Essex International, Inc.
Ticker:SXC 1601 Wall Street
Exchange:New York Stock Exchange Fort Wayne, IN 46802
Industry:Manufacturing (SIC Code 3357) (219) 461-4000

Offering Information
Type of Shares:Common Shares Filing Date:2/19/97
U.S. Shares:5,750,000 Offer Date:4/17/97
Non-U.S. Shares:0 Filing Range:$17.00 - $20.00
Primary Shares:5,750,000 Offer Price:$17.00
Secondary Shares:0 Gross Spread:$1.02
Offering Amount: $106,375,000 Selling:$0.60
Expenses:$1,500,000 Reallowance:$0.10
Shares Out After: -

Primary Underwriting Group
ManagerTierPhone
Goldman, Sachs & Co.Lead Manager (212) 902-5959
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641
Lehman Brothers IncorporatedCo-manager (212) 526-8100
Smith Barney Inc.Co-manager (212) 723-7300

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Cravath, Swaine & Moore
Bank's Law Firm: Sullivan & Cromwell
Auditor: Ernst & Young
Registrar/Transfer Agent: Bank of New York

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/96 12/31/96
Revenue:$1,332.00Assets:$842.76
Net Income:$36.33Curr Assets:
EPS:Liabilities:$684.04
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$64.58Equity:$158.72
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a leading North American developer, manufacturer and distributor of copper electrical wire and cable products. Founded in 1930, the company serves over 11,000 worldwide customers in a wide range of industrial markets from its 28 manufacturing facilities and 48 service centers located throughout the United States and Canada. Since 1993, the company has significantly strengthened its market positions through expanded sales efforts and acquisitions, and has improved its manufacturing capacity and production efficiencies through capital expenditure and productivity improvement programs. As a result of these efforts, from 1993 to 1996, the company's net sales volumes grew at a compound annual growth rate of approximately 8%, generating $1.3 billion net sales in 1996, while its earnings before interest, taxes, depreciation and amortization grew at a CAGR of 22%, from $77 million in 1993 to $140 million in 1996.

Competition
In each of the company's businesses, the company experiences competition from at least one major competitor. However, due to the diversity of the company's product lines as a whole, no single competitor competes with the company across the entire spectrum of the company's product lines. Thus, the company's diversity of end users insulate it from adverse conditions in any one business unit or any one product line.

Business Plan
The company has established a strategy that is designed to exploit its competitive strengths and position it to pursue opportunities for future growth. The key elements of this strategy are: 1) capitalize on size and scope of operations; 2) enhance strong market positions; 3) maintain leadership in quality and productivity; 4) capitalize on industry growth opportunities; 5) pursue acquisition opportunities; 6) expand international business.

Use of Proceeds
The proceeds from the proposed offering will be used to repay outstanding indebtedness under the Essex Term Loan and Essex Revolving Credit Agreement for general corporate purposes.

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