| Hawk Corporation | |||
| Proposed Ticker: | HWK | 200 Public Square, Suite 30-5000 | |
| Exchange: | New York Stock Exchange | Cleveland, OH 44114 | |
| Industry: | Manufacturing (SIC Code 3499) | (216) 861-3553 | |
| # of Employees: | 1258 | ||
| Type of Shares: | Class A Common Shares | Filing Date: | 11/19/97 | |
| U.S. Shares Filed: | 0 | Filing Price: | - | |
| Non-U.S. Shares Filed: | 0 | Offering Amount: | $105,000,000 | |
| Primary Shares: | 0 | Expenses: | - | |
| Secondary Shares: | 0 | Shares Out After: |
| Manager | Tier | Phone |
| Schroder Wertheim & Company, Incorporated | Lead Manager | (212) 492-6900 |
| Donaldson, Lufkin & Jenrette Securities Corp. | Co-manager | (212) 371-0641 |
| McDonald & Company Securities, Inc. | Co-manager | (216) 443-2370 |
| Issuer's Law Firm: | Kohrman Jackson & Krantz P.L.L. |
| Bank's Law Firm: | Arter & Hadden |
| Auditor: | Ernst & Young |
| Registrar/Transfer Agent: | Continental Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 9 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 9/30/97 | 9/30/96 | 9/30/97 | ||
| Revenue: | $124.00 | $116.36 | $93.67 | Assets: | $170.91 |
| Net Income: | -$3.30 | $3.02 | -$1.53 | Curr Assets: | $54.84 |
| EPS: | -$1.20 | $1.72 | -$0.87 | Liabilities: | $172.36 |
| Prior EPS: | $0.28 | $10.20 | $2.79 | Curr Liabilities: | $24.25 |
| Cash Flow/Oper: | $5.87 | -$1.62 | $5.84 | Equity: | -$1.45 |
| Cash Flow/Fin: | $27.25 | -$30.72 | -$7.51 | Cash: | $3.63 |
| Cash Flow/Inv: | -$8.11 | -$30.72 | Working Cap: | $30.60 | |
| Business Description |
| The company designs, engineers, manufactures and markets specialized components, principally made from powder metals, used in a wide variety of aerospace, industrial and commercial applications. The Company is a leading worldwide supplier of friction products for brakes, clutches and transmissions used in aerospace, industrial and specialty applications. Friction products represented 68.9% of Company sales in the first nine months of 1997. Hawk is also a leading supplier of powder metal components for industrial applications, including pump, motor and transmission elements, gears, pistons and anti-lock brake sensor rings. In addition, the Company designs and manufactures die-cast aluminum rotors for small electric motors used in appliances, business equipment and exhaust fans. The Company focuses on manufacturing products requiring sophisticated engineering and production techniques for applications in markets in which it has achieved a significant market share. |
| Competition |
| The principal industries in which the Company competes are competitive and fragmented, with many small manufacturers and only a few manufacturers that generate sales in excess of $50 million. The larger competitors may have financial and other resources substantially greater than those of the Company. The Company competes for new business principally at the beginning of the development of new applications and at the redesign of existing applications by its customers. For example, new model development for the Company's aircraft braking system customers generally begins two to five years prior to full scale production of new braking systems. Product redesign initiatives by customers typically involve long lead times as well. Although the Company has been successful in the past in obtaining this new business, there is no assurance that the Company will continue to obtain such business in the future. The Company also competes with manufacturers using different technologies, such as carbon composite ("carbon-carbon") friction materials for aircraft braking systems. There is no assurance that competition from these technologies or others will not adversely affect the Company's business, financial condition and results of operations. |
| Business Plan |
| The Company's business strategy includes the following principal elements: (I) Focus on High-Margin, Specialty Applications, (ii) New Product Introduction, (iii) Pursuit of Strategic Acquisitions, (iv) Expanding International Sales and (v) Leveraging Customer Relationships. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to redeem all of the company's 12% senior subordinated notes, to effect the preferred stock redemption and for working capital and for general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| William J. O'Neill, Jr. | 26.30% | |
| Norman C. Harbert | 21.60% | |
| Ronald E. Weinberg | 21.10% | |
| Connecticut General Life Insurance Company | 12.00% | |
| CIGNA Mezzanine Partners III, L.P. | 6.00% |
| Officer Name | Title | Age |
| Norman C. Harbert | Chairman of the Board, Chief Executive Officer, President and Director | 64 |
| Jeffrey H. Berlin | Executive Vice President | 35 |
| Douglas D. Wilson | Executive Vice President, President -- FPC and President -- SKW | 53 |
| Jess F. Helsel | President -- Helsel | 72 |
| Timothy J. Houghton | President -- Hutchinson | 53 |
| Byron S. Krantz | Secretary and Director | 62 |
| Thomas A. Gilbride | Vice President-Finance | 44 |
| Ronald E. Weinberg | Vice-Chairman of the Board, Treasurer and Director | 56 |