IPO Company Profile
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Pentacon, Inc.
9821 Katy Freeway, Suite 500, Houston, TX 77024 * (713) 464-7770

The company is a leading distributor of fasteners and other small parts and provider of related inventory procurement and management services to original equipment manufacturers on a worldwide basis.

Primary Underwriting Group
ManagerTierPhone
Donaldson, Lufkin & Jenrette Securities Corp.Lead Manager (212) 371-0641
BT Alex BrownCo-manager (410) 727-1700
Schroder Wertheim & Company, IncorporatedCo-manager (212) 492-6900

Offering Information
NYSE:JIT Wholesale: SIC 5085
Type of Shares:Common Shares Filing Date:12/3/97
U.S. Shares:5,200,000 Offer Date:3/9/98
Non-U.S. Shares:0 Filing Range:$8.00 - $10.00
Primary Shares:5,200,000 Offer Price:$10.00
Secondary Shares:0 Gross Spread:$0.98
Offering Amount: $46,800,000 Selling:$0.70
Expenses:$0 Reallowance:$0.10
Post-IPO Shares:13,323,585
Employees:516

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Andrews & Kurth
Bank's Law Firm: Baker & Botts
Auditor: Ernst & Young

Selected Financial Data

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
9/30/97 9/30/97
Revenue:$112.80Assets:$117.10
Net Income:$4.86Curr Assets:$63.39
EPS:Liabilities:$79.03
Prior EPS:Curr Liab:$34.69
Cash Flow/Oper:Equity:$38.08
Cash Flow/Fin:Cash:$3.63
Cash Flow/Inv:Working Cap:$28.70

Competition
The Company is engaged in a highly fragmented and competitive industry. Competition is based primarily on service, quality and geographic proximity. The Company competes with a large number of fastener distributors on a regional and local basis, some of which may have greater financial resources than the Company and some of which are public companies or divisions of public companies. The Company may also face competition for acquisition candidates from these companies, some of whom have acquired fastener distribution businesses during the past decade. Other smaller fastener distributors may also seek acquisitions from time to time.

Business Plan
The Company intends to become the leading fastener and small parts distributor on a worldwide basis. Key elements of the Company's strategy to achieve its objective are: (I) Provide Value-Added Services, (ii) Deliver Superior Customer Service, (iii) Accelerate Internal Sales Growth, (iv) Expand Operating Margins and (v) Aggressively Pursue Acquisitions.

Use of Proceeds
The proceeds from the proposed offering will be used to repay certain indebtedness, including the obligation to pay the cash portion of the purchase price for the founding companies.

Executive Officers and Directors
Officer NameTitleAge
Mark E. BaldwinChairman of the Board and Chief Executive Officer44
Cary M. GrossmanPresident and Director43
Jack L. FaticaPresident, Chief Operating Officer and Director53
Brian FontanaSenior Vice President and Chief Financial Officer40
Bruce M. TatenSenior Vice President, Chief Administrative Officer and General Counsel41

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