| Valley National Gases, Inc. | |||
| Ticker: | VNGI | 67 43rd Street | |
| Exchange: | NASDAQ-National Market | Wheeling, WV 26003 | |
| Industry: | Wholesale (SIC Code 5172) | (304) 232-1541 | |
| Type of Shares: | Common Shares | Filing Date: | 1/17/97 | |
| U.S. Shares: | 2,000,000 | Offer Date: | 4/10/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $9.00 - $11.00 | |
| Primary Shares: | 1,918,000 | Offer Price: | $8.00 | |
| Secondary Shares: | 82,000 | Gross Spread: | $0.56 | |
| Offering Amount: | $20,000,000 | Selling: | $0.30 | |
| Expenses: | $600,000 | Reallowance: | $0.10 | |
| Shares Out After: | - |
| Manager | Tier | Phone |
| A.G. Edwards & Sons, Inc. | Lead Manager | (314) 955-3039 |
| Oppenheimer & Company, Inc. | Co-manager | (212) 667-7400 |
| Issuer's Law Firm: | Bryan Cave |
| Bank's Law Firm: | Peper, Martin, Jensen, Maichel and Hetlage |
| Auditor: | Arthur Andersen |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 3 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 6/30/96 | 9/30/96 | 9/30/95 | 9/30/96 | ||
| Revenue: | $53.61 | $14.51 | $11.32 | Assets: | $46.38 |
| Net Income: | $4.10 | Curr Assets: | |||
| EPS: | Liabilities: | $29.66 | |||
| Prior EPS: | Curr Liabilities: | ||||
| Cash Flow/Oper: | $7.42 | Equity: | $16.72 | ||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | |||||
| Business Description |
| The company is a leading packager and distributor of industrial, medical and specialty gases, welding equipment and supplies, and propane in nine states in mid-Atlantic and midwestern regions of the United States. The company's gas operations consist primarily of the packaging and mixing of industrial, medical and specialty gases, such as oxygen, nitrogen and argon, in pressured cylinders and the transportation of these cylinders to customers from one of the company's 40 distribution and retail locations. The company also distributes propane to industrial and residential customers. Customers pay a rental fee for use of the company's cylinders. The company owns approximately 290,000 cylinders, which require minimal maintenance and have useful lives that the company expects will extend on average for 50 years or longer. The company selectively participates in the small bulk gas market through the delivery of gases in cryogenic transports and the storage of gases in cryogenic tanks and propane tanks, which are also rented to bulk gas customers. |
| Competition |
| Competition is almost on a regional market basis and is based primarily on customer loyalty, service and, to a lesser extent, price. Most regional markets have between three and six competitors, the majority of whom are small independent companies, with one or two competitors having a significantly higher market share than the others. The company competes in many markets throughout West Virginia, Pennsylvania, Kentucky, Ohio, Virginia, Tennessee, Maryland, Delaware and North Carolina. The company believes it has a strong or leading position in most of the markets it serves. |
| Business Plan |
| The company has implemented a strategic plan designed to 1) sustain profitable growth through the acquisition of key distributors in selected markets; 2) achieve and maintain a low-cost supplier position in each market segment where the company participates and 3) build a unified, cohesive organization, staffed by skilled employees who are responsive to changing customer requirements. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used for repayment of bank debt, payment of an S Corporation distribution and for general corporate purposes. |