
----------- -----------
Total current assets 12,953,065 12,942,422
----------- -----------
PROPERTY, PLANT AND EQUIPMENT
(at cost):
Land 466,288 466,288
Buildings and leasehold improvements 2,277,763 2,269,525
Machinery and equipment 5,195,047 4,587,322
Furniture and fixtures 265,832 248,220
----------- -----------
8,204,930 7,571,355
Less--Accumulated depreciation
and amortization 3,931,711 3,399,998
----------- -----------
Property, plant and equipment,
net 4,273,219 4,171,357
----------- -----------
Deposits and other assets 168,354 171,245
Goodwill, net 1,350,468 1,401,268
----------- -----------
Total assets $18,745,106 $18,686,292
=========== ===========
See accompanying notes to condensed consolidated
financial statements.
Page 4 of 77
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CALNETICS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
LIABILITIES AND SHAREHOLDERS' EQUITY
March 31, 1997 June 30, 1996
-------------- -------------
CURRENT LIABILITIES:
Current portion of
long-term debt $ 213,211 $ 247,187
Accounts payable 2,575,322 3,214,786
Accrued liabilities 1,255,609 1,167,707
Income taxes payable 249,021 386,021
----------- -----------
Total current liabilities 4,293,163 5,015,701
----------- -----------
LONG-TERM DEBT,
net of current portion 4,125,659 4,740,820
----------- -----------
DEFERRED INCOME TAXES 57,000 57,000
----------- -----------
SHAREHOLDERS' EQUITY:
Preferred stock: authorized-
2,000,000 shares, none issued -- --
Common stock, no par value:
Authorized - 20,000,000 shares;
Issued and outstanding --
3,023,799 at March 31, 1997
and 2,959,799 at June 30, 1996 2,554,377 2,462,345
Retained earnings 7,714,907 6,410,426
----------- -----------
Total shareholders' equity 10,269,284 8,872,771
----------- -----------
Total liabilities and
shareholders' equity $18,745,106 $18,686,292
=========== ===========
See accompanying notes to condensed consolidated
financial statements.
Page 5 of 77
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CALNETICS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Nine Months Ended
March 31,
-----------------------------
1997 1996
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,304,481 $ 1,010,971
----------- -----------
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 596,814 539,723
Provision for doubtful accounts 29,864 21,000
Changes in operating assets and
liabilities:
Accounts receivable (816,703) (1,010,443)
Inventories 149,125 (343,000)
Prepaid expenses 45,982 (19,108)
Deposits and other assets 2,891 (42,355)
Accounts payable (639,464) 277,932
Customer deposits -- (38,900)
Accrued liabilities 87,902 9,737
Income taxes payable (137,000) 58,828
----------- -----------
Total adjustments (680,589) (546,586)
----------- -----------
Net cash provided by
operating activities 623,892 464,385
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (647,876) (663,669)
Net cash used in investing activities (647,876) (663,669)
----------- -----------
See accompanying notes to condensed consolidated
financial statements.
Page 6 of 77
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CALNETICS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(CONTINUED)
Nine Months Ended
March 31,
-----------------------------
1997 1996
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of long-term debt $ (649,137) $ (613,982)
Net proceeds from issuance of
common stock 92,032 14,380
----------- -----------
Net cash used in financing
activities (557,105) (599,602)
----------- -----------
NET DECREASE IN CASH AND
CASH EQUIVALENTS (581,089) (798,886)
CASH AND CASH EQUIVALENTS,
beginning of period 1,877,633 1,580,974
----------- -----------
CASH AND CASH EQUIVALENTS,
end of period $ 1,296,544 $ 782,088
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid for interest $ 250,989 $ 341,747
=========== ===========
Cash paid for income tax $ 1,085,000 $ 664,000
=========== ===========
See accompanying notes to condensed consolidated
financial statements.
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CALNETICS CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1997
1. General.
In the opinion of the management of Calnetics Corporation (the
"Company"), the accompanying condensed consolidated unaudited financial
statements contain all adjustments, consisting of only normal recurring
accruals, necessary to present fairly the Company's financial position at March
31, 1997 and June 30, 1996, the results of its operations for the three and nine
months ended March 31, 1997 and 1996 and the cash flows for the nine months
ended March 31, 1997 and 1996. Certain information and footnote disclosures
normally included in financial statements that would have been prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to the rules and regulations of the Securities and Exchange
Commission, although management of the Company believes that the disclosures in
these financial statements are adequate to make the information presented
therein not misleading. It is suggested that these condensed financial
statements be read in conjunction with the financial statements and the notes
thereto included in the Company's June 30, 1996 Form 10-K filed with the
Securities and Exchange Commission.
The results of operations for the three and nine months ended March 31,
1997 are not necessarily indicative of the results of operations to be expected
for the full fiscal year ending June 30, 1997.
2. Receivables.
The following tabulation shows the elements of receivables:
March 31, 1997 June 30, 1996
-------------- -------------
Trade accounts receivable $6,102,695 $5,313,471
Less allowance for doubtful
accounts 318,385 316,000
---------- ----------
Total $5,784,310 $4,997,471
========== ==========
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3. Income Taxes.
Income taxes for the nine-month period ended March 31, 1997
were computed using the effective tax rate estimated to be applicable for the
full fiscal year. This rate is subject to ongoing evaluation and review by
management.
4. Long-term debt.
At March 31, 1997 and June 30, 1996, long-term debt consisted
of the following:
March 31, 1997 June 30, 1996
-------------- -------------
Term loans payable to banks, unsecured, interest at the banks'
reference rate (8.50 percent at March 31, 1997) plus 0.25
percent, due in various monthly installments of principal and
interest through July 1, 1999, with balloon payments totaling
$1,458,462 due on August 1, 1999 $2,312,498 $2,949,948
Industrial revenue bond payable, principal due in annual sinking fund
installments ranging from $20,000 to $130,000 through December
2021, plus interest due monthly based on the Issuer's Weekly
Adjustable Interest Rates for Revenue Bonds (3.5 percent at
March 31, 1997), secured by a letter of credit issued by a
bank with an annual fee of 1.125 percent 1,420,000 1,440,000
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Long-term debt. (cont'd)
March 31, 1997 June 30, 1996
-------------- -------------
Loans payable to former Agricultural Products, Inc. ("API")
shareholders, unsecured, interest payable semi-annually at
7.50 percent, principal payable in three equal annual
installments through June 1999 301,532 301,532
Mortgage payable to bank, secured by the related building and land,
principal payable in monthly installments of $1,665 plus
interest at the bank's prime rate (8.50 percent at March 31,
1997) plus 0.75 percent, with a balloon payment of $201,415
due on March 5, 2000 259,702 274,687
Other 45,138 21,840
---------- ----------
$4,338,870 $4,988,007
Current portion of long-term debt 213,211 247,187
---------- ----------
Long-term portion $4,125,659 $4,740,820
========== ==========
The term loans and notes payable include certain restrictive
financial and non-financial covenants, including certain cash
restrictions and limitations on payment of cash dividends and
redemption of stock.
5. Earnings per common share and common share equivalent.
Earnings per common share and common share equivalent are
based on the weighted average number of shares of common stock and
common stock equivalents (dilutive stock options) outstanding during
the related periods. The weighted average number of common stock
equivalent shares includes shares issuable upon the assumed exercise of
stock options less the number of shares assumed purchased with the
proceeds available from such exercise. Fully diluted net income per
share does not differ materially from net income per common share and
common share equivalent.
Page 10 of 77
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Financial condition.
In general, except as discussed herein, there were no
significant changes in current assets or current liabilities or the overall
financial condition of the Company between March 31, 1997, the end of the third
quarter, and June 30, 1996, the end of the prior fiscal year. Cash and cash
equivalents decreased by approximately $581,000 by March 31, 1997, due in part
to purchases of equipment, the voluntary payment of $150,000, representing three
monthly installments, of the Company's long-term bank loan, the payment of which
was in addition to the regular scheduled monthly payments, and the quicker
payment of accounts payable. In addition, accounts receivable increased by
approximately $787,000 as of March 31, 1997 due primarily to recent record sales
by the Company's Agricultural Products, Inc. subsidiary, and accounts payable
decreased by approximately $639,000 due primarily to the quicker payment of such
accounts with available cash and a temporary decrease in raw material purchases
at the Company's Manchester Plastics Co., Inc. subsidiary, as reflected by the
approximately $150,000 lower March 31, 1997 inventory value. Contrary to
previous announcement, the floods of Northern California during January 1997
did not have a significant adverse effect on the results of operations for the
Company's agricultural irrigation products.
For the nine months ended March 31, 1997, the Company's
pre-tax earnings have benefited from adjustments to the LIFO reserve account for
finished goods inventory at the Company's Manchester Plastics Co., Inc.
subsidiary by an amount equal to approximately $240,000.
Liquidity and Capital Resources.
At March 31, 1997, the Company's working capital was
$8,659,902, compared to $7,580,054 at the same time a year ago.
The Company has a working capital agreement with a bank under
which the Company may borrow up to $2,500,000 on an unsecured basis at the
bank's prime rate. As of March 31, 1997, the entire amount of $2,500,000 was
available under this credit arrangement, which is scheduled to expire on
December 31, 1997.
The Company has no immediate plans for any significant capital
expenditures and the Company believes that its available funds and internally
generated cash from operations will be sufficient to meet its working capital
needs in fiscal 1997. Certain loan agreements limit capital expenditures to
$1,000,000 in fiscal year ending June 30, 1997 and also contain limits on
subsequent years.
Certain statements made herein that are not related to
historical results are forward-looking in nature within the meaning of the
Private Securities Litigation Reform Act of 1995 and involve risks and
uncertainties. Such forward-looking statements are based upon assumptions as to
the future events that may not prove to be accurate, and actual results could
differ materially from those discussed in the forward-looking statements.
Factors that could cause or contribute to such differences include, but are not
limited to, a change in the need to make capital expenditures based on market
factors and a decrease in internally generated cash due to a downturn in market
conditions.
Page 11 of 77
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Results of Operations.
Three months ended March 31, 1997 compared to three months ended March 31, 1996
Net sales for the three-month period ended March 31, 1997
increased 1.9% from $9,089,762 in the same period in 1996, to $9,260,938 in
1997.
Cost of sales as a percentage of sales decreased to 71.1%,
during the period January 1, 1997 to March 31, 1997, as compared to 74.2% for
the same period in the prior year. This decrease was attributed to increased
profitability of certain products produced and sold by our Agricultural Products
subsidiary.
Selling, general and administrative expenses for the
three-month period ended March 31, 1997 increased to $1,618,008 as compared with
$1,486,616 for the same period in the prior year, an increase of 8.8%. The
increase is mainly attributed to professional services incurred in the current
quarter relating to the proposed merger (as discussed in Part II, Item 5 below).
Net income for the current three-month period was $541,567 as
compared with $443,838, for the same period in the prior year, after provisions
for income taxes of $395,000 and $319,000 for the three months ended March 31,
1997 and 1996, respectively. Earnings per common share and common share
equivalent increased to $0.17 from $0.14 per share for the three months ended
March 31, 1997 and 1996, respectively. The increase in net income is attributed
primarily to increased profit margins at our Agricultural Products subsidiary.
Nine months ended March 31, 1997 compared to nine months ended March 31, 1996
Net sales for the nine-month period ended March 31, 1997
increased 3.2% from $25,488,700 in 1996, to $26,293,369 in 1997.
Cost of sales as a percentage of sales decreased to 73.7%,
during the period July 1, 1996 to March 31, 1997, as compared to 76.0% for the
same period in the prior year. The decrease is primarily attributed to increased
profitability of certain products produced and sold by our Agricultural Products
subsidiary.
Selling, general and administrative expenses increased to
$4,368,519 for the nine-month period ended March 31, 1997 as compared with
$4,038,503 for the same period in the prior year. The increase is mainly
attributed to professional services incurred in the current quarter relating to
the proposed merger (as discussed in Part II, Item 5 below).
Net income for the current nine-month period was $1,304,481 as
compared with $1,010,971 for the nine-month period ended March 31, 1996 after
provisions for income taxes of $948,000 and $722,000 for the nine months ended
March 31, 1997 and 1996, respectively. Earnings per common share and common
share equivalent increased to $0.42 from $0.33 per share for the nine months
ended March 31, 1997 and 1996, respectively. The increase in net income is
attributed primarily to increased profit margins at our Agricultural Products
subsidiary.
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PART II - OTHER INFORMATION
ITEM 3. LITIGATION
The Company formerly operated a facility on property within
the boundaries of a federal Superfund site located in Southern California. The
Company operated at this site prior to October 1986. The Company has learned
that hazardous substances have been identified in the subsurface of the property
and that the current owner has been requested by a state agency to undertake
additional investigation at the property. The Company is also aware that the
property has been subject to a general notice letter issued by the United States
Environmental Protection Agency under the federal Superfund law. The Company, as
one of several prior operators of the property, may be held responsible for the
contamination at the site to the extent the Company caused the contamination.
The Company does not believe it is responsible for any material contamination at
the property, and has not been notified or contacted by any governmental
authority in that regard, nor named in any proceeding relating to the property.
However, if the Company were held liable under the federal Superfund law, or
other environmental law, the consequences could be material to the business of
the Company as a whole. The potential liability associated with this property
cannot be reasonably determined at this time.
ITEM 5. OTHER INFORMATION
As previously announced, the Company and Summa Industries, a
California corporation ("Summa"), have agreed to a mutual termination of that
certain Agreement and Plan of Reorganization dated March 26, 1997 ("Agreement"),
pursuant to which the Company would have been merged with and into a new
to-be-formed wholly-owned subsidiary of Summa. A copy of the Agreement has been
filed as an exhibit to this quarterly report on Form 10-Q.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Number Description
------ -----------
3.1 Amended and Restated Articles of Incorporation of
Calnetics (Exhibit 3.1 to Form 10-K filed
September 25, 1989).
3.2 Bylaws of Calnetics (Exhibit 1.2 to Form 10-K
filed September 21, 1978).
3.3 Amendment to Bylaws of Calnetics (Exhibit 3 to
Form 8 filed September 28, 1989).
10.1 Lease dated November 22, 1989 between Manchester
and Tom Schneider and Arlene Schneider and
Amendment to said lease dated December 5, 1989
(Exhibit 10.12 to Form 10-K dated June 30, 1991).
10.2 Lease dated June 2, 1992 by and between Honey
Protas and Ny-Glass (Exhibit 10.19 to Form 10-K
dated June 30, 1992).
10.3 Addendum No. 1 to Lease dated June 2, 1992
(Exhibit 10.20 to Form 10-K dated June 30, 1992).
10.4 Lease Guaranty Agreement entered into as of June
2, 1992 by Calnetics (Exhibit 10.21 to Form 10-K
dated June 30, 1992).
10.5 Memorandum of Lease with Right of First Refusal
and Option to Purchase dated May 22, 1992 (Exhibit
10.22 to Form 10-K dated June 30, 1992).
10.6 Side Letter Agreement re Standard Industrial
Commercial Single Tenant Lease by and between
Honey Protas as lessor and Ny-Glass as lessee
dated May 22, 1992 (Exhibit 10.23 to Form 10-K
dated June 30, 1992).
10.7 Calnetics Corporation 1988 Employee Stock Option
Plan (Exhibit 10.25 to Form 10-K dated June 30,
1993).
10.8 Calnetics Corporation 1993 Nonstatutory Stock
Option Plan (Exhibit 10.26 to Form 10-K dated June
30, 1993).
10.9 Business Loan Agreement dated June 28, 1993 among
Bank of America National Trust and Savings
Association, Calnetics, Manchester and Ny-Glass
(Exhibit 10.27 to Form
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10-K dated June 30, 1993).
10.10 First Amendment to Business Loan Agreement of June
28, 1993 dated as of June 20, 1994 among Bank of
America National Trust and Savings Association,
Calnetics, Manchester and Ny-Glass (Exhibit 10.17
to Form 10-K dated June 30, 1994).
10.11 Stock Purchase Agreement among Calnetics and the
Selling Shareholders of API effective as of April
30, 1994 (Exhibit 2 to Form 8-K filed June 24,
1994).
10.12 Business Loan Agreement dated June 20, 1994 among
The Bank of California, N.A., Calnetics,
Manchester, Ny-Glass and API (Exhibit 10.19 to
Form 10-K dated June 30, 1994).
10.13 Term Loan Note dated June 20, 1994 among The Bank
of California, N.A., Calnetics, Manchester,
Ny-Glass and API (Exhibit 10.24 to Form 10-K dated
June 30, 1994).
10.14 Business Loan Agreement dated June 20, 1994 among
Bank of America National Trust and Savings
Association, Calnetics, Manchester, Ny-Glass and
API (Exhibit 10.25 to Form 10-K dated June 30,
1994).
10.15 Noncompetition and Noninterference Agreement dated
June 20, 1994 among Calnetics, API and Lon
Schultz, individually and as trustee of the Lon
Schultz Charitable Remainder Unitrust (Exhibit
10.31 to Form 10-K dated June 30, 1994).
10.16 Employment Agreement dated June 20, 1994 between
API and Lon Schultz, an individual (Exhibit 10.32
to Form 10-K dated June 30, 1994).
10.17 Parts Purchase and Supply Agreement dated June 20,
1994 between API and Story Plastics, Inc., a
California corporation (Exhibit 10.33 to Form 10-K
dated June 30, 1994).
10.18 Loan Agreement dated December 31, 1991 between
California Statewide Communities Development
Authority and API (Exhibit 10.34 to Form 10-K
dated June 30, 1994).
10.19 Reimbursement Agreement dated December 1, 1991
between API and Union Bank (Exhibit 10.35 to Form
10-K dated June 30, 1994).
10.20 Renewal/Consolidation Promissory Note and Security
Agreement dated March 13, 1992 between API as
borrower
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and First Union National Bank of Florida as lender
(Exhibit 10.38 to Form 10-K dated June 30, 1994).
10.21 Amendment dated November 30, 1994 to Business Loan
Agreement dated June 20, 1994 among Bank of
America National Trust and Savings Association,
Calnetics, Manchester, Ny-Glass and API (Exhibit
10.31 to Form 10-K dated June 30, 1995).
10.22 Mortgage Modification, Consolidation, Spreader,
and Extension Agreement dated March 31, 1995 among
First Union National Bank of Florida, API and
Calnetics (Exhibit 10.32 to Form 10-K Dated June
30, 1995).
10.23 API Profit Sharing Plan Adoption Agreement dated
November 21, 1991 (Exhibit 10.39 to Form 10-K
dated June 30, 1994).
10.24 API 401(k) Plan Adoption Agreement effective as of
January 1, 1993 (Exhibit 10.40 to Form 10-K dated
June 30, 1994).
10.25 Nonstatutory Stock Option Agreement between
Calnetics and Michael A. Hornak dated February 28,
1994 (Exhibit 10.41 to Form 10-K dated June 30,
1994).
10.26 Nonstatutory Stock Option Agreement between
Calnetics and Steven L. Strawn dated February 28,
1994 (Exhibit 10.42 to Form 10-K dated June 30,
1994).
10.27 Nonstatutory Stock Option Agreement between
Calnetics and Lon Schultz dated July 18, 1994
(Exhibit 10.37 to Form 10-K dated June 30, 1995).
10.28 Amendment No.2 dated December 21, 1995 to Business
Loan Agreement dated June 20, 1994 among Bank of
America National Trust and Savings Association,
Calnetics, Manchester, Ny-Glass and API (Exhibit
10.38 to Form 10-K dated June 30, 1996).
10.29 Amendment No.3 dated June 28, 1996 to Business
Loan Agreement dated June 20, 1994 among Bank of
America National Trust and Savings Association,
Calnetics, Manchester, Ny-Glass and API (Exhibit
10.39 to Form 10-K dated June 30, 1996).
10.30 1995 Employee Stock Option Plan Dated September
27, 1995 (Exhibit 10.40 to Form 10-K dated June
30, 1996).
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10.31 Amendment No.4 dated December 20, 1996 to Business
Loan Agreement dated June 20, 1994 among Bank of
America National Trust and Savings Association,
Calnetics, Manchester, Ny-Glass and API (Exhibit
10.31 to Form 10-Q dated December 31, 1996).
10.32 Amendment No.3 dated December 19, 1996 to Business
Loan Agreement dated June 20, 1994 among The Bank
of California, a division of Union Bank of
California, N.A., Calnetics, Manchester, Ny-Glass
and API (Exhibit 10.32 to Form 10-Q dated December
31, 1996).
10.33 Amendment No.1 dated November 8, 1996 to
Reimbursement Agreement dated December 1, 1991
between Union Bank of California, N.A. and API
(Exhibit 10.33 to Form 10-Q dated December 31,
1996).
10.34 Hazardous Materials and Environmental Indemnity
Agreement between Union Bank of California, N.A.
and API (Exhibit 10.34 to Form 10-Q dated December
31, 1996).
10.35* Amendment No.2 dated January 15, 1997 to
Employment Agreement dated June 20, 1994 between
API and Lon Schultz.
10.36* Incentive Stock Option Agreement between Calnetics
and Trygve Thoresen dated January 28, 1997.
10.37* Change in Control Agreement dated January 27, 1997
between Calnetics and Trygve Thoresen.
10.38* Form of Indemnity Agreement for directors and
officers.
10.39* Agreement and Plan of Reorganization dated March
26, 1997 between Calnetics and Summa Industries.
27.1* Financial Data Schedule
(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.
CALNETICS CORPORATION
(Registrant)
Dated: May 7, 1997 /s/ CLINTON G. GERLACH
----------------------------
Clinton G. Gerlach
President
Dated: May 7, 1997 /s/ TERESA S. LOUIE
----------------------------
Teresa S. Louie
Treasurer
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