SUBSEQUENT EVENT. On August 16, 1995, John▇▇▇▇ ▇▇▇ntly announced with Jupiter an agreement and plan of merger under which the public shareholders of Jupiter would receive $32.875 per share in cash from John▇▇▇▇. ▇he per share cash price is subject to adjustment based upon the market value of certain securities held by Jupiter on a date close to the date the merger proxy statement is mailed to Jupiter shareholders. If this adjustment had been made as of the close of business on August 15, 1995, the amount to be paid by John▇▇▇▇ would have been $31.593 per share or approximately $37,500,000. The merger is subject to approval by Jupiter's shareholders and is expected to close in February 1996. JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT BALANCE SHEETS JUNE 30, 1995 AND 1994 ASSETS 1995 1994 CURRENT ASSETS: Cash and cash equivalents $ 2,979,000 $ 3,681,000 Prepaid expenses and other 469,000 522,000 Deferred income taxes 788,000 ------------ ------------- Total current assets 4,236,000 4,203,000 INVESTMENT IN WHOLLY OWNED CONSOLIDATED SUBSIDIARIES - At equity 95,705,000 92,116,000 INVESTMENTS IN MAJORITY OWNED SUBSIDIARY AND IN UNCONSOLIDATED AFFILIATES - At equity 29,067,000 21,036,000 PROPERTY, PLANT, AND EQUIPMENT - Net 2,739,000 2,331,000 INTANGIBLE ASSET - PENSION 2,675,000 2,874,000 OTHER ASSETS 1,721,000 7,127,000 LONG-TERM DEFERRED INCOME TAXES 4,859,000 5,933,000 ------------ ------------- $141,002,000 $ 135,620,000 ============ ============= LIABILITIES AND STOCKHOLDERS' EQUITY 1995 1994 CURRENT LIABILITIES: Short-term borrowings $ 6,800,000 $ 2,500,000 Current maturities of long-term debt 87,000 5,087,000 Accounts payable 856,000 280,000 Accrued expenses 3,012,000 2,037,000 Income taxes payable 656,000 Deferred income taxes 1,731,000 Intercompany payables 7,541,000 11,030,000 ------------ ------------- Total current liabilities 18,296,000 23,321,000 LONG-TERM DEBT 46,130,000 36,216,000 ------------ ------------- OTHER LIABILITIES 13,149,000 16,275,000 ------------ ------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Common stock, par value $.10 per share; authorized, 20,000,000 shares; issued 12,426,891 and 12,411,891 1,243,000 1,241,000 Additional paid-in capital 17,258,000 17,107,000 Retained earnings 54,808,000 51,065,000 ------------ ------------- Total 73,309,000 69,413,000 Less treasury stock: 1,861,912 and 1,682,112 shares at (8,108,000) (6,407,000) cost Less minimum pension liability adjustment, net of tax (1,774,000) (3,198,000) benefit ------------ ------------- Stockholders' equity 63,427,000 59,808,000 ------------ ------------- $141,002,000 $ 135,620,000 ============ ============= JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT STATEMENTS OF INCOME YEARS ENDED JUNE 30, 1995, 1994, AND 1993 1995 1994 1993 NET SALES $ - $ - $ - COSTS AND EXPENSES: Cost of sales, excluding depreciation and amortization (5,000) 483,000 96,000 Selling, general, and administrative (53,000) (310,000) 93,000 Depreciation and amortization 255,000 (240,000) (252,000) ---------------- --------------- --------------- Total costs and expenses 197,000 (67,000) (63,000) ---------------- --------------- --------------- INCOME (LOSS) FROM OPERATIONS (197,000) 67,000 63,000 OTHER EXPENSE: Interest expense - net 3,776,000 2,984,000 2,504,000 Other - net 1,717,000 619,000 1,095,000 ---------------- --------------- --------------- Total other expenses 5,493,000 3,603,000 3,599,000 ---------------- --------------- --------------- EQUITY IN EARNINGS (LOSSES) OF EQUITY INVESTMENTS 2,784,000 (1,141,000) 5,093,000 ---------------- --------------- --------------- INCOME (LOSS) BEFORE PROVISION (BENEFIT) FOR INCOME TAXES AND INCOME FROM SUBSIDIARIES (2,906,000) (4,677,000) 1,557,000 PROVISION (BENEFIT) FOR INCOME TAXES (926,000) (1,606,000) 512,000 ---------------- --------------- --------------- NET INCOME (LOSS) BEFORE INCOME OF SUBSIDIARIES (1,980,000) (3,071,000) 1,045,000 INCOME FROM OPERATIONS OF SUBSIDIARIES 9,855,000 9,566,000 7,369,000 ---------------- --------------- --------------- NET INCOME $ 7,875,000 $ 6,495,000 $ 8,414,000 ================ =============== =============== JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT STATEMENTS OF CASH FLOWS YEARS ENDED JUNE 30, 1995, 1994, AND 1993 1995 1994 1993 OPERATING ACTIVITIES: Net income $ 7,875,000 $ 6,495,000 $ 8,414,000 ----------- ----------- ----------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 255,000 (240,000) (252,000) Undistributed income from operations of (9,855,000) (9,566,000) (7,369,000) subsidiaries Undistributed income of affiliates (2,784,000) 1,141,000 (5,093,000) Changes in assets and liabilities: Deferred income taxes (359,000) (161,000) 507,000 Prepaid expenses and other assets (299,000) (198,000) 324,000 Accounts payable 715,000 222,000 (36,000) Accrued expenses 975,000 (18,000) (94,000) Income taxes payable (687,000) (9,000) 152,000 Intercompany accounts (9,441,000) (10,752,000) (8,019,000) Other liabilities (568,000) 487,000 1,060,000 Other, net 4,000 124,000 124,000 ----------- ----------- ----------- Total adjustments (22,044,000) (18,970,000) (18,696,000) ----------- ----------- ----------- Net cash used in operating activities (14,169,000) (12,475,000) (10,282,000) ----------- ----------- ----------- INVESTING ACTIVITIES: Additions to property, plant, and equipment (720,000) (1,997,000) (200,000) Increase in investments (5,247,000) (4,578,000) (2,034,000) Repayments of loans by stockholders 5,383,000 341,000 ----------- ----------- ----------- Net cash used in investing activities (5,967,000) (1,192,000) (1,893,000) ----------- ----------- ----------- FINANCING ACTIVITIES: Principal payments of debt (5,086,000) (4,022,000) (2,000,000) Proceeds from issuance of long-term debt 10,000,000 13,325,000 Net borrowings (repayments) under line-of-credit 4,300,000 (7,500,000) 4,000,000 agreements Purchase of treasury stock (1,701,000) (348,000) (2,693,000) Proceeds from employee stock ownership plan 1,454,000 Proceeds from issuance of common stock 101,000 380,000 811,000 Payments from consolidated subsidiaries 15,952,000 15,818,000 16,749,000 Dividends paid (4,132,000) (3,694,000) (3,412,000) ----------- ----------- ----------- Net cash provided by financing activities 19,434,000 13,959,000 14,909,000 ----------- ----------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (702,000) 292,000 2,734,000 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 3,681,000 3,389,000 655,000 ----------- ----------- ----------- CASH AND CASH EQUIVALENTS, END OF YEAR $ 2,979,000 $ 3,681,000 $ 3,389,000 =========== =========== =========== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the year for: Interest paid $ 3,673,000 $ 2,962,000 $ 2,861,000 =========== =========== =========== Income taxes paid $ 3,168,000 $ 2,401,000 $ 2,052,000 =========== =========== =========== JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT NOTES TO CONDENSED FINANCIAL STATEMENTS John▇▇▇▇ ▇▇▇ustries, Inc. and subsidiaries (the "Company") publish consolidated financial statements that are its primary financial statements. Therefore, these parent company condensed financial statements are not intended to be the primary financial statements of the Company, and should be read in conjunction with the consolidated financial statements and notes thereto of the Company. JOHN▇▇▇▇ ▇▇▇USTRIES, INC. AND SUBSIDIARIES SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS BALANCE AT ADDITIONS BEGINNING CHARGED TO OTHER BALANCE AT DESCRIPTION OF YEAR OPERATIONS ACCOUNTS DEDUCTIONS END OF YEAR ALLOWANCE FOR DOUBTFUL ACCOUNTS 1995 $ 368,000 $ 305,000 $ 838,000(2) $ (398,000)(1) $ 1,113,000 ========= ========= ========= ========== ============ 1994 $ 314,000 $ 151,000 $ (97,000)(1) $ 368,000 ========= ========= ========= ========== ============ 1993 $ 667,000 $ 383,000 $ (736,000)(1) $ 314,000 ========= ========= ========= ========== ============ (1) Amounts written off, net of recoveries. (2) Additional amount added during the year is from the consolidation of Jupiter in January 1995 representing the balance at the date of consolidation.
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SUBSEQUENT EVENT. On August 16, 1995, John▇▇▇▇ ▇▇▇ntly announced with Jupiter an agreement and plan of merger under which the public shareholders of Jupiter would receive $32.875 per share in cash from John▇▇▇▇. ▇he per share cash price is subject to adjustment based upon the market value of certain securities held by Jupiter on a date close to the date the merger proxy statement is mailed to Jupiter shareholders. If this adjustment had been made as of the close of business on August 15, 1995, the amount to be paid by John▇▇▇▇ would have been $31.593 per share or approximately $37,500,000. The merger is subject to approval by Jupiter's shareholders and is expected to close in February 1996December 1995. FINANCIAL STATEMENT SCHEDULES JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT BALANCE SHEETS JUNE 30, 1995 AND 1994 ASSETS 1995 1994 CURRENT ASSETS: Cash and cash equivalents $ 2,979,000 $ 3,681,000 Prepaid expenses and other 469,000 522,000 Deferred income taxes 788,000 ------------ ------------- Total current assets 4,236,000 4,203,000 INVESTMENT IN WHOLLY OWNED CONSOLIDATED SUBSIDIARIES - At equity 95,705,000 92,116,000 INVESTMENTS IN MAJORITY OWNED SUBSIDIARY AND IN UNCONSOLIDATED AFFILIATES - At equity 29,067,000 21,036,000 PROPERTY, PLANT, AND EQUIPMENT - Net 2,739,000 2,331,000 INTANGIBLE ASSET - PENSION 2,675,000 2,874,000 OTHER ASSETS 1,721,000 7,127,000 LONG-TERM DEFERRED INCOME TAXES 4,859,000 5,933,000 ------------ ------------- $141,002,000 $ 135,620,000 ============ ============= LIABILITIES AND STOCKHOLDERS' EQUITY 1995 1994 CURRENT LIABILITIES: Short-term borrowings $ 6,800,000 $ 2,500,000 Current maturities of long-term debt 87,000 5,087,000 Accounts payable 856,000 280,000 Accrued expenses 3,012,000 2,037,000 Income taxes payable 656,000 Deferred income taxes 1,731,000 Intercompany payables 7,541,000 11,030,000 ------------ ------------- Total current liabilities 18,296,000 23,321,000 LONG-TERM DEBT 46,130,000 36,216,000 ------------ ------------- OTHER LIABILITIES 13,149,000 16,275,000 ------------ ------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Common stock, par value $.10 per share; authorized, 20,000,000 shares; issued 12,426,891 and 12,411,891 1,243,000 1,241,000 Additional paid-in capital 17,258,000 17,107,000 Retained earnings 54,808,000 51,065,000 ------------ ------------- Total 73,309,000 69,413,000 Less treasury stock: 1,861,912 and 1,682,112 shares at (8,108,000) (6,407,000) cost Less minimum pension liability adjustment, net of tax (1,774,000) (3,198,000) benefit ------------ ------------- Stockholders' equity 63,427,000 59,808,000 ------------ ------------- $141,002,000 $ 135,620,000 ============ ============= JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT STATEMENTS OF INCOME YEARS ENDED JUNE 30, 1995, 1994, AND 1993 1995 1994 1993 NET SALES $ - $ - $ - COSTS AND EXPENSES: Cost of sales, excluding depreciation and amortization (5,000) 483,000 96,000 Selling, general, and administrative (53,000) (310,000) 93,000 Depreciation and amortization 255,000 (240,000) (252,000) ---------------- --------------- --------------- Total costs and expenses 197,000 (67,000) (63,000) ---------------- --------------- --------------- INCOME (LOSS) FROM OPERATIONS (197,000) 67,000 63,000 OTHER EXPENSE: Interest expense - net 3,776,000 2,984,000 2,504,000 Other - net 1,717,000 619,000 1,095,000 ---------------- --------------- --------------- Total other expenses 5,493,000 3,603,000 3,599,000 ---------------- --------------- --------------- EQUITY IN EARNINGS (LOSSES) OF EQUITY INVESTMENTS 2,784,000 (1,141,000) 5,093,000 ---------------- --------------- --------------- INCOME (LOSS) BEFORE PROVISION (BENEFIT) FOR INCOME TAXES AND INCOME FROM SUBSIDIARIES (2,906,000) (4,677,000) 1,557,000 PROVISION (BENEFIT) FOR INCOME TAXES (926,000) (1,606,000) 512,000 ---------------- --------------- --------------- NET INCOME (LOSS) BEFORE INCOME OF SUBSIDIARIES (1,980,000) (3,071,000) 1,045,000 INCOME FROM OPERATIONS OF SUBSIDIARIES 9,855,000 9,566,000 7,369,000 ---------------- --------------- --------------- NET INCOME $ 7,875,000 $ 6,495,000 $ 8,414,000 ================ =============== =============== JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT STATEMENTS OF CASH FLOWS YEARS ENDED JUNE 30, 1995, 1994, AND 1993 1995 1994 1993 OPERATING ACTIVITIES: Net income $ 7,875,000 $ 6,495,000 $ 8,414,000 ----------- ----------- ----------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 255,000 (240,000) (252,000) Undistributed income from operations of (9,855,000) (9,566,000) (7,369,000) subsidiaries Undistributed income of affiliates (2,784,000) 1,141,000 (5,093,000) Changes in assets and liabilities: Deferred income taxes (359,000) (161,000) 507,000 Prepaid expenses and other assets (299,000) (198,000) 324,000 Accounts payable 715,000 222,000 (36,000) Accrued expenses 975,000 (18,000) (94,000) Income taxes payable (687,000) (9,000) 152,000 Intercompany accounts (9,441,000) (10,752,000) (8,019,000) Other liabilities (568,000) 487,000 1,060,000 Other, net 4,000 124,000 124,000 ----------- ----------- ----------- Total adjustments (22,044,000) (18,970,000) (18,696,000) ----------- ----------- ----------- Net cash used in operating activities (14,169,000) (12,475,000) (10,282,000) ----------- ----------- ----------- INVESTING ACTIVITIES: Additions to property, plant, and equipment (720,000) (1,997,000) (200,000) Increase in investments (5,247,000) (4,578,000) (2,034,000) Repayments of loans by stockholders 5,383,000 341,000 ----------- ----------- ----------- Net cash used in investing activities (5,967,000) (1,192,000) (1,893,000) ----------- ----------- ----------- FINANCING ACTIVITIES: Principal payments of debt (5,086,000) (4,022,000) (2,000,000) Proceeds from issuance of long-term debt 10,000,000 13,325,000 Net borrowings (repayments) under line-of-credit 4,300,000 (7,500,000) 4,000,000 agreements Purchase of treasury stock (1,701,000) (348,000) (2,693,000) Proceeds from employee stock ownership plan 1,454,000 Proceeds from issuance of common stock 101,000 380,000 811,000 Payments from consolidated subsidiaries 15,952,000 15,818,000 16,749,000 Dividends paid (4,132,000) (3,694,000) (3,412,000) ----------- ----------- ----------- Net cash provided by financing activities 19,434,000 13,959,000 14,909,000 ----------- ----------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (702,000) 292,000 2,734,000 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 3,681,000 3,389,000 655,000 ----------- ----------- ----------- CASH AND CASH EQUIVALENTS, END OF YEAR $ 2,979,000 $ 3,681,000 $ 3,389,000 =========== =========== =========== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the year for: Interest paid $ 3,673,000 $ 2,962,000 $ 2,861,000 =========== =========== =========== Income taxes paid $ 3,168,000 $ 2,401,000 $ 2,052,000 =========== =========== =========== JOHN▇▇▇▇ ▇▇▇USTRIES, INC. (PARENT COMPANY) SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT NOTES TO CONDENSED FINANCIAL STATEMENTS John▇▇▇▇ ▇▇▇ustries, Inc. and subsidiaries (the "Company") publish consolidated financial statements that are its primary financial statements. Therefore, these parent company condensed financial statements are not intended to be the primary financial statements of the Company, and should be read in conjunction with the consolidated financial statements and notes thereto of the Company. JOHN▇▇▇▇ ▇▇▇USTRIES, INC. AND SUBSIDIARIES SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS BALANCE AT ADDITIONS BEGINNING CHARGED TO OTHER BALANCE AT DESCRIPTION OF YEAR OPERATIONS ACCOUNTS DEDUCTIONS END OF YEAR ALLOWANCE FOR DOUBTFUL ACCOUNTS 1995 $ 368,000 $ 305,000 $ 838,000(2) $ (398,000)(1) $ 1,113,000 ========= ========= ========= ========== ============ 1994 $ 314,000 $ 151,000 $ (97,000)(1) $ 368,000 ========= ========= ========= ========== ============ 1993 $ 667,000 $ 383,000 $ (736,000)(1) $ 314,000 ========= ========= ========= ========== ============
(1) Amounts written off, net of recoveries.
(2) Additional amount added during the year is from the consolidation of Jupiter in January 1995 representing the balance at the date of consolidation.
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