Griffon Corporation 2016 Annual Report

Total Page:16

File Type:pdf, Size:1020Kb

Griffon Corporation 2016 Annual Report 59964 Letter to Shareholders 2016 was another successful year for Griffon upon the market success of our premium door Corporation. We finished 2016 with record products. CBP has driven consistent growth to our Segment adjusted EBITDA of $218.4 million1,a Home and Building Products (‘‘HBP’’) segment. 7% increase over the prior year. Earnings per Our second major capital project launched in common share was $0.68, compared to $0.73 in 2016 was a $50 million investment in Sof-Flex®, the prior year which does not tell the real story. our next generation breathable film, for our Clopay Excluding certain restructuring costs and tax items, Plastic Products (‘‘Plastics’’) business. We expect our adjusted EPS improved 15% over 2015 to the launch of this product to benefit our operating $0.842, outpacing our EBITDA growth. results in 2017 and beyond, and to enhance our We continued to return cash to shareholders industry leading position in printed breathable films through quarterly dividends and share and laminates. repurchases. This performance reflects both the We also remain focused on cash flow earnings power of our businesses and the generation. In 2016, operating cash flow improved collective hard work of our global workforce. 39% to $106 million. We expect continued Importantly, these results were achieved despite increases in free cash flow as a result of improved slightly lower revenue of $1.96 billion, as we operating performance and completion of the continued to improve operational efficiencies and Sof-flex® investment in Plastics, at which time profit margins. We believe that future growth in capital expenditures should return to a normalized U.S. infrastructure, housing and defense spending level. will be very beneficial to our businesses. In 2016 we repurchased 3.55 million shares of common stock for a total of $56.3 million. Since BALANCED CAPITAL ALLOCATION TO BUILD SHAREHOLDER VALUE the commencement of share repurchases in August We are committed to building long-term 2011, we have repurchased a total of 20.3 million shareholder value through investment in future shares for $259.4 million. We continued to expand growth and return of cash to shareholders. In our dividend program in 2016 and paid $0.20 per 2016 we made several strategic investments to share in dividends, marking an increase of 25% maximize organic opportunities, including a $30 from the prior year. In November of 2016, we million upgrade to our Clopay Building Products announced another 20% increase in our quarterly (‘‘CBP’’) facility in Troy, Ohio, designed to build dividend to $0.06 per share. 1 For a reconciliation of Segment adjusted EBITDA to Income (loss) before taxes, see “Note 18–Reportable Segments” to our Consolidated Financial Statements, included on page 98 of this Annual Report. 2 For a reconciliation of adjusted earnings per share to Earnings per common share, see Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended September 30, 2016, included on page 38 of this Annual Report. 1 17501 HOME AND BUILDING PRODUCTS the delivery of incremental efficiency and capacity Our HBP segment, which consists of The AMES gains throughout the year, supporting our Companies, Inc. (‘‘AMES’’) and CBP, continues to commitment to exceptional quality and customer benefit from operational efficiency improvements, service. This project allows for long-term growth cost control measures at AMES and increased and continued industry leading support for our volume and favorable mix at CBP. 2016 revenue customers. of $1.04 billion was consistent with 2015, while CBP also continues to invest in new products, segment adjusted EBITDA increased 22% from the introducing several modern and contemporary door prior year to $114.9 million. designs in 2016, leveraging our successful ® Our AMES business, which is the leading U.S. Intellicore insulation technology. Many of our manufacturer and a global provider of long-handled garage door lines share complementary design ® tools and landscaping products, performed well cues with our line of Clopay entry doors, despite a warm winter and colder than average enhancing the overall design aesthetic of the spring in North America. This unseasonable home. We promote our door solutions through our weather led to a full year revenue decrease of 4%, unified brand strategy, targeting consumers through while profitability improved from the prior fiscal a multi-faceted media campaign, including social year as a result of sustained improvement in media, print, digital, television and radio. Our ® operational efficiencies and continued expansion of Clopay Imagine media campaign can be seen on our industry leading position in Australia, as well as the HGTV and DIY Networks, and in publications improved sales of pots and planters in the U. S. such as Good Housekeeping, This Old House and Process improvements undertaken from 2013- Family Handy Man. This industry leading media 2015 facilitated improvement in operational presence promotes our brand and generates leads performance and efficiencies, and have opened for our dealers and retailers, ensuring our mutual internal manufacturing capacity with a continued success. positive effect on balancing in-house manufacturing HBP, with its industry leading products, brands and global sourcing. Our Razor-Back®, True and customers, is well positioned for continued Temper® and Garant® brands have continued to growth as the U.S. housing market and overall perform well as they expand into adjacent market economic recoveries progress. categories. TELEPHONICS It has been an ambitious year at CBP, America’s Favorite Doors®, as we successfully completed our Telephonics continues to achieve success in a facility expansion in Troy, Ohio. This expansion was challenging U.S. defense budgetary environment. executed using a phased approach that enabled 2 58720 Revenue in 2016 was $436 million, increasing 1% Telephonics continues to invest in technology compared to the prior year driven by increased and innovation. During 2016, we received our first mobile ground surveillance systems and orders for our new passive detection and recording dismounted electronic countermeasure systems. system (PDRS) and for our small form factor (SFF) Segment adjusted EBITDA for 2016 was $53.4 IFF interrogator. We also made significant million, consistent with the prior year. Contract advancements in the development of our active backlog totaled $420 million at September 30, electronic scan array technology (AESA), and are 2016, compared to $442 million at September 30, excited about our initial performance results and 2015, with approximately 71% expected to be how future Telephonics radar products may benefit fulfilled within the next twelve months. The from this improved technology. decrease in backlog reflects the timing of various We continue to see world events and U.S. international contracts associated with radar and foreign policy shaping the increased global demand surveillance opportunities, as international awards for products designed and produced by often take longer to develop. Telephonics for intelligence, surveillance and Our airborne inter-communications system (ICS) communications solutions. programs contributed to revenue with a large number of ongoing production and development PLASTICS programs. The selection of the Telephonics Clopay Plastics delivered solid financial results Netcom V, ground vehicle ICS, by Oshkosh for the despite challenging macroeconomic conditions in Joint Light Tactical Vehicle (JLTV) program, has Latin America and Europe. We maintained reinforced the Telephonics ICS brand as a leader Segment adjusted EBITDA margins in excess of in innovation and affordability and should further 10% through disciplined cost controls, despite Telephonics’ efforts to expand its ground vehicle sales decreasing 10% due to unfavorable volume ICS products to international markets. The delivery and mix and the unfavorable impact of foreign of additional mobile surveillance capability (MSC) currency translation. We improved our product mix systems to U.S. Customs and Border Protection by enhancing our industry leadership position in reflects the quality and value of these systems and valued-added printed films and elastic laminates the growing demand for protecting U.S. borders. while rationalizing certain underperforming The MH-60R program continued its strong products, and successfully executing a restructuring performance, receiving awards for upgrade kits to in Europe. We continue to reduce our working convert AN/APS-147 MMR into AN/APS-153(V) 1 capital and enhance our competitive position by MMR and our first FMS contract for a customer in lowering our cost structure through improved the Middle East. efficiency and supply chain initiatives. 3 11329 During 2016 we announced plans to invest $50 by utilizing our balance sheet strength and cash million to expand our global printed breathable film flow to invest in organic growth initiatives and capacity. This investment will increase our extrusion acquisition opportunities, and to support the and print capacity and fund our continued payment of quarterly dividends. The prospect of a commitment to innovation and technology. Our stronger U.S. economy will accelerate our future next generation Sof-flex® line of low basis weight, growth. breathable films is being designed to meet We thank our shareholders for their interest and demand for softer, lighter weight, breathable
Recommended publications
  • OSB Representative Participant List by Industry
    OSB Representative Participant List by Industry Aerospace • KAWASAKI • VOLVO • CATERPILLAR • ADVANCED COATING • KEDDEG COMPANY • XI'AN AIRCRAFT INDUSTRY • CHINA FAW GROUP TECHNOLOGIES GROUP • KOREAN AIRLINES • CHINA INTERNATIONAL Agriculture • AIRBUS MARINE CONTAINERS • L3 COMMUNICATIONS • AIRCELLE • AGRICOLA FORNACE • CHRYSLER • LOCKHEED MARTIN • ALLIANT TECHSYSTEMS • CARGILL • COMMERCIAL VEHICLE • M7 AEROSPACE GROUP • AVICHINA • E. RITTER & COMPANY • • MESSIER-BUGATTI- CONTINENTAL AIRLINES • BAE SYSTEMS • EXOPLAST DOWTY • CONTINENTAL • BE AEROSPACE • MITSUBISHI HEAVY • JOHN DEERE AUTOMOTIVE INDUSTRIES • • BELL HELICOPTER • MAUI PINEAPPLE CONTINENTAL • NASA COMPANY AUTOMOTIVE SYSTEMS • BOMBARDIER • • NGC INTEGRATED • USDA COOPER-STANDARD • CAE SYSTEMS AUTOMOTIVE Automotive • • CORNING • CESSNA AIRCRAFT NORTHROP GRUMMAN • AGCO • COMPANY • PRECISION CASTPARTS COSMA INDUSTRIAL DO • COBHAM CORP. • ALLIED SPECIALTY BRASIL • VEHICLES • CRP INDUSTRIES • COMAC RAYTHEON • AMSTED INDUSTRIES • • CUMMINS • DANAHER RAYTHEON E-SYSTEMS • ANHUI JIANGHUAI • • DAF TRUCKS • DASSAULT AVIATION RAYTHEON MISSLE AUTOMOBILE SYSTEMS COMPANY • • ARVINMERITOR DAIHATSU MOTOR • EATON • RAYTHEON NCS • • ASHOK LEYLAND DAIMLER • EMBRAER • RAYTHEON RMS • • ATC LOGISTICS & DALPHI METAL ESPANA • EUROPEAN AERONAUTIC • ROLLS-ROYCE DEFENCE AND SPACE ELECTRONICS • DANA HOLDING COMPANY • ROTORCRAFT • AUDI CORPORATION • FINMECCANICA ENTERPRISES • • AUTOZONE DANA INDÚSTRIAS • SAAB • FLIR SYSTEMS • • BAE SYSTEMS DELPHI • SMITH'S DETECTION • FUJI • • BECK/ARNLEY DENSO CORPORATION
    [Show full text]
  • Griffon Corporation Annual Report 2017
    Griffon Corporation Annual Report 2017 Form 10-K (NYSE:GFF) Published: November 20th, 2017 PDF generated by stocklight.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES x EXCHANGE ACT OF 1934 For the year ended September 30, 2017 OR TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES o EXCHANGE ACT OF 1934 Commission File No. 1-06620 GRIFFON CORPORATION (Exact name of registrant as specified in its charter) Delaware 11-1893410 (State or other jurisdiction of incorporation or (I.R.S. Employer Identification No.) organization) 712 Fifth Avenue, 18 th Floor, New York, New York 10019 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (212) 957-5000 Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on Title of each class which registered Common Stock, $0.25 par value New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x 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.
    [Show full text]
  • Griffon Corporation Annual Report 2019
    Griffon Corporation Annual Report 2019 Form 10-K (NYSE:GFF) Published: November 22nd, 2019 PDF generated by stocklight.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 1-06620 GRIFFON CORPORATION (Exact name of registrant as specified in its charter) Delaware 11-1893410 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 712 Fifth Ave, 18th Floor New York New York 10019 (Address of Principal Executive Offices) (Zip Code) (212) 957-5000 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on Title of each class Trading Symbol(s) which registered Common Stock, $0.25 par value GFF New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x 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.
    [Show full text]
  • Enterprise Web Reporting at Clopay
    Enterprise web reporting at Clopay IntelliVIEW Reporting made easy! About Clopay Clopay is the subsidiary of the 1.4 Billion USD Griffon Corporation. It supplies and installs commercial doors and self-storage systems through the Clopay Building Products Company. Clopay Service Company distributes and installs building products such as bath cabinets, fireplaces, flooring, garage doors, and kitchen cabinets. Additionally, Clopay Plastic Products Company produces thin- Clopay had invested gauge embossed and printed films, elastomeric films, in technology and capital equipment and laminates of film and non-woven fabrics for use in products from disposable diapers and surgical “ on the manufacturing side and had gowns to graphic arts applications. Clopay a huge distribution set-up to service, contributes about 85% of Griffon's Corporation. maintain and grow relationships with installers and retailers. Business Scenario: Clopay - Building Products Company Clopay is the largest manufacturer and marketer of residential garage doors and among the largest Clopay maintains a strong relationship with its manufacturers of commercial sectional doors in the installing dealers and retail customers” as part of its United States. core strategy and has earned a reputation among them for producing a broad range of high-quality The company has a total of four manufacturing doors. facilities. These facilities are equipped with the latest in manufacturing technology, equipment and The company, in order to leverage its manufacturing proprietary manufacturing processes, thus enabling expertise and distribution infrastructure has invested the company to efficiently manufacture products in heavily in Information Technology. A key deliverable large volume and meet changing customer needs. for the IT organization is to optimize the business processes for greater efficiency and profitability.
    [Show full text]
  • 2006 Annual Report Company Profile
    2006 Annual Report Company Profile TELEPHONICS CORPORATION Griffon’s electronic information and communication systems business, Telephonics, develops and manufactures, generally to customer specification, a variety of electronic systems used in government and commercial markets worldwide. Website: www.telephonics.com CLOPAY BUILDING PRODUCTS Griffon’s garage door operation, Clopay Building Products Company, is the largest manufacturer and marketer of residential garage doors in the U.S. as well as a major supplier of industrial and commercial doors for the new construction and repair and remodel markets. Website: www.clopaydoor.com CLOPAY PLASTIC PRODUCTS The company is an international leader in the development and production of embossed, laminated and printed specialty plastic films used in a variety of hygienic, healthcare and industrial markets worldwide. Website: www.clopayplastics.com CLOPAY SERVICE COMPANY Clopay Service Company is a national network of service and installation centers providing installed specialty-building products to homebuilders and consumers. Clopay Service Company sells, distributes, installs and repairs manufactured fireplaces, appliances, garage doors and openers, flooring, kitchen and bath cabinets and other related building products. Website: www.clopayserviceco.com Net Sales Net SalesNet Sales Net Sales Earnings Per Share (Diluted) Earnings PeEarningsr Share P(Diluted)er Share (Diluted) Earnings Per Share (Diluted) ($ millions) ($ millionsFinancial) ($ millions) Highlights ($ millions) (dollars) (dollars)
    [Show full text]
  • Investment Holdings As of June 30, 2019
    Investment Holdings As of June 30, 2019 Montana Board of Investments | Portfolio as of June 30, 2019 Transparency of the Montana Investment Holdings The Montana Board of Investment’s holdings file is a comprehensive listing of all manager funds, separately managed and commingled, and aggregated security positions. Securities are organized across common categories: Pension Pool, Asset Class, Manager Fund, Aggregated Individual Holdings, and Non-Pension Pools. Market values shown are in U.S. dollars. The market values shown in this document are for the individual investment holdings only and do not include any information on accounts for receivables or payables. Aggregated Individual Holdings represent securities held at our custodian bank and individual commingled accounts. The Investment Holdings Report is unaudited and may be subject to change. The audited Unified Investment Program Financial Statements, prepared on a June 30th fiscal year-end basis, will be made available once the Legislative Audit Division issues the Audit Opinion. Once issued, the Legislative Audit Division will have the Audit Opinion available online at https://www.leg.mt.gov/publications/audit/agency-search-report and the complete audited financial statements will also be available on the Board’s website http://investmentmt.com/AnnualReportsAudits. Additional information can be found at www.investmentmt.com Montana Board of Investments | Portfolio as of June 30, 2019 2 Table of Contents Consolidated Asset Pension Pool (CAPP) 4 CAPP - Domestic Equities 5 CAPP - International
    [Show full text]
  • United States Securities and Exchange Commission Washington, Dc 20549
    UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 7, 2008 GRIFFON CORPORATION (Exact name of Registrant as Specified in Its Charter) DELAWARE 1-6620 11-1893410 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 100 JERICHO QUADRANGLE, JERICHO, NEW YORK 11753 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: 516-938-5544 No Change (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 1.01. Entry Into a Material Definitive Agreement On August 7, 2008, Griffon Corporation (“Griffon”) announced a 20,000,000 share common stock rights offering to its shareholders in order to raise equity capital for general corporate purposes and to fund future growth. The rights will have an exercise price of $8.50 per share (the “Subscription Price”).
    [Show full text]
  • The Retirement and Savings Plan for Amgen
    Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 11-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 000-12477 THE RETIREMENT AND SAVINGS PLAN FOR AMGEN MANUFACTURING, LIMITED State Road 31, Kilometer 24.6, Juncos, Puerto Rico 00777 (Full title and address of the plan) AMGEN INC. (Name of issuer of the securities held) One Amgen Center Drive, 91320-1799 Thousand Oaks, California (Zip Code) (Address of principal executive offices) Table of Contents The Retirement and Savings Plan for Amgen Manufacturing, Limited Financial Statements and Supplemental Schedules Years ended December 31, 2009 and 2008 Contents Report of Independent Registered Public Accounting Firm 1 Audited Financial Statements: Statements of Net Assets Available for Benefits at December 31, 2009 and 2008 2 Statements of Changes in Net Assets Available for Benefits for the years ended December 31, 2009 and 2008 3 Notes to Financial Statements 4 Supplemental Schedules: Schedule of Assets (Held at End of Year) 15 Schedule of Assets (Acquired and Disposed of Within Year) 31 Signatures 32 Exhibits 33 Table of Contents Report of Independent Registered Public Accounting Firm Amgen Manufacturing, Limited, as Named Fiduciary, and the Plan Participants of The Retirement and Savings Plan for Amgen Manufacturing, Limited We have audited the accompanying statements of net assets available for benefits of The Retirement and Savings Plan for Amgen Manufacturing, Limited (the Plan) as of December 31, 2009 and 2008, and the related statements of changes in net assets available for benefits for the years then ended.
    [Show full text]
  • 2014 Annual Report
    79429Cover_2014Griffon_v2.indd December 12, 2014 6:29 PM spine=0.27” www.griffoncorp.com 2014 Annual Report 79429Cover_2014Griffon_v2.indd 2-3 12/12/14 6:29 PM LETTER TO SHAREHOLDERS Griffon Corporation made significant progress in 2014 as we began to reap the benefits of our efficiency initiatives. Our results reflect improved operating performance throughout our businesses. As gratifying as 2014’s progress has been, we believe our strategy will drive accelerated earnings in the coming years. Efficiency Programs Drive Operating Improvement in 2014 By almost any measure, 2014 performance was amongst the strongest in Griffon’s history. We had revenue of $2.0 billion and segment adjusted EBITDA of $191 million, an increase of 5% over the prior year. We reported normalized EPS of $0.51 per share, which represents a 76% increase over the prior year. This performance is reflective of both the earnings power of our businesses and the collective hard work of our team. Commitment to Delivering Value to Shareholders We are committed to building long-term value for our shareholders. To enhance our balance sheet, we completed a debt financing which lowered our cost of capital and extended our debt maturity to 2022. During the year, we repurchased a total of 6.4 million shares of our common stock for a total of $73.2 million. Since August 2011, we have repurchased a total of 11.4 million shares for $122 million. Over the past few years, we have steadily increased our dividend, from a quarterly dividend of $0.02 per share in 2012 to $0.04 per share for our most recent quarterly dividend.
    [Show full text]
  • Griffon Corporation
    G RIFFON CORPORATION TWO THOUSAND & SEVEN ANNUAL REPORT TELEPHONICS CORPORATION CLOPAY BUILDING PRODUCTS Corporate Headquarters, Headquarters: Communication Systems Division Mason, Ohio & Radar Systems Division: Farmingdale, New York Manufacturing: Russia, Ohio Electronic Systems Division: Troy, Ohio Huntington, New York Auburn, Washington Baldwin, Wisconsin Systems Engineering Group: Columbia, Maryland Distribution Centers: 48 in major markets West Coast Operations: Gardena, California Website: www.clopaydoor.com Manufacturing: Huntington, New York CLOPAY SERVICE COMPANY Telephonics UK: Headquarters: Chester, England Tempe, Arizona Telephonics Sweden: Service and Installation Centers: Stockholm, Sweden Alabama (2) Minnesota (3) Arizona (5) Nevada (3) Website: www.telephonics.com California (3) North Carolina (1) TABLE OF CON T EN T S Florida (2) Washington (2) Georgia (5) CLOPAY PLASTIC PRODUCTS Company Profile . 1 Website: www.clopayserviceco.com Letter to Shareholders . 2 Headquarters: Mason, Ohio Telephonics Corporation . 6 Registrar and Transfer Agent Manufacturing: Clopay Plastic Products . .10 American Stock Transfer & Trust Company Augusta, Kentucky Clopay Building Products . 14 Nashville, Tennessee Aschersleben, Germany Corporate Directory 18 Additional copies of this report will be furnished to . Dombühl, Germany shareholders upon written request to the company at: Jundiai, Brazil Form 10-K 100 Jericho Quadrangle Technical Center: Jericho, NY 11753. Mason, Ohio Website: www.griffoncorp.com Website: www.clopayplastics.com Independent
    [Show full text]
  • Griffon Corporation
    QuickLinks -- Click here to rapidly navigate through this document PROSPECTUS Filed pursuant to rule 424(b)3 Reg. No. 333-115733 Griffon Corporation Offer to Exchange up to $130,000,000 Aggregate Principal Amount of Newly Issued 4.0% Contingent Convertible Subordinated Notes Due 2023 (second series) plus up to $390,000 in cash ($3.00 per $1,000 principal amount) for up to $130,000,000 Outstanding Aggregate Principal Amount of 4.0% Contingent Convertible Subordinated Notes Due 2023 (CUSIPS 398433AA0 and 398433AB8) The exchange offer will expire at 5:00 p.m., New York City time, on June 21, 2004, unless extended or earlier terminated. We are offering to exchange $1,000 principal amount of newly issued 4.0% Contingent Convertible Subordinated Notes Due 2023 (second series), which we refer to as the new notes, and $3.00 in cash, which we refer to as the cash consideration, for each $1,000 principal amount of our currently outstanding 4.0% Contingent Convertible Subordinated Notes Due 2023, which we refer to as the 4.0% Contingent Convertible Subordinated Notes Due 2023 (first series) or the old notes. The form and terms of the new notes are identical in all respects to those of the old notes, except that certain conditions to the conversion of the notes will be modified. The principal modification is that the market price condition, which is the level at which our stock must trade before the new notes may be converted, will be changed to increase from 120% of the conversion price to 150% of the conversion price.
    [Show full text]
  • 12028564.Pdf
    LETTER TO SHAREHOLDERS Griffon performed well in challenging global economic environment in 2012 We saw signs of in each of businesses with but do improvement our am pleased our performance expect us to much better as the recovery accelerates Revenue for the year increased 2% over the prior year to $1.9 billion while our segment adjusted EBITDA increased 3% to $171 million achieved Telephonics our defense technology business had an exceptional year in which it ended the with the in its record profitability and importantly year highest reported backlog history Telephonics maintained its solid technology leadership in Intelligence Surveillance and Reconnaissance Advancements in maritime surveillance radar such as the introduction of Active Electronically Scanned Arrays will contribute significantly to maintaining our industry leadership position In the Identification Friend or Foe 1FF area Telephonics has the distinction of being the first and currently only provider of an All-Mode 1FF Interrogator that is fully certified by the U.S Government AIMES organization This will soon be Federal Aviation Administration requirement for both civil and military aircraft to be allowed to fly Telephonics is also the first U.S company to be certified by the Civil Aviation Authority of China to be supplier of Air Traffic Control systems Telephonics future remains bright in an uncertain budgetary environment The which exhibit of and housing industry continues to early signs recovery helped Home Buildings Products HBP results In particular our Clopay Building
    [Show full text]