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Fastener Industries is one of America's premier 100 percent
employee-owned companies. It has secured a solid place in
the market by becoming the foremost manufacturer of industrial
fasteners. These include weld nuts, weld screws, and related
leveler assemblies for use of original equipment manufacturers
in the metal working industry.
Their products can be found in virtually every piece of equipment,
both consumer and capital good, produced throughout the developed
world. "Give me five minutes in your home or office,"
claimed Rich Biernacki, former president and CEO of Fastener
industries (now retired), "and I'll find some of our
nuts and bolts. Just about anyone who puts things together
with metal could be an account of ours."
This is the sort of basic manufacturing that the United States
has been losing to low-cost foreign competition for years.
Yet Fastener Industries has secured its market by concentrating
on its efforts to become the premier low-volume specialty
producer of precision weld fasteners. This is a market that
inexpensive Asian manufacturers have not entered. The company
has about 125 employees, and annual sales of around $20 million.
Based in Berea, Ohio, Fastener Industries was incorporated
in 1905 as the Ohio Nut and Bolt Company. Fastener (which
still trades under the Ohio brand name), has long been a successful
manufacturing concern. Owned by the Whelan family since 1928,
the company was always considered a good place to work. It
was consistently profitable, and offered employees above-average
wages, bonuses, and benefits. One of these benefits was a
35 hour week for production workers, with pay higher than
that received by the typical 40 hour week workers for other
companies.
In 1979-80, the family decided to sell out. Biernacki, who
was at that time the treasurer, approached the Whelans with
the idea of selling the firm to its employees. "It made
sense to me that ownership should be shared," says Biernacki.
"After all, it was the productivity of the employees
that was responsible for our profits. And by sharing ownership
democratically, I figured the company could improve on its
already successful track record. And in fact, it has."
When the idea was presented to Fastener's employees, the
majority greeted the concept enthusiastically. They voted
to utilize their profit-sharing monies for the purchase of
the company's shares, and converted the profit sharing plan
to an ESOP to buy part of the company. The company itself
borrowed money to buy the remaining shares from the family.
As the company repaid the loan it contributed shares to the
ESOP. Combining this approach with other financing arrangements,
the employees gained full control of the company in 1980.
Many outside observers have called Fastener "a model
ESOP." New employees participate in the ESOP after one
month of work and are immediately 100% vested in their accounts.
The ESOP allocates the stock according to pay, but salaries
are so close that no one employee owns more than 4% of the
company. Fastener production employees work 7 hours per
day and earn wages higher than the industry norm. The
Fastener corporate by-laws provide full voting rights to the
employee-owners, who elect the company's five-member Board
of Directors. In turn, the directors name a five-member committee
to administer the ESOP. Employees are eligible participants
after one month's work at the company, and are immediately
100% vested. Voting is done on a one-share/one-vote basis,
and ownership of the company is widely diffused.
Upon termination or retirement, Fastener's employees may
take cash or shares. Most distributions have been lump sums,
with the average pay-out in the $90,000-$100,000 range. In
order for the employees to make the best financial decisions
upon receiving the ESOP distribution, the company provides
up to four hours of free consultation with financial consultants.
Employees may sell their stock back to the ESOP up to 15 months
after leaving Fastener. After that the ESOP is no longer required
to repurchase stock, although it maintains the right of first
refusal.
Employees are kept informed about the business side of the
company through a series of regular meetings and one-on-one
discussions with managers, board members, and corporate officers,
including the CEO. Each worker meets with the company president
once every 6 months with about 10 other randomly selected
employees. Plant managers meet with employees monthly. Managers
consult with employees about machinery purchases and other
decisions.
All of Fastener's plants have plant managers, but other supervisors
are few. Each employee is responsible for his own machines
or area, and most take their duties seriously. Fastener Industries
has no labor unions and all employees are salaried.
The company has always been profitable. Because it had a
solid profit-sharing plan in effect for many years, the employees
were able to buy a strong, going concern without putting any
cash on the table. The employees did, of course, have to turn
their profit-sharing funds into Fastener shares, but this
move has paid off handsomely. According to company figures,
each share values more than tripled in value in the six years
following the ESOP conversion.
How do Fastener's employees feel about being the owners of
their company? A walk through one of the plants is enlightening.
"For me, it's basically like having my own business,"
claimed one of the plant managers. "Not only do we all
work harder, we've seen our work mates retire with sizable
sums of money, and that's a tremendous incentive." "With
the ESOP, just about everybody has the opportunity to grow
to their full potential," added a tool and die maker
and ESOP Committee Member. "Apart from the financial
rewards, we now feel that our advancement is based on our
achievement, not just the whim of an owner or supervisor."
Because it's a worker-owned company, Fastener imparts a cooperative
mentality not often found in conventionally-owned for-profit
corporations. "We're all in this together and we're all
accountable to each other," as one worker-owner said.
"It's our money we're spending, and our investment we
have to protect. When something doesn't work, we're all involved
in fixing it, because if the problem isn't solved, we're the
ones losing money."
As Rich Biernacki, now retired as head of the company, declared,
"When people work for somebody else, the natural tendency
is to center on one's self interest. That used to be the case
at Fastener. But now I think, that is superseded by concern
for the welfare of the ESOP. We're all in this together, and
together we have to make it work."
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"One
of these benefits was a 35 hour week for production
workers, with pay higher than that received by the typical
40 hour week workers for other companies."
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