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FastenTech, Inc. Reports Fourth Quarter and Year-to-Date Results

MINNEAPOLIS--Nov. 21, 2003--FastenTech, Inc., a leading manufacturer and marketer of highly engineered specialty components providing critical applications to a broad range of end-markets, today announced its results for the fourth quarter and fiscal year ended September 30, 2003.

Revenues for the quarter ended September 30, 2003 were $58.1 million, an increase of 12.8% compared with revenues of $51.5 million in the same period in 2002. The increase in revenues is primarily the result of revenues from the February 2003 acquisition of an engineered components business.

Operating income was $8.9 million for the quarter ended September 30, 2003 compared to $7.7 million in the prior-year quarter, an increase of 15.1%. The increase in operating income was primarily due to the result of operating results from the acquisition offset by a non-cash write-off of certain equipment of $0.5 million included in selling, general and administrative expenses in the quarter ended September 30, 2003 and a gain of $.5 million related to the reversal of restructuring charges included in the results for the quarter ended September 30, 2002. Results of operations from the acquired business are included in the 2003 quarterly results, but are not included in the 2002 results.

Depreciation and amortization for the three months ended September 30, 2003 was $2.5 million compared to $3.2 million for the same period in the prior year. The decrease relates to the elimination of goodwill following the adoption of Statement of Financial Accounting Standards (SFAS) No. 142, effective October 1, 2002.

Other income for the quarter ended September 30, 2003 was $0.0 million compared to $0.4 million for the same period in 2002. The decrease in other income primarily relates to the unrealized non-cash gains of $0.6 million related to mark to market adjustments on interest rate swaps that were included in the three months ended September 30, 2002 offset by other expense items. These swap agreements were terminated in conjunction with the successful completion of our $175.0 million senior subordinated notes offering in May 2003.

Year-to-Date Results

Revenues for the year ended September 30, 2003 increased 0.5% to $209.9 million from $208.8 million in the same period in 2002. The increase in revenues was primarily the result of revenues from the February 2003 acquisition of an engineered components business offset by softness in the OEM power generation market.

Operating income for the year ended September 30, 2003 was $31.4 million compared to $32.3 million in the same period in 2002. The decrease in operating income was primarily a result of a non-cash write-off of certain equipment of $0.5 million included in the year ended September 30, 2003 and a gain of $0.5 million related to the reversal of restructuring reserves included in the results for the year ended September 30, 2002. Results from the February 2003 acquisition of an engineered components business are included in the results for the year ended September 30, 2003, but are not included in the 2002 results.

Depreciation and amortization for the year ended September 30, 2003 was $11.1 million compared to $14.3 million for the same period in the prior year. The decrease relates to the elimination of goodwill following the adoption of SFAS No. 142, effective October 1, 2002.

Other income for the year ended September 30, 2003 was $1.7 million compared to $2.6 million for the fiscal year ended September 30, 2002. Other income for fiscal 2003 relates primarily to unrealized non-cash gains related to mark to market adjustments on interest rate swaps. Other income for fiscal 2002 relates primarily to unrealized non-cash gains of $1.4 million related to mark to market adjustments on interest rate swaps and $1.2 million of non-cash gains on the curtailment of certain pension plans in 2002. The interest rate swap agreements were terminated in conjunction with our $175.0 million senior subordinated notes offering in May 2003.

Effective October 1, 2002, the company adopted the new rules for accounting for goodwill. As a result, the company wrote off $26.9 million of goodwill, net of tax, which was determined to be impaired under the new rules. This non-cash charge has been retroactively recorded in the first quarter of fiscal 2003.

During fiscal 2003, the Company recorded a loss on early extinguishment of debt of $2.6 million related to the early retirement of debt resulting from our $175.0 million senior subordinated notes offering in May 20, 200403.

Quarterly Conference Call

FastenTech will host a conference call on November 21, 2003 at 11:30 a.m. EDT to discuss fourth quarter and fiscal year 2003 results. You can access the conference call via a toll-free number. For listen only access, please call the toll-free number 1-888-792-1079 (the ID for the call is 325592) by 11:30 a.m. EDT. For those unable to participate in the conference call, a replay will be available until 12:00 midnight EDT on Tuesday, November 25, 2003. The replay number is 1-888-266-2081. The passcode for the replay will be 325592.

FastenTech, Inc., headquartered in Minneapolis, Minnesota, is a leading manufacturer and marketer of highly engineered specialty components that provide critical applications to a broad range of end-markets, including the automotive and light truck, construction, industrial, military, power generation, and medium-and heavy-duty truck markets.

Forward Looking Statements

The matters discussed in this press release may constitute forward-looking statements that are subject to many uncertainties. Forward-looking statements are identified by such forward-looking terms as "may," "will," "could," "should," "seeks," "intends," "estimates," "guidance," "expects," "believes," "anticipates" or "plans" or the negative thereof or other comparable terms, or by discussions of strategy, plans or intentions. In particular, any statements, express or implied, concerning future operating results or ability to generate revenues, income or cash flow to service debt are forward looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected. These include risks associated with: our actual versus expected internal growth; our high degree of leverage; our ability to comply with certain financial and other covenants in our loan agreements and indentures; the success or failure of our growth strategies, including international expansion; our ability to attract and retain customers; our ability to accurately predict our production capacity requirements; our ability to attract and retain key personnel; our ability, and the ability of our customers, to maintain good labor relations with our and their respective employees and the union representing them; our ability to develop and market new products and to innovate existing product lines; our ability to protect our intellectual property; the cost and availability of raw materials, especially steel; trends and conditions in our business, including trends in the markets that we serve; our ability to identify and integrate acquisitions; our future capital needs; our ability to continue to control costs and maintain quality; our ability to comply with applicable governmental laws and regulations and the cost of such compliance; and competitive conditions in the markets in which we operate. In light of these and other uncertainties, the inclusion of forward-looking statements in this press release should not be regarded as a representation by FastenTech that FastenTech's plans and objectives will be achieved. The Company does not assume any obligation to update any forward-looking statements or other information contained in this press release.

                   FastenTech, Inc. and Subsidiaries
      Condensed Consolidated Statement of Operations - Unaudited
                        (Amounts in Thousands)

                                   Three months ended   Year ended
                                      September 30,    September 30,
                                      2003    2002     2003     2002
                                     ------- ------- -------- --------

Net sales                           $58,092 $51,497 $209,892 $208,798
Cost of sales                        39,011  33,871  142,207  140,237
                                     ------- ------- -------- --------

Gross profit                         19,081  17,626   67,685   68,561

Selling, general & administrative
 expenses                            10,203  10,365   36,277   36,749
Restructuring and non-recurring
 charges                                  -    (452)       -     (452)
                                     ------- ------- -------- --------

Operating income                      8,878   7,713   31,408   32,264
Other income (expense):
 Interest expense                    (5,487) (4,915) (21,000) (19,266)
 Loss on early extinguishment of
  debt                                    -       -   (2,615)       -
 Other, net                             (30)    442    1,738    2,619
                                     ------- ------- -------- --------
Income before provision for income
 taxes, minority interest and 
 cumulative effect of a change 
 in accounting principle              3,361   3,240    9,531   15,617
Income tax expense                    1,464   1,376    3,933    6,663
                                     ------- ------- -------- --------
Income before minority interest
 and cumulative effect of a
 change in accounting principle       1,897   1,864    5,598    8,954
Minority interest in income of
 subsidiaries                           147       -      192    1,185
                                     ------- ------- -------- --------
Income before cumulative effect of
 a change in accounting principle     1,750   1,864    5,406    7,769

Cumulative effect of a change in
 accounting principle, net of tax         -       -  (26,892)       -

Net income (loss)                   $ 1,750 $ 1,864 $(21,486)$  7,769
                                     ======= ======= ======== ========
                   FastenTech, Inc. and Subsidiaries
                 Condensed Consolidated Balance Sheets
                        (Amounts in Thousands)


                                                   September September
                                                       30       30
                                                      2003     2002
                                                     -------- --------
Assets
Current assets:
 Cash and cash equivalents                          $ 10,359 $ 10,983
 Accounts receivable, net                             38,033   32,285
 Inventory                                            44,235   35,073
 Other current assets                                  7,300    3,245
                                                     -------- --------
Total current assets                                  99,927   81,586

Goodwill, net                                         58,880   94,006
Property, plant and equipment, net                    70,638   70,842
Other assets                                           8,296    5,106
                                                     -------- --------
Total assets                                        $237,741 $251,540
                                                     ======== ========

Liabilities and Stockholders' Equity (Deficiency in
 Assets)
Current liabilities:
 Accounts payable                                   $ 17,136 $ 15,829
 Other accrued liabilities                            18,697   13,340
 Current portion of long-term debt                         -    9,699
                                                     -------- --------
Total current liabilities                             35,833   38,868

 Long-term debt, net of current portion              183,000  165,017
 Other long-term liabilities                          32,303   33,612
                                                     -------- --------
Total  liabilities                                   251,136  237,497

Minority interests                                     1,439    1,492
Redeemable preferred stock                            27,665   31,994

Total stockholders' equity (deficiency in assets)    (42,499) (19,443)
                                                     -------- --------
Total liabilities and stockholders' equity
 (deficiency in assets)                             $237,741 $251,540
                                                     ======== ========
                   FastenTech, Inc. and Subsidiaries
      Condensed Consolidated Statement of Cash Flows - Unaudited
                        (Amounts in Thousands)

                                     Year ended     Three months ended
                                     September 30,     September 30
                                    2003     2002      2003     2002
                                  --------- --------  ------- --------

Cash flows from operating
 activities

Net income (loss)                $ (21,486)$  7,769  $ 1,750 $  1,864
Adjustments to reconcile net
 income to net cash provided by 
 (used in) operating activities:
  Loss on early extinguishment of
   debt                              2,615        -    1,046        -
  Depreciation                      10,877   11,530    2,476    2,546
  Amortization                         180    2,724       42      699
  Deferred income taxes              4,281    3,532    4,281    3,532
  Noncash interest expense           4,307    5,687      283    1,550
  Minority interest in income of
   subsidiaries                        192    1,185      147        -
  Unrealized gain on interest
   rate swaps                       (1,418)  (1,444)       -     (590)
  Cumulative effect of a change
   in accounting principle          26,892        -        -        -
  Loss on write-off of property
   plan and equipment                  490        -      490        -
  Changes in operating assets and
   liabilities:                     (6,137)     120     (695)    (649)
                                  --------- --------  ------- --------

Net cash provided by operating
 activities                         20,793   31,103    9,820    8,952

Cash flows from investing
 activities

Cash used for acquisitions, net
 of cash acquired                  (12,645)  (6,216)  (2,657)    (141)
Additions to property, plant and
 equipment                          (5,544)  (4,623)  (1,436)  (1,565)
                                  --------- --------  ------- --------

Net cash used in investing
 activities                        (18,189) (10,839)  (4,093)  (1,706)

Cash flows from financing
 activities

Proceeds from long-term
 borrowings, net of issuance
 costs                             175,090   28,562     (287)  28,562
Net long-term borrowings
 (Repayments)                     (176,035) (46,506)       -  (36,056)
Repurchase of redeemable
 preferred stock                    (2,162)             (91)       -
Other                                 (228)             (228)       -
                                  ------------------  ------- --------

Net cash used in financing
 activities                         (3,335) (17,944)    (606)  (7,494)
Effect of exchange rate
 fluctuations on cash                  107       22      136       22
                                  --------- --------  ------- --------
Net (decrease) increase in cash
 and cash equivalents                 (624)   2,342    5,257     (226)
Cash and cash equivalents at
 beginning of period                10,983    8,641    5,102   11,209
                                  --------- --------  ------- --------
Cash and cash equivalents at end
 of period                       $  10,359 $ 10,983  $10,359 $ 10,983
                                  ========= ========  ======= ========

The following table reconciles net income to EBITDA for the three months and year ended September 30, 2003:

                                  Three months ended    Year ended
                                     September 30,     September 30,
EBITDA Reconciliation :              2003     2002     2003     2002
                                    -------  -------  -------- -------
Net income (loss)                  $ 1,750  $ 1,864  $(21,486)$ 7,769
Add back:
Minority interest in income of
 subsidiaries                          147        -       192   1,185
Income tax expense                   1,464    1,376     3,933   6,663
Depreciation and amortization        2,518    3,245    11,057  14,254
Interest expense                     5,487    4,915    21,000  19,266
Cumulative effect of a change in
 accounting principle                    -        -    26,892       -
Loss on early extinguishment of
 debt                                    -        -     2,615       -
Impairment losses on long-lived
 assets included in SG&A               490        -       490       -
                                    -------  -------  -------- -------
EBITDA                             $11,856  $11,400  $ 44,693 $49,137

Memo:  Other income (expense),
 net, included in net income
 (loss) above                          (30)     442     1,738   2,619
Memo:  Non-cash restructuring
 reversals included in net income
 (loss) above                            -      452         -     452

EBITDA is a non-GAAP financial measure that the Company currently calculates according to the schedule above. EBITDA is presented in this manner because we believe it is a widely accepted financial indicator of a company's ability to service and/or incur indebtedness. The Company also believes that EBITDA provides useful information about the productivity and cash generation potential of its ongoing business. EBITDA is also used by management to evaluate financial performance and determine resource allocation for each of its operating units and for the Company as a whole. EBITDA should not be considered in isolation or as an alternative to, or substitute for, net income, cash flows generated from operations or other financial statement data presented in the consolidated financial statements. Because EBITDA is not a measurement determined in accordance with generally accepted accounting principles and is thus susceptible to varying calculations, EBITDA as presented may not be comparable to other similarly titled measures of other companies.