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8-K - FORM 8-K - Cornerstone Building Brands, Inc.d363199d8k.htm
EX-99.1 - AUDITED FINANCIAL STATEMENTS OF METL-SPAN - Cornerstone Building Brands, Inc.d363199dex991.htm

Exhibit 99.2

Metl-Span, LLC

Interim Financial Reports

Nine Months Ended March 31, 2012 and 2011


Contents

 

Balance Sheets

     1   

Statements of Earnings

     2   

Statements of Cash Flows

     3   

Notes to Interim Financial Statements

     4-13   


Metl-Span, LLC

Balance Sheets

March 31, 2012 and 2011

 

      2012      2011  

ASSETS

     

Current assets:

     

Cash

   $ 1,159,148       $ 1,186,497   

Accounts receivable, net:

     

Trade

     14,403,996         13,420,374   

Affiliates

     1,328,466         1,677,519   

Inventories

     7,794,775         8,474,208   

Prepaid expenses

     318,774         363,809   

Other current assets

     21,252         38,858   

Deferred income taxes

     1,458,989         1,125,326   
  

 

 

    

 

 

 

Total current assets

     26,485,400         26,286,591   

Note receivable, parent

     55,722,931         45,234,955   

Goodwill

     49,681,111         49,681,111   

Intangible assets, net

     8,119,501         11,522,834   

Property and equipment, net

     38,400,423         39,562,839   

Other assets

     98,574         96,249   
  

 

 

    

 

 

 

Total assets

   $ 178,507,940       $ 172,384,579   
  

 

 

    

 

 

 

LIABILITIES AND MEMBERS’ EQUITY

     

Current liabilities:

     

Accounts payable:

     

Trade

   $ 4,716,820       $ 5,048,438   

Affiliates

     2,703,488         2,955,046   

Accrued liabilities

     6,687,513         4,751,572   

Deferred revenue

     192,961         851,032   
  

 

 

    

 

 

 

Total current liabilities

     14,300,782         13,606,088   

Other long-term liabilities

     1,084,705         1,186,434   

Deferred income taxes

     10,577,576         11,551,980   
  

 

 

    

 

 

 

Total liabilities

     25,963,063         26,344,502   

Commitments and contingencies (Notes 1 and 9)

     

Members’ equity:

     

Contributed capital

     14,621,775         14,621,775   

Retained earnings

     137,923,102         131,418,302   
  

 

 

    

 

 

 

Total members’ equity

     152,544,877         146,040,077   
  

 

 

    

 

 

 

Total liabilities and members’ equity

   $ 178,507,940       $ 172,384,579   
  

 

 

    

 

 

 

See Notes to Interim Financial Statements.

 

1


Metl-Span, LLC

Statements of Earnings

Nine Months Ended March 31, 2012 and 2011

 

     2012     2011  

Net sales (sales to affiliates of $12,141,962 in 2012 and $12,051,517 in 2011)

   $ 127,262,816      $ 112,970,972   

Cost of goods sold (purchases from affiliate of $29,935,264 in 2012 and $22,417,050 in 2011)

     103,884,112        93,704,770   
  

 

 

   

 

 

 

Gross margin

     23,378,704        19,266,202   

Selling, general and administrative expenses

     17,048,246        14,277,526   
  

 

 

   

 

 

 

Operating income

     6,330,458        4,988,676   

Other income (expense):

    

Interest income from parent, net

     948,377        1,154,175   

Other income (expense), net

     (222,594     4,452   
  

 

 

   

 

 

 

Total other income

     725,783        1,158,627   
  

 

 

   

 

 

 

Net income before income tax expense

     7,056,241        6,147,303   

Income tax expense

     2,295,067        2,274,502   
  

 

 

   

 

 

 

Net income

   $ 4,761,174      $ 3,872,801   
  

 

 

   

 

 

 

See Notes to Interim Financial Statements.

 

2


Metl-Span, LLC

Statements of Cash Flows

Nine Months Ended March 31, 2012 and 2011

 

     2012     2011  

Cash flows from operating activities:

    

Net income

   $ 4,761,174      $ 3,872,801   

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation

     3,418,407        3,305,347   

Amortization

     2,552,499        2,552,166   

Gain on sale of equipment

     —          (6,000

Deferred income taxes

     (1,122,397     (792,007

Changes in operating assets and liabilities, net:

    

Accounts receivable, trade

     3,260,059        2,140,065   

Accounts receivable, affiliates

     807,342        (99,758

Inventories

     (216,139     245,343   

Prepaid expenses and other current assets

     (80,573     (131,803

Accounts payable, trade

     (691,158     (1,131,511

Accounts payable, affiliates

     (1,168,131     (494,735

Accrued liabilities

     866,251        (908,238

Deferred revenue

     (107,369     (161,361

Deferred rent

     (32,587     (18,918
  

 

 

   

 

 

 

Net cash provided by operating activities

     12,247,378        8,371,391   
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Purchases of property and equipment

     (2,639,975     (1,072,172

Proceeds from sale of equipment

     —          6,000   

Net payments to parent

     (9,829,590     (6,555,079
  

 

 

   

 

 

 

Net cash used in investing activities

     (12,469,565     (7,621,251
  

 

 

   

 

 

 

Increase (decrease) in cash

     (222,187     750,140   

Cash, beginning of period

     1,381,335        436,357   
  

 

 

   

 

 

 

Cash, end of period

   $ 1,159,148      $ 1,186,497   
  

 

 

   

 

 

 

Supplemental disclosures of cash flow information:

    

Income taxes paid in cash

   $ 3,417,461      $ 3,066,509   
  

 

 

   

 

 

 

See Notes to Interim Financial Statements.

 

3


Metl-Span, LLC

Notes to Interim Financial Statements

Note 1. Nature of Operations and Summary of Significant Accounting Policies

Nature of Business

Metl-Span, LLC (the “Company”) manufactures a wide range of insulated building panels for use in refrigerated and environmentally controlled buildings. The panels are sold primarily to contractors and end users throughout the United States of America, Canada, and to a lesser degree, Mexico and the Caribbean.

Legal Form and Ownership

The Company was organized on September 15, 2007, through a conversion of Metl-Span I, Ltd. to a Texas limited liability company. Effective January 31, 2008, the Company was acquired by VSMA, Inc. (formerly IMSA), which is wholly owned by BlueScope Steel North America (“BSNAC”).

Interim Financial Statements

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and are of a normal, recurring nature. Operating results for nine month periods ended March 31, 2012 and 2011 are not necessarily indicative of the results that may be expected for the full year.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash

The Company participates in a centralized treasury function with BSNAC and affiliates, and maintains its cash in bank deposit accounts which, at times, may exceed federally insured limits. The Company has not experienced any losses on such accounts.

Accounts Receivable

Accounts receivable are carried at the invoiced amount less an estimate made for doubtful receivables and do not bear interest. A review of all outstanding receivables is conducted on a monthly basis. Management determines the allowance for doubtful accounts by evaluating individual customer receivables and considering a customer’s financial condition and credit history, and considering current economic conditions. Receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. The majority of the customer accounts are considered past due after the invoice becomes older than the customers’ credit terms (30 days for the majority of customers). The Company does not have any off-balance-sheet credit exposure related to its customers. The allowance for doubtful receivables was $250,447 and $244,170 at March 31, 2012 and 2011, respectively.

 

4


Metl-Span, LLC

Notes to Interim Financial Statements

 

Note Receivable, Parent

Effective July 1, 2011, the Company entered into an $80 million, one-year revolving loan facility with its parent company, BSNAC. The facility is uncommitted and the interest rate on the facility is the one month LIBOR rate, set on the last business day of the preceding interest period. The facility is reviewed and renewed annually. Prior to the facility being in place, the Company would lend or borrow funds from BSNAC to meet the daily funding requirements of business operations.

Inventories

Inventories are stated at the lower of cost or market, with cost generally determined on a first-in, first-out basis, and include material, labor, and manufacturing overhead.

Goodwill

Goodwill is initially measured as the excess of the cost of an acquired business over the fair value of the net assets acquired. The Company does not amortize goodwill, but rather reviews its carrying value for impairment annually (June), and whenever an impairment indicator is identified. The goodwill impairment test involves a two-step approach. The first step is to identify if potential impairment of goodwill exists. If impairment of goodwill is determined to exist, the second step of the goodwill impairment test measures the amount of the impairment using a fair value-based approach. No impairment indicators were identified during the nine months ending March 31, 2012 or 2011.

Intangible Assets

Intangible assets consist of customer relationships, computer software and trade name. Intangible assets, with the exception of trade name, are amortized over their estimated useful lives using the straight-line method.

Property and Equipment

Property and equipment are stated at cost. Depreciation and amortization are recorded using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are stated at historical cost and are amortized over the shorter of the useful life of the related assets or the term of the lease. Major repairs or replacements of property and equipment are capitalized and depreciated over the remaining useful life of the related assets. Maintenance and minor repairs are charged to expense as incurred. Upon retirement or sale, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is included in the statement of earnings.

Impairment of Long-Lived Assets

Long-lived assets, including indefinite lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be fully recoverable. These events or changes in circumstances may include a significant deterioration of operating results, changes in business plans, or changes in anticipated future cash flows. If an impairment indicator is present, the Company evaluates recoverability by a comparison of the carrying amount of the assets to future undiscounted cash flows expected to be generated by the assets. If the sum of the expected future undiscounted cash flows is less than the carrying amount, the Company would recognize an impairment loss. An impairment loss would be measured by comparing the amount by which the carrying value exceeds the fair value of the long-lived assets and intangibles. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.

Other Assets

Other assets consist of security deposits on the Las Vegas plant lease and the Lewisville office lease.

 

5


Metl-Span, LLC

Notes to Interim Financial Statements

 

Revenue Recognition

Revenue from the sale of the Company’s products is recorded at the time the products are shipped, which is also when title passes to the customer. Accounts receivable represent billed amounts owed to the Company for products that have been shipped. The Company records deferred revenue when advance payments are received from a customer at the time an order is placed. Advance payments are required from customers at the discretion of management.

Insurance Reserves

The Company uses a combination of insurance and self-insurance plans to address the potential liabilities associated with their workers’ compensation, general liability, property insurance, director and officers’ liability insurance, automobile liability and employee health care benefits programs. Liabilities associated with the risks that are retained by the Company are estimated in part, by considering historical claims experience, demographic factors, severity factors and other actuarial assumptions. All health insurance reserves are recorded in “Accrued liabilities” on the balance sheets. The Company has non-health insurance reserves of $262,543 and $327,614 as of March 31, 2012 and 2011, respectively, which are included in “Other long-term liabilities” on the balance sheets.

Deferred Rent

For leases that contain rent escalations, the Company records the total rent payable during the lease term on a straight-line basis over the term of the lease and records the difference between the rent paid and the straight-line rent as a deferred rent liability. Future contractual rent payments are used to calculate straight-line rent expense. As of March 31, 2012 and 2011 the Company has deferred rent of $822,162 and $858,820, respectively, which is included in “Other long-term liabilities” on the balance sheets.

Income Taxes

Deferred taxes are provided on an asset and liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Interim income taxes are computed by estimating the effective income tax rate for the year, which is applied to interim net income before income tax expense.

BSNAC and its subsidiaries file a consolidated United States federal income tax return. Income tax expense is allocated by BSNAC and recorded by the Company based upon the Company’s own permanent and temporary differences.

The Company follows the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Topic, Accounting for Uncertainty in Income Taxes. Under this guidance, the Company may recognize the tax benefit from an uncertain tax position only if it is more-likely-than-not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company has not recognized any liability for unrecognized tax benefits as of March 31, 2012 and 2011.

 

6


Metl-Span, LLC

Notes to Interim Financial Statements

 

The Company recognizes interest expense and penalties related to unrecognized tax benefits in income tax expense. With few exceptions, the Company is no longer subject to income tax examinations by the U.S. federal, state or local tax authorities for years before 2011.

Advertising Costs

Advertising costs, included in selling, general and administrative expenses, are charged to expense as incurred and were $506,943 and $397,213 for the nine months ended March 31, 2012 and 2011, respectively.

Research and Development Costs

Research and development costs are expensed as incurred.

Shipping and Handling Costs

Shipping and handling costs, all of which are included in cost of goods sold, are charged to expense as incurred.

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash, accounts receivable, and accounts payable. The carrying amount of these financial instruments approximates fair value because of the short maturity of the instruments.

Loss Contingencies

The Company’s accounting for contingencies covers a variety of business activities, including contingencies for legal exposures. Accruals are made for these contingencies when management’s assessments indicate that it is probable that a liability has been incurred or an asset will not be recovered and an amount can be reasonably estimated. Estimates are based on current available facts and management’s estimates of the ultimate outcome or resolution. Actual results may differ from the estimates resulting in an impact, positive or negative, on income. The Company is currently not involved in any legal proceedings.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of unsecured accounts receivable. The Company’s customers are not concentrated in any specific geographic region but are concentrated in the construction industry. Credit is extended based on evaluation of the customer’s financial condition and credit history, and generally, collateral is not required.

Recent Accounting Pronouncements

In September 2011, the FASB issued guidance to amend and simplify the rules related to testing goodwill for impairment. The revised guidance allows an entity to make an initial qualitative evaluation, based on the entity’s events and circumstances, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. The results of this qualitative assessment determine whether it is necessary to perform the currently required two-step impairment test. The amendments are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. The adoption of this guidance will not have a material effect on the Company’s financial statements.

 

7


Metl-Span, LLC

Notes to Interim Financial Statements

 

Note 2. Inventories

Inventories as of March 31, 2012 and 2011 respectively, are summarized by major classification as follows:

 

     2012      2011  

Raw materials

   $ 5,750,309       $ 6,166,425   

Finished goods

     2,044,466         2,307,783   
  

 

 

    

 

 

 
   $ 7,794,775       $ 8,474,208   
  

 

 

    

 

 

 

Note 3. Intangible Assets

The Company’s intangible assets as of March 31, 2012 and 2011 consist of the following:

 

          2012     2011  
     Estimated    Gross            Gross         
     Useful    Carrying      Accumulated     Carrying      Accumulated  

Description

   Lives    Amount      Amortization     Amount      Amortization  

Customer relationships

   6 years    $ 19,100,000       $ (13,263,499   $ 19,100,000       $ (10,080,166

Computer software

   5 years      1,100,000         (917,000     1,100,000         (697,000

Customer backlog

   1 year      2,700,000         (2,700,000     2,700,000         (2,700,000

Trade name

   Indefinite      2,100,000         —          2,100,000         —     
     

 

 

    

 

 

   

 

 

    

 

 

 
      $ 25,000,000       $ (16,880,499   $ 25,000,000       $ (13,477,166
     

 

 

    

 

 

   

 

 

    

 

 

 

Amortization expense for each of the nine months ended March 31, 2012 and 2011 was approximately $2,552,000. Estimated amortization expense for the next five fiscal years ending March 31 is as follows:

 

2013

   $ 3,366,667   

2014

     2,652,834   

2015

     —     

2016

     —     

2017

     —     

 

8


Metl-Span, LLC

Notes to Interim Financial Statements

 

Note 4. Property and Equipment, Net

Property and equipment as of March 31, 2012 and 2011 consist of the following:

 

     Estimated             
     Useful             
     Lives (Years)    2012     2011  

Land

      $ 1,290,000      $ 1,290,000   

Buildings and improvements

   10 - 37      8,860,635        8,838,449   

Leasehold improvements

   7 - 15      3,027,551        2,703,113   

Machinery and equipment

   5 - 15      37,200,672        36,097,209   

Transportation equipment

   5 - 7      126,283        126,283   

Computer hardware and software

   3      1,374,139        1,202,567   

Office furniture and equipment

   5 - 20      668,751        626,222   

Test certifications

   3      279,105        —     

Construction in progress

        3,954,491        2,636,750   
     

 

 

   

 

 

 

Total gross value

        56,781,627        53,520,593   

Less accumulated depreciation and amortization

        (18,381,204     (13,957,754
     

 

 

   

 

 

 
      $ 38,400,423      $ 39,562,839   
     

 

 

   

 

 

 

Depreciation and amortization expense on property and equipment for the nine months ended March 31, 2012 and 2011 totaled $3,418,407 and $3,305,347, respectively.

Note 5. Accrued Liabilities

The Company’s accrued liabilities as of March 31, 2012 and 2011 consist of the following:

 

     2012      2011  

Salaries, wages, bonuses and commissions

   $ 3,803,357       $ 2,759,821   

Product warranty

     1,765,522         1,055,580   

Group insurance

     371,665         183,369   

Property tax payable

     227,113         197,890   

Sales tax payable

     365,303         342,790   

Other

     154,553         212,122   
  

 

 

    

 

 

 
   $ 6,687,513       $ 4,751,572   
  

 

 

    

 

 

 

Note 6. Related Party Transactions

The Company purchases raw materials from Steelscape, Inc., which is a wholly owned subsidiary of BSNAC and also sells finished goods to BlueScope Buildings North America, Inc. and BlueScope Construction, Inc., both of which are wholly owned subsidiaries of BSNAC. The Company does not have a purchase or supply agreement in place with any of its affiliated companies and is under no obligation to buy raw material or sell its products to these affiliates unless the parties agree to volume and price on a transaction-by-transaction basis. These transactions are made in the normal course of business.

 

9


Metl-Span, LLC

Notes to Interim Financial Statements

 

Related party transactions activity as of and for the nine months ended March 31, 2012 and 2011 are as follows:

 

     2012      2011  

Sales:

     

BlueScope Buildings North America, Inc.

   $ 10,445,497       $ 10,279,397   

BlueScope Construction, Inc.

     1,696,465         1,772,120   

Purchases:

     

Steelscape, Inc.

     29,935,264         22,417,050   

Interest income:

     

BlueScope Buildings North America, Inc.

     949,719         1,156,327   

Accounts receivable, net:

     

BlueScope Buildings North America, Inc.

     1,213,717         1,436,155   

BlueScope Construction, Inc.

     114,749         241,364   

Accounts payable, net:

     

Steelscape, Inc.

     2,703,488         2,955,046   

Note 7. Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities as of March 31, 2012 and 2011 are as follows:

 

     2012     2011  

Deferred tax assets:

    

Accrued vacation

   $ 282,478      $ 252,141   

Allowance for doubtful accounts

     92,665        90,343   

State credits

     10,114        10,114   

Product warranty

     648,938        390,564   

Workers’ compensation

     33,690        55,402   

Deferred rent

     304,200        317,763   

Other accruals

     7,011        7,507   

Prepaid insurance and other

     79,893        1,492   
  

 

 

   

 

 

 
     1,458,989        1,125,326   
  

 

 

   

 

 

 

Deferred tax liabilities:

    

Depreciation and amortization

     (10,498,478     (11,372,989

Inventories

     (79,098     (178,991
  

 

 

   

 

 

 
     (10,577,576     (11,551,980
  

 

 

   

 

 

 
   $ (9,118,587   $ (10,426,654
  

 

 

   

 

 

 

 

10


Metl-Span, LLC

Notes to Interim Financial Statements

 

Net deferred tax liabilities consist of the following at March 31, 2012 and 2011:

 

     2012     2011  

Current deferred tax assets

   $ 1,458,989      $ 1,125,326   

Noncurrent deferred tax liabilities

     (10,577,576     (11,551,980
  

 

 

   

 

 

 
   $ (9,118,587   $ (10,426,654
  

 

 

   

 

 

 

Income tax expense for the nine months ending March 31, 2012 and 2011 consists of the following:

 

     2012     2011  

Current expense:

    

Federal

   $ 3,140,370      $ 2,817,873   

State

     277,094        248,636   

Deferred expense

     (1,122,397     (792,007
  

 

 

   

 

 

 
   $ 2,295,067      $ 2,274,502   
  

 

 

   

 

 

 

Income tax expense differs from amounts computed at the statutory federal income tax rate as follows:

 

     2012     2011  

Expense at federal statutory rate

   $ 2,399,122      $ 2,090,083   

Domestic manufacturing deduction

     (241,000     —     

Permanent tax differences

     8,000        —     

State tax expense, net of federal tax

     128,945        184,419   
  

 

 

   

 

 

 
   $ 2,295,067      $ 2,274,502   
  

 

 

   

 

 

 

Note 8. Warranty

The Company offers a standard two-year general workmanship warranty against manufacturing defects on all of its products. In addition to its general workmanship warranty, the Company offers weather tightness warranties on its wall and roof panels. Weather tightness warranties are offered in various configurations for terms from five to twenty years, prorated or non-prorated and on a no dollar limit basis as required by the buyer. These warranties are available only if certain conditions, some of which relate to installation, are met. The Company also offers a twenty year paint finish warranty on a pass-through basis from the paint manufacturer. Warranty liabilities are reviewed monthly by management and updated as required.

 

11


Metl-Span, LLC

Notes to Interim Financial Statements

 

The following table presents changes in the Company’s warranty liability, which is included in “Accrued liabilities” on the balance sheets for the nine months ended March 31, 2012 and 2011:

 

     2012     2011  

Warranty reserve, beginning

   $ 1,439,216      $ 1,649,432   

Expense accrued

     2,013,439        1,820,053   

Warranty costs incurred

     (1,687,133 )      (2,413,905
  

 

 

   

 

 

 

Warranty reserve, ending

   $ 1,765,522      $ 1,055,580   
  

 

 

   

 

 

 

Note 9. Operating Leases

The Company has a number of leases for office equipment, mobile equipment, facilities for operations and office space. Rent expense under all operating leases was $1,350,900 and $1,366,047 for the nine months ended March 31, 2012 and 2011, respectively. The following table presents the Company’s remaining future obligations for minimum lease payments for fiscal years ending June 30:

 

2012

   $ 426,619   

2013

     1,587,656   

2014

     1,543,853   

2015

     1,495,859   

2016

     1,455,057   

Thereafter

     2,036,809   
  

 

 

 
   $ 8,545,853   
  

 

 

 

Note 10. Employee Benefit Plan

BSNAC sponsors the BlueScope Employee Savings Trust (the “Plan”), which includes substantially all regular U.S. employees and regular U.S. employees at its affiliates. The Plan is maintained in accordance with requirements set forth by Section 401(k) of the Internal Revenue Code and by the federal Employee Retirement Income Security Act of 1974, as amended (“ERISA”).

The plan allows participants to make contributions of 1% to 50% of eligible compensation to their account, not to exceed the dollar limit set by law. The Company makes a matching contribution of 50% up to 6% of contributions made by participants. The Company also makes a Safe Harbor Contribution to the Plan each year on the participant’s behalf equal to 3% of eligible compensation. Additionally, the Company may elect to make a discretionary contribution to the Plan each year on the participant’s behalf equal to a percentage of eligible compensation. The discretionary contribution, if any, may change from time to time. For the year ended June 30, 2011 and for the period from January 1, 2010 to June 30, 2010, the discretionary contribution was 1.5% of eligible compensation for all participating employees. There was no discretionary contribution made during the period from July 1, 2009 to December 31, 2009. All contributions are invested in a number of investment funds pursuant to participant elections. Expense related to matching, Safe Harbor and discretionary contributions for the nine months ended March 31, 2012 and 2011 was $597,183 and $533,559, respectively.

 

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Metl-Span, LLC

Notes to Interim Financial Statements

 

Note 11. Subsequent Events

In May 2012, the Company finalized an amendment to its Indiana lease, for the purpose of expanding the facility to accommodate an addition of a second panel manufacturing line. The amended lease commits the Company for the next 15 years and increases the base rent by $1,173,800 over the new longer term.

The Company has evaluated subsequent events through May 31, 2012, the date on which the financial statements were issued.

 

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