Barnett Inc.
Ticker: BNTT 3333 Lenox Avenue
Exchange: NASDAQ-National Market Jacksonville, Florida 32254
Industry: Retail (904) 384-6530

Type of Shares:Common Shares Filing Date:2/2/96
U.S. Shares:6,552,000 Offer Date:3/29/96
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:3,760,000 Offer Price:$14.00
Secondary Shares:2,792,000 Gross Spread:$0.98
Offering Amount: $85,176,000 Selling:$0.54
Expenses:$450,000 Reallowance:$0.10
Shares Out After:13,078,000
Spin out parent firm: Waxman Industries, Inc.

ManagerTierPhone
William Blair & CompanyLead Manager (312) 236-1600
Alex. Brown & Sons IncorporatedCo-manager (410) 727-1700

Auditor: Arthur Andersen
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
6/30/95 12/31/95 12/31/94 12/31/95
Revenue:$109.11$60.52$52.24Assets:$53.48
Net Income:$6.02$3.37$3.09Liabilities:$35.60
EPS:$0.45$0.25Equity:$17.88

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a direct marketer and distributor of an extensive line of plumbing, electrical and hardware products to over 40,000 active customers throughout the United States. The company offers over 8,200 name brands and private label products through its industry-recognized Barnett catalogs and telesales operations. The company markets its products through three distinct, comprehensive catalogs that target professional contractors, independent hardware stores and maintenance managers. The company's staff of over 70 knowledgeable telesales, customer service and technical support personnel work together to serve customers by assisting in product selection and offering technical advice. To provide rapid delivery and a strong local presence, the company has established a network of 28 distribution centers strategically located in 28 major metropolitan areas throughout the United States. Through these local distribution centers, approximately two-thirds of the company's orders are picked up by the customer usually within 24 hours of an order.

Use of Proceeds
The company intends to use (i) approximately $23.0 million to repay all of the outstanding indebtedness borrowed by it under the secured credit facility among Citicorp USA, Inc., as agent, the company, Consumer Products and WOC, each of which are wholly owned subsidiaries of Waxman USA, (ii) $22.0 million to pay a dividend evidenced by a note payable to which had an aggregate amount outstanding of $43.6 million at December 31, 1995, currently bears interest, at the option of the company, at prime rate of Citibank, N.A. plus 2.0% or LIBOR plus 3.5% and matures in May 1997.

Last updated: 10/28/96

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