-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QTXpkwByLCRuh9TIBjH9xHAEqhB+A93ZEL60yy/fifrSSMRIuXi+cNxF2kYZMXOz 3DZ1X9NmJFw3lG/aGOuvvg== 0000950123-96-006503.txt : 19961115 0000950123-96-006503.hdr.sgml : 19961115 ACCESSION NUMBER: 0000950123-96-006503 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961113 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: K&F INDUSTRIES INC CENTRAL INDEX KEY: 0000851797 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT PART & AUXILIARY EQUIPMENT, NEC [3728] IRS NUMBER: 341614845 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-29035 FILM NUMBER: 96661351 BUSINESS ADDRESS: STREET 1: 600 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2122970900 MAIL ADDRESS: STREET 1: 600 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10016 10-Q 1 FORM 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30,1996 or ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 33-29035 K & F Industries, Inc. (Exact name of Registrant as specified in its charter) Delaware 34-1614845 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 600 Third Avenue, New York, New York 10016 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code (212) 297-0900 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes /X/ No As of November 1, 1996, there were 553,344 shares of Class A common stock outstanding and 458,994 shares of Class B common stock outstanding. All of the Class A common stock of the Company except one share is owned by the Chairman of the Company, all of the Class B common stock is owned by Loral Space & Communications Ltd. and all of the preferred stock except 44,999 shares is owned by four limited partnerships of Lehman Brothers Holdings Inc. 2 PART I. FINANCIAL INFORMATION K & F INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED)
September 30, March 31, 1996 1996 ------------- ------------- ASSETS: Current Assets: Cash and cash equivalents $ 5,207,000 $ 2,412,000 Accounts receivable, net 36,197,000 35,228,000 Inventory 67,150,000 63,332,000 Other current assets 1,363,000 832,000 ------------- ------------- Total current assets 109,917,000 101,804,000 ------------- ------------- Property, plant and equipment 132,426,000 125,124,000 Less, accumulated depreciation and amortization 64,474,000 60,080,000 ------------- ------------- 67,952,000 65,044,000 ------------- ------------- Deferred charges, net of amortization 25,286,000 24,082,000 Cost in excess of net assets acquired, net of amortization 199,064,000 202,119,000 Intangible assets, net of amortization 21,296,000 22,988,000 ------------- ------------- $ 423,515,000 $ 416,037,000 ============= ============= LIABILITIES AND STOCKHOLDERS' DEFICIENCY: Current Liabilities: Accounts payable, trade $ 9,676,000 $ 12,485,000 Current portion of senior term loan 2,000,000 -- Interest payable 6,040,000 8,217,000 Other current liabilities 50,532,000 44,775,000 ------------- ------------- Total current liabilities 68,248,000 65,477,000 ------------- ------------- Postretirement benefit obligation other than pensions 74,138,000 75,390,000 Other long-term liabilities 20,123,000 20,871,000 Senior term loan 38,000,000 -- Senior revolving loan 22,000,000 14,000,000 11 7/8% senior secured notes due 2003 100,000,000 100,000,000 10 3/8% senior subordinated notes due 2004 140,000,000 -- 13 3/4% senior subordinated debentures due 2001 -- 180,000,000 Stockholders' Deficiency: Preferred stock, $.01 par value-authorized, 1,050,000 shares; issued and outstanding, 1,027,635 shares (liquidation preference of $60,110,000) 10,000 10,000 Common stock, Class B, $.01 par value- authorized, 460,000 shares; issued and outstanding, 458,994 shares (liquidation preference of $26,848,000) 5,000 5,000 Common stock, Class A, $.01 par value- authorized, 2,100,000 shares; issued and outstanding, 553,344 shares 6,000 6,000 Additional paid-in capital 155,350,000 155,350,000 Deficit (183,471,000) (184,049,000) Adjustment to equity for minimum pension liability (10,572,000) (10,572,000) Cumulative translation adjustment (322,000) (451,000) ------------- ------------- Total stockholders' deficiency (38,994,000) (39,701,000) ------------- ------------- $ 423,515,000 $ 416,037,000 ============= =============
See notes to consolidated financial statements. 2 3 K & F INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Six Months Ended ----------------------------------- September 30, September 30, 1996 1995 ------------- ------------- Sales $ 142,503,000 $ 131,486,000 Costs and expenses 108,056,000 104,024,000 Amortization 5,203,000 5,213,000 ------------- ------------- Operating income 29,244,000 22,249,000 Interest and investment income 714,000 393,000 Interest expense (20,018,000) (21,298,000) ------------- ------------- Income before income taxes and extraordinary charge 9,940,000 1,344,000 Income taxes (220,000) -- ------------- ------------- Income before extraordinary charge 9,720,000 1,344,000 Extraordinary charge from early extinguishment of debt (9,142,000) -- ------------- ------------- Net income $ 578,000 $ 1,344,000 ============= =============
See notes to consolidated financial statements. 3 4 K & F INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended --------------------------------- September 30, September 30, 1996 1995 ------------ ------------ Sales $ 70,966,000 $ 69,193,000 Costs and expenses 54,182,000 53,473,000 Amortization 2,602,000 2,598,000 ------------ ------------ Operating income 14,182,000 13,122,000 Interest and investment income 666,000 174,000 Interest expense (10,398,000) (10,653,000) ------------ ------------ Income before income taxes and extraordinary charge 4,450,000 2,643,000 Income taxes -- -- ------------ ------------ Income before extraordinary charge 4,450,000 2,643,000 Extraordinary charge from early extinguishment of debt 9,142,000 -- ------------ ------------ Net (loss) income $ (4,692,000) $ 2,643,000 ============ ============
See notes to consolidated financial statements. 4 5 K & F INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Six Months Ended ---------------------------------- September 30, September 30, 1996 1995 ------------- ------------ Cash flow from operating activities: Net income $ 578,000 $ 1,344,000 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 9,597,000 9,536,000 Non-cash interest expense - amortization of deferred financing charges 720,000 758,000 Extraordinary charge from early extinguishment of debt 9,142,000 -- Changes in assets and liabilities: Accounts receivable, net (916,000) (3,301,000) Inventory (3,742,000) (1,770,000) Other current assets (531,000) (321,000) Accounts payable, interest payable, and other current liabilities 771,000 3,449,000 Postretirement benefit obligation other than pensions (1,252,000) (1,255,000) Other long-term liabilities (748,000) (3,452,000) ------------- ------------ Net cash provided by operating activities 13,619,000 4,988,000 ------------- ------------ Cash flows from investing activities: Capital expenditures (8,517,000) (2,160,000) Deferred charges (250,000) (326,000) ------------- ------------ Net cash used in investing activities (8,767,000) (2,486,000) ------------- ------------ Cash flows from financing activities: Borrowings under senior term loan 40,000,000 -- Payments of senior revolving loan (40,000,000) -- Borrowings under senior revolving loan 48,000,000 -- Proceeds from issuance of senior subordinated notes 140,000,000 -- Payment of senior subordinated debentures (180,000,000) -- Premiums paid on early extinguishment of debt (4,500,000) -- Deferred charges-financing costs (6,772,000) (300,000) Proceeds from sale and leaseback transaction 1,215,000 -- ------------- ------------ Net cash used in financing activities (2,057,000) (300,000) ------------- ------------ Net increase in cash and cash equivalents 2,795,000 2,202,000 Cash and cash equivalents, beginning of period 2,412,000 8,493,000 ------------- ------------ Cash and cash equivalents, end of period $ 5,207,000 $ 10,695,000 ============= ============ Supplemental cash flow information: Cash interest paid during period $ 21,475,000 $ 20,540,000 ============= ============
See notes to consolidated financial statements. 5 6 K & F INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. The accompanying unaudited consolidated financial statements have been prepared by K & F Industries, Inc. and Subsidiaries (the "Company") pursuant to the rules of the Securities and Exchange Commission ("SEC") and, in the opinion of the Company, include all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of financial position, results of operations and cash flows. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such SEC rules. The Company believes that the disclosures made are adequate to make the information presented not misleading. The consolidated statements of operations for the three and six months ended September 30, 1996 are not necessarily indicative of the results to be expected for the full year. It is suggested that these financial statements be read in conjunction with the audited financial statements and notes thereto included in the Company's March 31, 1996 Annual Report on Form 10-K. 2. Redemption of Debt In May 1996, the Company redeemed $343,000 principal amount of its 13 3/4% Senior Subordinated Debentures due 2001 (the "13 3/4% Debentures") from A. Robert Towbin, who is a member of the Board of Directors of the Company, at a price of 103.65% of the principal amount thereof plus accrued interest. In May 1996, the 13 3/4% Debentures were callable at a price of 103.75% of the principal amount. On August 1,1996, the Company redeemed $9,657,000 principal amount of its 13 3/4% Debentures at a price of 102.5% of the principal amount thereof. On August 14, 1996, the Company entered into an Amended and Restated Credit Agreement consisting of a $40 million term loan facility and a $70 million revolving loan facility. Under the term loan and revolving loan facilities, maturing September 30, 2002 and August 14, 2001, respectively, the Company may select loan arrangements at varying interest rates. On August 15, 1996, the Company issued $140 million principal amount of 10 3/8% Senior Subordinated Notes due 2004 (the 10 3/8% Notes). On September 13, 1996, the Company used the net proceeds from the 10 3/8% Notes, together with borrowings under the Amended and Restated Credit Agreement, to redeem the remaining $170 million outstanding principal amount of the 13 3/4% Debentures at a price of 102.5% of the principal amount thereof. The Company recorded an extraordinary charge of $9,142,000 for the write-off of unamortized financing costs and redemption premiums relating to the redemption of the 13 3/4% Debentures. 6 7 K & F INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 3. Recently Adopted Financial Accounting Pronouncements Effective April 1, 1996, the Company adopted Statement of Financial Accounting Standards (SFAS) No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of." SFAS No. 121 establishes accounting standards for the recognition of an impairment of long-lived assets, certain identifiable intangibles, and goodwill related to those assets to be held and used, and for long-lived assets and certain identifiable intangibles to be disposed of. The adoption of SFAS No. 121 did not have a material effect on the Company's financial position or results of operations. Effective April 1, 1996, the Company adopted SFAS No. 123, "Accounting for Stock-Based Compensation." SFAS No. 123 encourages (but does not require) adoption of the fair value based method of accounting for stock-based compensation plans. Entities may continue to measure compensation costs for those plans using the intrinsic value based method of accounting, but must make pro forma disclosures of net income (loss) as if the accounting provisions of SFAS No. 123 had been adopted. The Company has elected to continue the intrinsic value method of accounting for stock-based compensation plans and provide the required pro forma disclosures. As a result, the adoption of SFAS No. 123 had no effect on the Company's financial position or results of operations. 4. Receivables are summarized as follows:
September 30, March 31, 1996 1996 ------------ ------------ Accounts receivable, principally from commercial customers $ 35,095,000 $ 32,704,000 Accounts receivable, on U. S Government and other long-term contracts 2,215,000 4,136,000 Allowances (1,113,000) (1,612,000) ------------ ------------ $ 36,197,000 $ 35,228,000 ============ ============
5. Inventory consists of the following:
September 30, March 31, 1996 1996 ------------ ------------ Raw materials and work-in-process $ 44,347,000 $ 39,656,000 Finished goods 10,736,000 11,364,000 Inventoried costs related to U.S. Government and other long-term contracts 12,067,000 12,312,000 ------------ ------------ $ 67,150,000 $ 63,332,000 ============ ============
The Company customarily sells original wheel and brake equipment below cost as an investment in a new airframe which is expected to be recovered through the subsequent sale of replacement parts. These commercial investments (losses) are recognized when original equipment is shipped. Losses on U.S. Government contracts are immediately recognized in full when determinable. Inventory is stated at average cost, not in excess of net realizable value. In accordance with industry practice, inventoried costs may contain amounts relating to contracts with long production cycles, a portion of which will not be realized within one year. 7 8 K & F INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 6. Other current liabilities consist of the following:
September 30, March 31, 1996 1996 ----------- ----------- Accrued payroll costs $16,086,000 $15,756,000 Accrued taxes 7,139,000 7,783,000 Accrued costs on long-term contracts 8,054,000 5,195,000 Accrued warranty costs 8,460,000 8,023,000 Customer advances 5,003,000 3,230,000 Postretirement benefit obligation other than pensions 2,000,000 2,000,000 Other 3,790,000 2,788,000 ----------- ----------- $50,532,000 $44,775,000 =========== ===========
7. Contingencies The Company's Aircraft Braking Systems subsidiary has sued Hitco Technologies, Inc. ("Hitco") in Ohio alleging, among other things, breach of its contract to supply carbon. Aircraft Braking Systems Corporation has obtained a preliminary injunction against Hitco enjoining Hitco from violating the carbon supply agreement scheduled to expire in December 1996. Hitco has counterclaimed in the matter seeking, among other things, damages up to $130 million for the alleged breach by Aircraft Braking Systems of long term contracts to purchase carbon. A related action in California has been stayed. Hitco has recently filed an action in federal court alleging misappropriation of trade secrets and seeking to enjoin an alternate supplier from furnishing Aircraft Braking Systems with carbon discs. Trial of the Ohio action is scheduled for January 1997. Based upon the Court's opinion to date, advice of counsel and its own assessment of matters in dispute, the Company does not expect the outcome of the litigation to have a material adverse effect on the Company's financial position or results of operations. Aircraft Braking Systems has been purchasing substantially all of the carbon for its carbon brakes from Hitco under supply arrangements. The Company has commenced a major expansion of its existing carbon manufacturing facility in Akron, Ohio, which is expected to be completed during the first quarter of calendar year 1997 and, when fully operational, will provide the Company with sufficient capacity to meet substantially all, if not all, of its requirements for brake production at the current level of business. The Company has also developed an alternate supplier for carbon. It is anticipated that Hitco's obligation to continue to supply carbon will terminate by the latter of December 1996 or such time as the alleged breaches of contract by Hitco are remedied. While a loss of carbon supply for the carbon brakes manufactured by Aircraft Braking Systems would have a material adverse effect on the Company's business and financial condition, because of the injunction obtained in the litigation with Hitco, and based on the development of an alternate supply source and the expansion of the Company's existing carbon facility, management does not believe that the Company's supply of carbon will be interrupted so as to cause a material disruption to the Company's business. 8 9 K & F INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) There are various lawsuits and claims pending against the Company incidental to its business. Although the final results in such suits and proceedings cannot be predicted with certainty, in the opinion of the Company's management, the ultimate liability, if any, will not have a material adverse effect on the Company's financial position or results of operations. 9 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION Comparison of Results of Operations for the Six Months Ended September 30, 1996 and September 30, 1995 Sales for the first half of fiscal year 1997 totaled $142,503,000 reflecting an increase of $11,017,000 or 8.4% compared with $131,486,000 for the same period in the prior year. This increase was due to higher sales of wheels and brakes for commercial transport and general aviation aircraft of $12,752,000, primarily on the DC-9, DC-10, MD-90 and Beech programs. Partially offsetting this increase were lower military sales of $1,735,000 on various programs. Operating income increased 31.4% to $29,244,000 or 20.5% of sales for the first half of fiscal year 1997 compared with $22,249,000 or 16.9% of sales for the same period in the prior year. Operating margins increased primarily due to the overhead absorption effect relating to the higher sales volume and lower shipments of original equipment to airframe manufacturers at or below the cost of production. Partially offsetting this increase were higher independent research and development costs primarily relating to the MD-90 and A-319 programs. Interest expense, net decreased by $1,601,000 for the first half of fiscal year 1997 compared with the same period in the prior year. This decrease was primarily due to a lower average principal balance on the 13 3/4% Senior Subordinated Debentures due 2001 (the "13 3/4% Debentures") and lower interest rates as a result of refinancing the 13 3/4% Debentures with $140 million principal amount of 10 3/8% Senior Subordinated Notes due 2004 (the "10 3/8% Notes") on August 15, 1996, and borrowings under the Amended and Restated Credit Agreement. This decrease was partially offset by the need to keep outstanding both the 13 3/4% Debentures and the 10 3/8% Notes during the redemption notification period of 30 days. (See Liquidity and Financial Condition.) Approximately 380 hourly employees of the Company's Aircraft Braking Systems subsidiary are represented by the United Auto Workers' Union. Aircraft Braking Systems' three-year contract with the United Auto Workers' Union expired on August 10, 1991. Aircraft Braking Systems has not had a ratified collective bargaining agreement since August 10, 1991, but has operated under Company implemented terms and conditions of employment. The Company is currently involved in discussions with union representatives regarding a new collective bargaining agreement. The Company believes that, whether or not a satisfactory agreement is reached, there will be no material disruption to the business of Aircraft Braking Systems. Comparison of Results of Operations for the Three Months Ended September 30, 1996 and September 30, 1995 Sales for the second quarter of fiscal year 1997 totaled $70,966,000 reflecting an increase of $1,773,000 or 2.6% compared with $69,193,000 for the same period in the prior year. This increase was due to higher sales of wheels and brakes for commercial transport and general aviation aircraft of $4,163,000, primarily on the MD-90 and Beech programs. Partially offsetting this increase were lower military sales of $2,390,000 on various programs. 10 11 Operating income increased 8.1% to $14,182,000 or 20.0% of sales for the second quarter of fiscal year 1997 compared with $13,122,000 or 19.0% of sales for the same period in the prior year. Operating margins increased primarily due to lower shipments of original equipment to airframe manufacturers at or below the cost of production. Partially offsetting this increase were higher independent research and development costs primarily relating to the MD-90 and A-319 programs. Interest expense, net decreased $747,000 for the second quarter of fiscal year 1997 compared with the same period in the prior year. This decrease was primarily due to a lower average principal balance on the 13 3/4% Senior Subordinated Debentures due 2001 and lower interest rates as a result of the refinancing the 13 3/4% Debentures with $140 million principal amount of 10 3/8% Senior Subordinated Notes due 2004 on August 15, 1996, and borrowings under the Amended and Restated Credit Agreement. This decrease was partially offset by the need to keep outstanding both the 13 3/4% Debentures and the 10 3/8% Notes during the redemption notification period of 30 days. (See Liquidity and Financial Condition.) Liquidity and Financial Condition The Company expects that its principal use of funds for the next several years will be to pay interest and principal on indebtedness, fund capital expenditures and make investments in equipment for new airframes. The Company's primary source of funds for conducting its business activities and servicing its indebtedness has been cash generated from operations and borrowings under its $70 million revolving loan facility (subject to a borrowing base of a portion of eligible accounts receivable and inventory), which has been extended until August 14, 2001. At September 30, 1996, the Company had $30.7 million available under the revolving loan facility. In May 1996 the Company redeemed $343,000 principal amount of its 13 3/4% Debentures at a price of 103.65% of the principal amount thereof. On August 1,1996, the Company redeemed $9,657,000 principal amount of its 13 3/4% Debentures at a price of 102.5% of the principal amount thereof. On August 14, 1996, the Company entered into an Amended and Restated Credit Agreement consisting of a $40 million term loan facility and a $70 million revolving loan facility. Under the term loan and revolving loan facilities, maturing September 30, 2002 and August 14, 2001, respectively, the Company may select loan arrangements at varying interest rates. On August 15, 1996, the Company issued $140 million principal amount of 10 3/8% Senior Subordinated Notes due 2004. On September 13, 1996, the Company used the net proceeds from the 10 3/8% Notes, together with borrowings under the Amended and Restated Credit Agreement, to redeem the remaining $170 million outstanding principal amount of the 13 3/4% Debentures at a price of 102.5% of the principal amount thereof. The Company recorded an extraordinary charge of $9,142,000 for the write-off of unamortized financing costs and redemption premiums relating to the redemption of the 13 3/4% Debentures. In connection with the refinancing of the 13 3/4% Debentures with lower interest rate debt, the Company expects to save between $5 million and $6 million in annual interest expense, dependent upon the floating interest rates of the Amended and Restated Credit Agreement. 11 12 Recently Adopted Financial Accounting Pronouncements Effective April 1, 1996, the Company adopted Statement of Financial Accounting Standards (SFAS) No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of." SFAS No. 121 establishes accounting standards for the recognition of an impairment of long-lived assets, certain identifiable intangibles, and goodwill related to those assets to be held and used, and for long-lived assets and certain identifiable intangibles to be disposed of. The adoption of SFAS No. 121 did not have a material effect on the Company's financial position or results of operations. Effective April 1, 1996, the Company adopted SFAS No. 123, "Accounting for Stock-Based Compensation." SFAS No. 123 encourages (but does not require) adoption of the fair value based method of accounting for stock-based compensation plans. Entities may continue to measure compensation costs for those plans using the intrinsic value based method of accounting, but must make pro forma disclosures of net income (loss) as if the accounting provisions of SFAS No. 123 had been adopted. The Company has elected to continue the intrinsic value method of accounting for stock-based compensation plans and provide the required pro forma disclosures. As a result, the adoption of SFAS No. 123 had no effect on the Company's financial position or results of operations. 12 13 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. None (b) Reports on Form 8-K. There were no reports on Form 8-K for the three months ended September 30, 1996. 13 14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. K & F INDUSTRIES, INC. ---------------------- Registrant DIRKSON R. CHARLES ---------------------- Dirkson R. Charles Chief Financial Officer and Registrant's Authorized Officer Dated: November 13, 1996 14 15 EXHIBIT INDEX ------------- Exhibit 27 Financial Data Schedule EX-27 2 FINANCIAL DATA SCHEDULE
5 6-MOS MAR-31-1997 APR-01-1996 SEP-30-1996 5,207,000 0 37,310,000 1,113,000 67,150,000 109,917,000 132,426,000 64,474,000 423,515,000 68,248,000 302,000,000 0 10,000 11,000 (39,015,000) 423,515,000 142,503,000 142,503,000 90,823,000 90,823,000 9,508,000 0 20,018,000 9,940,000 220,000 9,720,000 0 9,142,000 0 578,000 0 0
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