1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO -------- -------- COMMISSION FILE NUMBER 0-6354 AMERICAN VANGUARD CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 95-2588080 (State or other jurisdiction of (I.R.S. Employer Incorporation or organization) Identification Number) 4695 MacArthur Court, Newport Beach, California 92660 - ----------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (714) 260-1200 -------------- (Registrant's telephone number, including area code) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (Former name, former address and former fiscal year, if changed since last report) 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 --- --- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No --- --- APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, $.10 Par Value -- 2,507,829 shares as of September 30, 1997.
2 AMERICAN VANGUARD CORPORATION INDEX ----- <TABLE> <CAPTION> PART I - FINANCIAL INFORMATION Page Number ----------- <S> <C> Item 1. Financial Statements. Consolidated Statements of Operations for the three and nine months ended September 30, 1997 and 1996 1 Consolidated Balance Sheets as of September 30, 1997 and December 31, 1996 2 Consolidated Statements of Cash Flows for the nine months ended September 30, 1997 and 1996 4 Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II - OTHER INFORMATION 15 SIGNATURE PAGE 16 </TABLE>
3 PART I. FINANCIAL INFORMATION - ----------------------------- ITEM 1. FINANCIAL STATEMENTS AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) <TABLE> <CAPTION> For the three months For the nine months ended September 30 ended September 30 ------------------------ ------------------------ 1997 1996 1997 1996 ---- ---- ---- ---- <S> <C> <C> <C> <C> Net sales $16,586,800 $ 9,094,300 $43,133,100 $29,407,400 Cost of sales 11,305,700 5,401,800 26,363,100 18,295,700 ---------- ---------- ---------- ---------- Gross profit 5,281,100 3,692,500 16,770,000 11,111,700 Operating expenses 5,376,700 3,419,900 15,015,100 9,797,400 ---------- ---------- ---------- ---------- Operating income (loss) (95,600) 272,600 1,754,900 1,314,300 Interest expense (444,500) (230,400) (1,230,900) (687,300) Interest income 2,400 2,200 9,300 6,600 ---------- ---------- ---------- ---------- Income (loss) before income taxes (537,700) 44,400 533,300 633,600 Income taxes benefit (expense) 215,100 (17,800) (223,900) (257,000) ---------- ---------- ---------- ---------- Net income (loss) $ (322,600) $ 26,600 $ 309,400 $ 376,600 ========== ========== ========== ========== Net income (loss) per share $ (.13) $ .01 $ .12 $ .15 ========== ========== ========== ========== Weighted average number of shares 2,507,829 2,521,862 2,507,829 2,522,006 ========== ========== ========== ========== </TABLE> See notes to consolidated financial statements. 1
4 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS <TABLE> <CAPTION> September 30, Dec. 31, ASSETS (NOTE 6) 1997 1996 -------- ------ (Unaudited) (Note) <S> <C> <C> Current assets: Cash $ 591,200 $ 632,400 Receivables: Trade 20,766,900 16,529,900 Other 180,800 198,800 ----------- ----------- 20,947,700 16,728,700 ----------- ----------- Inventories (note 2) 16,072,300 11,350,300 Prepaid expenses 1,027,000 653,600 ----------- ----------- Total current assets 38,638,200 29,365,000 Property, plant and equipment, net (note 3) 12,928,500 12,927,500 Land held for development 210,800 210,800 Cost in excess of assets acquired, net 3,351,000 3,532,200 Deferred charges, net 1,569,600 1,660,100 Other assets 256,600 332,700 ----------- ----------- $56,954,700 $48,028,300 =========== =========== </TABLE> (Continued) See notes to consolidated financial statements. 2
5 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS <TABLE> <CAPTION> September 30, Dec. 31, LIABILITIES AND STOCKHOLDERS' EQUITY 1997 1996 ------- ------ (Unaudited) (Note) <S> <C> <C> Current liabilities: Current installments of long-term debt $ 1,240,400 $ 1,160,500 Accounts payable 4,293,500 3,002,300 Accrued expenses 3,110,000 4,750,600 Accrued royalty obligation current portion 1,600,000 1,600,000 Income taxes payable 152,800 946,200 Legal settlements payable 52,500 52,500 ------------ ------------ Total current liabilities 10,449,200 11,512,100 Note payable to bank 18,000,000 7,000,000 Long-term debt, excluding current installments 3,487,900 4,373,100 Accrued royalty obligation, excluding current portion 2,777,500 3,062,000 Deferred income taxes 2,695,600 2,695,600 ------------ ------------ Total liabilities 37,410,200 28,642,800 ------------ ------------ Stockholders' Equity: (note 4) Preferred stock, $.10 par value per share; authorized 400,000 shares; none issued -- -- Common stock, $.10 par value per share; authorized 10,000,000 shares; 2,564,429 shares issued 256,400 256,400 Additional paid-in capital 3,879,000 3,879,000 Retained earnings 15,768,000 15,609,000 ------------ ------------ 19,903,400 19,744,400 Treasury stock at cost (56,600 shares) (358,900) (358,900) ------------ ------------ Total stockholders' equity 19,544,500 19,385,500 ------------ ------------ $ 56,954,700 $ 48,028,300 ============ ============ </TABLE> Note: The balance sheet at December 31, 1996 has been derived from the audited financial statements at that date (Note 1). See notes to consolidated financial statements. 3
6 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (UNAUDITED) <TABLE> <CAPTION> Increase (decrease) in cash 1997 1996 ---- ---- <S> <C> <C> Cash flows from operating activities: Net income $ 309,400 $ 376,600 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 2,028,700 1,761,700 Changes in assets and liabilities associated with operations: Decrease (increase) in receivables (4,219,000) 6,669,600 Increase in inventories (4,722,000) (3,836,200) Increase in prepaid expenses (373,400) (247,200) Increase (decrease) in accounts payable 1,291,200 (1,363,600) Decrease in other payables and accrued expenses (2,718,500) (2,837,100) ----------- ----------- Net cash provided by (used in) operating activities (8,403,600) 523,800 ----------- ----------- Cash flows from investing activities: Capital expenditures (1,669,800) (951,600) Increase in deferred charges (1,600) (12,000) Net increase in other noncurrent assets (10,500) (73,300) ----------- ----------- Net cash used in investing activities (1,681,900) (1,036,900) ----------- ----------- </TABLE> (Continued) See notes to consolidated financial statements. 4
7 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996 (UNAUDITED) <TABLE> <CAPTION> Increase (decrease) in cash 1997 1996 ---- ---- <S> <C> <C> Cash flows from financing activities: Net borrowings under line of credit agreement $ 11,000,000 $ 1,700,000 Increase in long-term debt 47,300 96,600 Principal payments on long-term debt (852,600) (1,024,900) Acquisition of treasury stock -0- (35,000) Payment of cash dividends (150,400) (138,000) ------------ ------------ Net cash provided by financing activities 10,044,300 598,700 ------------ ------------ Net increase (decrease) in cash (41,200) 85,600 Cash at beginning of year 632,400 331,600 ------------ ------------ Cash as of September 30 $ 591,200 $ 417,200 ============ ============ </TABLE> On March 15, 1996, the Company distributed 233,058 shares of Common Stock in connection with a 10% Common Stock dividend to stockholders of record as of February 29, 1996. As a result of the stock dividend, Common Stock was increased by $23,300, additional paid-in capital was increased by $2,190,800, and retained earnings was decreased by $2,214,100 (Note 4). See notes to consolidated financial statements. 5
8 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation, have been included. Operating results for the three and nine-month periods ended September 30, 1997 are not necessarily indicative of the results that may be expected for the year ending December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. 2. Inventories - The components of inventories consist of the following: <TABLE> <CAPTION> Sept. 30, 1997 December 31, 1996 -------------- ----------------- <S> <C> <C> Finished products $12,634,600 $ 8,108,800 Raw materials 3,437,700 3,241,500 ---------- ---------- $16,072,300 $11,350,300 ========== ========== </TABLE> 3. Property, plant and equipment at September 30, 1997 and December 31, 1996, consists of the following: <TABLE> <CAPTION> Sept. 30, December 31, 1997 1996 ---- ---- <S> <C> <C> Land $ 2,382,600 $ 2,382,600 Buildings and improvements 3,822,900 3,812,300 Machinery and equipment 21,409,000 20,677,000 Office furniture and fixtures 1,112,700 1,031,400 Automotive equipment 105,000 105,000 Construction in progress 2,049,400 1,203,500 ----------- ----------- 30,881,600 29,211,800 Less accumulated depreciation 17,953,100 16,284,300 ----------- ----------- $12,928,500 $12,927,500 =========== =========== </TABLE> 6
9 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED 4. On March 12, 1997, the Company announced that the Board of Directors declared a cash dividend of $.06 per share. The dividend was paid on March 31, 1997 to stockholders of record as of March 20, 1997. In February 1996, the Company announced that the Board of Directors declared a cash dividend of $.06 per share as well as a 10% stock dividend. Both dividends were distributed on March 15, 1996 to stockholders of record at the close of business on February 29, 1996. The cash dividend was paid on the number of shares outstanding prior to the 10% stock dividend. 5. Earnings Per Share - Earnings per share is computed by dividing net income by the weighted average number of shares outstanding after giving effect to the stock dividend described in Note 4 during the respective period. 6. Substantially all of the Company's assets not otherwise specifically pledged as collateral on existing loans and capital leases, are pledged as collateral under the Company's credit agreement with a bank. As referenced in Note 1, for further information, refer to the consolidated financial statements and footnotes thereto (specifically Note 4) included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. 7. Reclassification - Certain items have been reclassified in the prior period consolidated financial statements to conform with the September 30, 1997, presentation. 7
10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS - --------------------- QUARTER ENDED SEPTEMBER 30: - --------------------------- Net sales increased $7,492,500 or 82% to $16,586,800 for the quarter ended September 30, 1997 from $9,094,300 for the same period in 1996. The reason for the significant increase in sales is due to the strong demand for certain of the Company's product lines. Sales of Metam Sodium, PCNB and, to a lesser extent, Naled and Mevinphos, drove the increase. The increase in Metam Sodium is attributable to the acquisition of the Vapam(R) product line in December 1996. PCNB sales increased as the result of the introduction of a new PCNB formula and an increase in foreign sales (from depressed foreign sales levels the year before). Sales of Naled were up in the third quarter because of heavy insect pressure and a concentrated expanded foreign sales effort drove the increase in Mevinphos sales. In spite of the significant increase in sales, the Company reported a net loss of $322,600 or a $.13 loss per share for the third quarter ended September 30, 1997 as compared to net income of $26,600 or $.01 earnings per share for the same period in 1996. This was a function of a lower gross profit margin and significant increases in operating expenses which are discussed below. Gross profits increased $1,588,600 to $5,281,100 for the three months ended September 30, 1997 from $3,692,500 for the same period in 1996. In spite of the increase in overall gross profits, the gross profit percentage declined to 32% for the quarter ended September 30, 1997 from 41% for the quarter ended September 30, 1996. The decrease in the gross profit percentage was primarily attributable to the sales mix of the Company's products and an enhancement of the Company's PCNB manufacturing facility. The Company invested in an octane recovery system for the PCNB manufacturing facility which curtailed PCNB manufacturing for approximately seventy-five days during the quarter ended September 30, 1997. Based upon historical performance, PCNB manufacturing operations would have absorbed in excess of one million dollars of manufacturing costs. 8
11 The octane recovery system will improve octane recovery and reduce hazardous waste generation by an estimated $350,000 per year. Operating expenses, which are net of other income, increased by $1,956,800 to $5,376,700 for the quarter ended September 30, 1997 as compared to $3,419,900 for the same period in 1996. The differences in operating expenses by specific departmental costs are as follows: o Selling and regulatory expenses increased by $610,100 in the third quarter of 1997 as compared to the same quarter in the prior year. As noted in the second quarter, the Company, in order to support and grow the Vapam(R)product line, made investments in its technical, sales and marketing infrastructure which included the hiring of additional technical and sales individuals. These investments accounted for approximately $320,500 of the increase in selling and regulatory expenses. Due to the significant increase in sales in the third quarter, product liability insurance increased $158,700 over the same quarter last year. The balance of the increase was due primarily to increased variable selling expenses (primarily rebates and royalties) that relate directly to the increase in sales levels for the quarter ended September 30, 1997 as compared to the same period in 1996. o General and administrative expenses increased $604,100 in the third quarter of 1997 over the same quarter in 1996. The increase was primarily attributable to an increase in legal fees of approximately $311,400. Approximately half of this increase, $153,700, was incurred in legal actions in which the Company is the plaintiff. General and administrative expenses also increased in 1997 due to the amortization of goodwill purchased in connection with the acquisition of the Vapam(R)product line in December 1996 in the amount of $78,800. The balance of the increase in general and administrative expenses during the third quarter of 1997 resulted from the hiring of an executive officer in the fourth quarter of 1996 and increases in environmental related consulting expenses. 9
12 o Research and development expenses increased $104,700 in the third quarter of 1997 primarily due to an increase in costs incurred to generate scientific data related to registration of the Company's products. This increase is primarily attributable to an increase in research and development costs in connection with Mevinphos products of $69,500, Bidrin(R) products of $67,800 and Metam Sodium products of $69,900 offset by decreases in research costs for NAA products of $100,400 and DDVP products of $10,300. o Shipping and receiving costs increased by $670,200 in the third quarter of 1997 primarily due to the increased volume of Metam Sodium (Vapam(R)) sales which resulted in increased shipping and storage costs. Interest costs were $444,500 during the three months ended September 30, 1997 as compared to $230,400 for the same period in 1996. The average level of borrowing under the Company's line of credit agreement was $16,527,700 for the third quarter of 1997 as compared to $4,687,000 for the same period in 1996. The average level of long-term debt was $4,844,300 for the third quarter of 1997 as compared to $6,069,000 for the same period in 1996. On a combined basis, the Company's average debt for the third quarter of 1997 was $21,372,000 as compared to $10,756,000 for the third quarter of 1996. With interest rates fairly stable and comparative during the third quarter of 1997 as compared to the third quarter of 1996, the significantly higher debt level in 1997, almost twice the 1996 level, resulted in the significant increase in interest expense in the third quarter of 1997. Weather patterns can have an impact on the Company's operations. Weather conditions influence pest population by impacting gestation cycles for particular pests and the effectiveness of some of the Company's products, among other factors. The end user of some of the Company's products may, because of weather patterns, delay or intermittently disrupt field work during the planting season which may result in a reduction of the use of some of the Company's products. Because of elements inherent to the Company's business, such as differing and unpredictable weather patterns, crop growing cycles, changes in product mix of sales, ordering patterns that may vary in timing, and promotional/early order programs, measuring the Company's performance on a quarterly basis, (gross 10
13 profit margins on a quarterly basis may vary significantly) even when such comparisons are favorable, is not as meaningful an indicator as full-year comparisons. Because most of the Company's cost structure is fixed, at least in the short-term, the combination of variable revenue streams, changing product mixes, and a fixed cost structure results in varying quarterly levels of profitability. NINE MONTHS ENDED SEPTEMBER 30: - ------------------------------- The Company reported net income of $309,400 or $.12 per share for the nine month period ended September 30, 1997 as compared to net income of $376,600 or $.15 per share for the same period in 1996. Net sales increased $13,725,700 or 47% to $43,133,100 for the nine months ended September 30, 1997 from $29,407,400 for the same period in 1996. The increase, most of which occurred in the second and third quarters, was due to the strong demand for certain of the Company's product lines during these periods. Sales of Metam Sodium and to a lesser extent, Bidrin(R), Mevinphos and Naled drove the increase. With the exception Bidrin(R), which benefited from changing weather conditions and related insect pressures in the Southern U.S., the factors that drove the product sales increases were the same factors (previously disclosed) that drove the third quarter ended September 30, 1997. Gross profits increased $5,658,300 to $16,770,000 for the first nine months of 1997 from $11,111,700 for the same period in 1996. The gross profit margin for the nine months ended September 30,1997 improved to 39% as compared to 38% for the same period in 1996. Although certain factors caused a significant decline in the gross profit percentage during the three months ended September 30, 1997 as described above, the significantly greater sales volume during the nine months ended September 30, 1997 (as compared to the same period in 1996) had a proportionately greater positive impact on gross profits as costs of sales did not increase at the same level as a result of relatively constant fixed overhead levels. Accordingly, in spite of the factors negatively impacting gross profit in the third quarter of 1997, the increase in sales volume served to increase the Company's gross profit percentage (an increase of 1%) for the nine months ended September 30, 1997. Operating expenses increased by $5,217,700 to $15,015,100 for the first nine months of 1997 from $9,797,400 for the same period in 1996. 11
14 The differences in operating expenses by specific departmental costs are as follows: o Selling and regulatory expenses increased by $2,126,600 during the nine months ended September 30, 1997. The Company, in order to support and grow the Vapam(R)product line, made investments in its technical, sales and marketing infrastructure which included the hiring of additional technical and sales individuals. These investments accounted for approximately $754,500 of the increase in selling and regulatory expenses. Due to the significant increase in sales during the nine months ended September 30, 1997, product liability insurance increased $273,400 over the same quarter last year. The balance of the increase was due primarily to increased variable selling expenses (primarily rebates and royalties) that relate directly to the increase in sales levels for the nine months ended September 30, 1997 as compared to the same period in 1996. o General and administrative expenses increased $1,755,000 in the first nine months of 1997. The increase was primarily attributable to an increase in legal fees of approximately $906,000. Most of this increase, approximately $703,000, was incurred in legal actions in which the Company is the plaintiff. General and administrative expenses also increased in 1997 due to the amortization of goodwill purchased in connection with the acquisition of the Vapam(R) product line in December 1996 in the amount of $238,900. The balance of the increase in general and administrative expenses during the nine months ended September 30, 1997 resulted from increases in environmental related consulting expenses and the hiring of an executive officer in the fourth quarter of 1996. o Research and development expenses increased $418,100 in the first nine months of 1997 primarily as a result of increased costs incurred to generate scientific data related to the registration of the Company's products. This increase is primarily attributable to an increase in research and development costs in connection with DDVP products of $522,800, Mevinphos products of $210,500 and Metam Sodium products of $91,200 offset by decreases in research costs for NAA products of $336,200 and Bidrin(R)products of $81,600. 12
15 o Shipping and receiving costs increased by $939,600 during nine months ended September 30, 1997 primarily due to the increased volume of Metam Sodium (Vapam(R)) sales which resulted in increased shipping and storage costs. Interest costs were $1,230,900 during the nine months ended September 30, 1997 as compared to $687,300 for the same period in 1996. The average level of borrowing under the Company's line of credit agreement was $14,376,000 for the first nine months of 1997 as compared to $4,159,000 for the same period in 1996. The average level of long-term debt was $5,124,100 for the nine months ended September 30, 1997 as compared to $6,334,000 for the same period in 1996. On a combined basis, the Company's average debt for the nine months ended September 30, 1997 was $19,500,100 as compared to $10,493,000 for the first nine months of 1996. The significant increase in overall debt for the nine months ended September 30, 1997 was the reason for the increase in interest costs. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- Working capital was $28,189,000 at September 30, 1997 reflecting an increase of $10,336,100 over working capital of $17,852,900 at December 31, 1996. The increase in working capital was primarily due to the build up of inventories during the first nine months of 1997 and the increase in sales in the third quarter of 1997 that resulted in a significant increase in receivables as of September 30, 1997. The net increase in inventories during the nine months ended September 30, 1997 was $4,219,000 and the net increase in receivables as of September 30, 1997 was $4,722,000. Also contributing to the increase in working capital was an increase in prepaid expenses of $373,400. The increase in working capital was primarily funded by increased borrowings under the Company's long-term line of credit in the amount of $11,000,000. Those funds, along with cash flows of $309,400 generated by net income and $2,028,700 generated by depreciation and amortization, not only funded the increase in working capital, but also funded a reduction of accounts payable and accrued expenses of $1,427,300 and other long-term debt and capital leases in the amount of $852,600 and payments for capital improvements of $1,669,800 and cash dividends of $150,400. The Company had $2,500,000 in availability under its fully-secured $20,500,000 long-term line of credit as of September 30, 1997, 13
16 a decrease of $6,000,000 from the amount available as of December 31, 1996. Through July 30, 1997, the Company also had available, under a separate long-term acquisition line of credit, $5,000,000. Effective July 31, 1997 the acquisition line of credit was eliminated and the existing long-term line of credit was increased by $5,000,000 increasing the maximum amount available under the Company's long-term line of credit to $20,500,000. On July 31, 1997, the expiration date of the Company's line of credit agreement was extended to July 31, 1999. Management continues to believe, to continue to improve its working capital position and maintain flexibility in financing interim needs, it is prudent to explore alternate sources of financing. The Company, from time to time, may discuss forward-looking information. Except for the historical information contained in this report, all forward-looking statements are estimates by the Company's management and are subject to various risks and uncertainties that may cause results to differ from management's current expectations. Such factors include weather conditions, changes in regulatory policy and other risks as detailed from time to time in the Company's SEC reports and filings. All forward-looking statements, if any, in this report represent the Company's judgment as of the date of this report. The Company disclaims, however, any intent or obligation to update forward-looking statements. 14
17 PART II. OTHER INFORMATION The Company was not required to report any matters or changes for any items of Part II except as disclosed below. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -------------------------------- (a) Exhibits Exhibit 27 - Financial Data Schedule (b) The Company did not file any reports on Form 8-K during the three months ended September 30, 1997 15
18 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. AMERICAN VANGUARD CORPORATION Dated: November 13, 1997 By: /s/ E. G. Wintemute ------------------------------- E. G. Wintemute President Chief Executive Officer, and Director Dated: November 13, 1997 By: /s/ J. A. Barry ------------------------------- J. A. Barry Vice President, Chief Financial Officer, Treasurer and Director 16