Employees Win! Brainard Rivet
Re-opens
Employee-owned Fastener Industries Buys Brainard; Includes Brainard Employees in Fastener ESOP
Eleven months after losing their jobs when Textron's Camcar Division shut their plant last June, Brainard Rivet employees are going back to work.
But they are not going back as hired help. They are finally going back as owners.
During an epic organizing effort that lasted fourteen months, the Brainard Buyout Committee at first fought the shutdown and lost. Textron shut the plant in June 1997. But the Committee held together, kept up the pressure on Textron -- a major defense contractor -- to come to the table, negotiated a purchase agreement for the assets, and ultimately made a deal with employee-owned Fastener Industries to buy and reopen the plant. The deal went through on April 30, 1998.
The Shutdown
Brainard Rivet is a specialty fastener manufacturer in Girard, Ohio. It has always been a specialty shop. It was set up originally to make rivets for strapping on wooden barrels in 1917. It changed with the times. In recent years it has flourished making short-run "specials" -- intricate solid-bodied fasteners for special uses. It employed 68, paying excellent wages and benefits under a Steelworker contract.
The Brainard shutdown seemed completely inexplicable to the employees. The plant was always profitable. In fact, it was one of the most profitable of Textron's Camcar fastener division plants. It earned more than $2.2 million on $14 million in sales in 1996.
"Why shut it?" was the question raised by Girard Mayor Schuyler's office and around employees’ dinner tables alike.
Camcar's answer was that the company wanted to consolidate production in Elk Creek, Virginia, a non-union plant. Brainard employees argued that Elk Creek couldn't run their product successfully.
"I've seen a lot of shutdowns since the OEOC was established in 1987," said OEOC Director John Logue. "A number of them were shutdowns of profitable Ohio operations just because they were looking for cheap labor in the South or offshore. But I've never seen a company shut down a plant that was this profitable just because it was their only union plant in the U.S. This really took the cake."
Employees used every means they could to keep the plant open. The Ohio Bureau of Employment Service's (OBES) Rapid Response Unit helped to fund the initial feasibility work, and local economic development officials and office holders rallied to the employees' side. Governor Voinovich's economic development representative Julie Michael weighed in for the employees on the Governor's behalf. The buyout committee retained Harry Kokkinis, a New York business analyst, to represent them and to work up a preliminary feasibility assessment of an employee-owned Brainard.
When Textron refused to deal with them as buyers and went ahead with plans to shut the plant and move the equipment to Virginia, employees rallied at the plant gates to block the trucks from taking out equipment and shipping products to customers. Other workers from the Autoworkers at the Lordstown GM plant, the IUE at Delphi-Packard, the Teamsters and the Building Trades joined the Steelworkers. One Buyout Association press release delicately reported, "after listening to the community rally for a few minutes and checking in with their boss, the movers [from Landstar Trucking] decided to turn around and head home empty."
Many customers were set up for "just in time" delivery, so the pressure on Textron escalated as irate customer calls increased. The police were eventually called and arrested those on the picket line including Buyout Committee Chairman Jeff Chine for disorderly conduct and "failure to disperse." "They arrested us, handcuffed us, took us to the station, booked us, and in 45 minutes we were back on the picket line," said Chine. Charges against Chine and the other pickets were subsequently dropped.
"Textron didn't know what they were getting into," said Marty Gallagher, Brainard machine shop foreman who was in charge of shipping Textron's product and equipment out. "They had grabbed a tiger by the tail."
Perseverance Pays Off
Despite the shutdown, the Buyout Committee simply refused to give up. "In Jeff Chine, they had a guy who could lead, who could withstand the ups and downs of the rollercoaster ride he was on, and still keep the faith," commented Kokkinis when asked why the deal went through. Since Textron wouldn't sell, the Buyout Committee explored if they could simply rent space and buy equipment to go into competition with Elk Creek. With this scenario, the preliminary feasibility study indicated that they could break even on $3 million in sales -- about 20% of previous sales.
"They arrested us, handcuffed us, took us to the station, booked us, and in 45 minutes we were back on the picket line."
Jeff Chine
The turning point in the employees' efforts to get Textron to entertain their offer came when employees verified the rumors that Textron was actually sending much of the Brainard business to competitors rather than running it at Elk Creek. Kokkinis was able to compile a list of more than 50 customers that had been dumped by Textron. This infuriated Youngstown Congressman Jim Traficant who had previously been told by Textron that all the Brainard work was going to other Textron plants.
"There does not appear to be a justifiable economic rationale behind Textron's decision [to shut Brainard]," Traficant wrote to Textron CEO James F. Hardymon. "Why would Textron oppose an ESOP if it is referring a significant number of Brainard customers to other non-Textron companies?"
The empty facility in Girard was an expensive albatross around Textron's neck politically. Traficant was on the U.S. House Aviation Subcommittee, which would be voting on Textron aerospace projects in the future. There was political pressure in Washington from Senators DeWine and Glenn as well. State Senator Bob Hagan and State Representatives June Lucas and Ron Gerberry were also very helpful in pressuring Textron. The city threatened to slap a lien against the property for past environmental liabilities.
Over the summer, Textron began to back off its refusal to sell. It permitted white collar employees and managers to join the buyout association. Moreover, just as Brainard employees had argued before the shutdown, Textron found that it was having trouble running much of Brainard's work profitably at Elk Creek.
As negotiations progressed for employees and local investors to buy the building, Textron became increasingly cooperative. It began moving unused equipment back from Elk Creek. Ultimately Controller Judy Volpe and Gallagher, who were still on Textron's payroll, helped put the buyout together. The deal grew from a near empty plant to including two-thirds of the original Brainard equipment, and Textron referring a number of smaller specialty customers to Brainard.
Fastener as Partner
Given the plant's record of profitability, a restart seemed plausible, and a State preliminary feasibility grant from the Ohio Bureau of Employment Services (OBES) paid the cost of a market and start-up study. With that study in hand, the employee buyout group actively pursued several partners.
Ultimately Fastener Industries emerged as the employees' preferred partner: it had the financial resources, an established distribution network which handled other specialty fasteners, and was employee owned. "We saw Brainard as a good opportunity because of the people involved," said Fastener CEO Pat Finnegan. "They are really good. We know they can get the business up and running. These guys deserve to be employee owners."
"Moreover, there's real synergy between us and Brainard. We run similar equipment: there are things we can learn from for each other. We'll both come out better than we were before."
Brainard will operate as a wholly-owned subsidiary of Fastener, and as members of the Fastener ESOP, Brainard employees will receive Fastener stock annually. "Fastener's whole mentality is to emphasize that employees are running their own business," says Volpe, who is now Brainard’s general manager. "It's simply the right atmosphere."
Brainard will have its own profit sharing plan. "One thing that Textron did right was to have really good incentive plans in place. So we wrote profit sharing into our business plan to compensate for the wage concessions -- 20-35% that were necessary to reopen as a stand-alone employee-owned company," said Volpe. "We had structured a salaried plan as well as an hourly plan. When we started talking to Fastener, they liked the profit sharing, but asked us to put everyone in the same plan because we are all owners. If we hit our numbers, there will be profit sharing in the 2nd year."
"Profit sharing was part of their business plan," said Fastener's Finnegan. "They are going to be running their own business. So their proposal appealed to my sense that their compensation ought to be tied to Brainard's performance."
"These are real high quality people. That was true when they were operating and it was true when they were getting it reopened. I think that that's what Fastener really invested in: the people."
Harry Kokkinis
On the morning of May 1, the day after the deal was signed, the first order came in. "If we had a coil of wire in the shop, we could start running it today," exclaimed Chine triumphantly. "Our business plan calls for us having 20 employees back at work by Christmas and 30 or more within three years. We know we're going to beat those targets."
By the end of the deal, Textron was happy with the outcome too. "We were pleased to announce the sale of the Girard facility," said Dean Lamb, manager of marketing communications for Camcar. "We wish the new owners well in their business venture. We worked hard with them in the sale of the business in hopes of bringing a new owner in who could create jobs in the area. Both sides worked diligently to bring it to fruition. Everybody can walk away saying that this was a good thing." "Textron has been a big help," said Finnegan. "They certainly have done more than they needed to do."
"People say that business is made up of the people, and these are real high quality people," Kokkinis reflected. "That was true when they were operating and it was true when they were getting it reopened. I think that that's what Fastener really invested in: the people."