8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): November 1, 2006

ERICO INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Ohio	333-115267	34-0201460
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

30575 Bainbridge Road
Suite 300
Solon, Ohio 44139
(440) 349-2630

(Address, including zip code, and telephone number, including area code,
of registrant’s principal executive offices)

N/A

(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:

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))

TABLE OF CONTENTS

EX-99.1

Item 2.02. Results of Operations and Financial Condition

     On November 1, 2006, ERICO International Corporation issued a press release regarding its consolidated results of operations, financial condition and cash flows for the quarter and nine-month period ended September 30, 2006. The text of the press release is included as Exhibit 99.1 to this report and is incorporated herein by reference. The information included in the press release is being furnished under Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

     The following exhibits are being furnished with this Report:

99.1 Press release dated November 1, 2006.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 1, 2006	ERICO INTERNATIONAL CORPORATION
	By:	/s/ William A. Fullmer
		Name: William A. Fullmer
		Title: Vice President, General Counsel and Secretary

EX-99.1

ERICO International Corporation	Phone: 1-440-349-2630
30575 Bainbridge Road	Fax: 1-440-349-2996
Suite 300	www.erico.com
Solon, Ohio 44139
U.S.A.

Exhibit 99.1

ERICO International Corporation
Announces Third Quarter 2006 Results

SOLON, OH – November 1, 2006 — ERICO International Corporation (bond ticker CADDY) today reported results for its third quarter and nine months ended September 30, 2006.

Net sales in the third quarter of 2006 were $117.9 million, an increase of $13.5 million, or 12.9%, compared with third quarter 2005 net sales of $104.4 million. The increase in net sales was due primarily to increased selling prices and higher sales volume. This performance is a new record for quarterly net sales.

Gross profit in the third quarter of 2006 was $43.9 million, up $4.8 million, or 12.2%, from the third quarter 2005 gross profit of $39.1 million. The increase in gross profit was due primarily to increased selling prices and higher sales volume.

Operating expenses in the third quarter of 2006 were $25.3 million, up $1.9 million, or 7.8%, from third quarter 2005 operating expenses of $23.4 million. As a percentage of net sales, operating expenses decreased to 21.5% in the third quarter of 2006 from 22.5% for the third quarter of 2005, primarily due to higher sales levels and management’s continued focus on controlling expenses.

The Company’s net cash provided by operating activities in the third quarter of 2006 was $14.0 million, compared with $14.3 million in the third quarter of 2005. The Company generated EBITDA of $21.0 million in the third quarter of 2006, setting a new quarterly record for EBITDA generation, compared with EBITDA of $18.4 million in the third quarter of 2005, an increase of $2.6 million, or 14.0%. See below for the Company’s definition of EBITDA and a reconciliation of EBITDA to net cash provided by operating activities computed in accordance with accounting principles generally accepted in the United States (“GAAP”).

YEAR-TO-DATE RESULTS

Net sales for the nine months ended September 30, 2006 were $340.6 million, up $46.1 million, or 15.6%, from net sales of $294.5 million for the nine months ended September 30, 2005, setting a new record for net sales during the first nine months of a year. The increase in net sales was due primarily to increased selling prices and higher sales volume.

Gross profit for the nine months ended September 30, 2006 was $127.3 million, up $21.2 million, or 20.0%, from gross profit of $106.1 million for the nine months ended September 30, 2005. The increase in gross profit was due primarily to increased selling prices and higher sales volume.

Operating expenses in the first nine months of 2006 were $74.7 million, up $6.6 million, or 9.7%, from operating expenses of $68.1 million in the first nine months of 2005. As a percentage of net sales, operating expenses declined to 21.9% in the first nine months of 2006 from 23.1% for the first nine months of 2005, primarily due to higher sales levels along with management’s continued focus on controlling expenses.

CADDY^®     •     ERICO^®      •     ERIFLEX^®     •     ERITECH^®     •     LENTON^®

The Company’s net cash provided by operating activities was $22.5 million for the nine months ended September 30, 2006 compared with $23.1 million in the nine months ended September 30, 2005. The Company generated EBITDA of $61.0 million in the nine months ended September 30, 2006, up $14.0 million, or 30.0%, from EBITDA of $47.0 million for the nine months ended September 30, 2005. With this performance, the Company set a new record for EBITDA generation in the first nine months of a year.

ERICO is a leading designer, manufacturer and marketer of precision-engineered specialty metal products serving global niche product markets in a diverse range of electrical, construction, utility and rail applications. The Company is headquartered in Solon, Ohio, USA, with a network of sales locations serving more than 25 countries and with manufacturing and distribution facilities worldwide. ERICO’s well-known brand names include: CADDY^® fixings, fasteners and supports; CADWELD^® welded electrical connections; CRITEC^® surge protection devices; ERICO^® rail bonds and specialty products; ERIFLEX^® low-voltage panel components; ERITECH^® electrical products; and LENTON^® concrete reinforcement. Visit ERICO online at www.erico.com.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

Statements in this release that are not historical facts are forward-looking statements, as that term is defined by the federal securities laws, and can be identified by the use of terminology such as “believe,” “may,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect,” “estimate,” “continue,” “positioned,” “strategy” and similar expressions. These statements are only the Company’s predictions and not guarantees of future performance. The Company’s actual results may differ materially from those contained in the forward-looking statements in this release as a result of risks, uncertainties and contingencies that include, without limitation, general economic conditions in the markets in which the Company operates, industry related and other factors such as the availability of sufficient amounts of raw materials, particularly steel and copper, and the Company’s ability to acquire these raw materials on an economic basis; risks associated with foreign operations, including fluctuations in exchange rates of foreign currencies; competitive pressures on pricing; operational issues at the Company’s facilities; availability of financing to fund operations at anticipated rates and terms; prolonged work stoppages; governmental or regulatory policies; product warranty, product liability and product recall costs; rapid increases in health care costs; the Company’s acquisition activities; the Company’s substantial debt and leverage and ability to service its debt; the restrictive covenants contained in the agreements governing the Company’s indebtedness; the Company’s ability to realize revenue growth; the Company’s ability to implement initiatives designed to increase operating efficiencies and improve results; the loss of major customers; acts of war or terrorism; and other risks and uncertainties set forth under “Risk Factors” in the Company’s SEC filings, including its Annual Report on Form 10-K filed with the SEC on March 10, 2006 and available at www.sec.gov. The Company undertakes no obligation, except as required by law, to update these statements.

CADDY^®     •     ERICO^®      •     ERIFLEX^®     •     ERITECH^®     •     LENTON^®

ERICO International Corporation and Subsidiaries
Condensed Consolidated Income Statements (Unaudited)
(Dollars in Thousands)

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2006		2005		2006			2005
Net sales	$	117,947	$	104,435	$	340,568		$	294,513
Cost of sales		74,037		65,318		213,255			188,408
Gross profit		43,910		39,117		127,313			106,105
Operating expenses		25,271		23,435		74,660			68,058
Operating income		18,639		15,682		52,653			38,047
Interest expense, net		3,224		3,658		9,951			11,443
Foreign exchange loss, net		156		196		218			662
Other income		—		—		(594	)		—
Income before income taxes		15,259		11,828		43,078			25,942
Provision for income taxes		5,853		4,207		16,521			9,318
Net income	$	9,406	$	7,621	$	26,557		$	16,624

CADDY^®     •     ERICO^®      •     ERIFLEX^®     •     ERITECH^®     •     LENTON^®

ERICO International Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(Dollars in Thousands, Except Per Share Amounts)

	September 30,			December 31,
	2006			2005
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	29,496		$	19,561
Trade accounts receivable, net		74,936			54,802
Inventories, net		60,764			46,710
Other current assets		7,869			6,758
Total current assets		173,065			127,831
Property, plant and equipment, net		38,937			42,799
Goodwill		95,518			95,524
Other intangible assets, net		36,513			36,802
Other assets		7,591			8,315
Total assets	$	351,624		$	311,271
Liabilities and stockholder’s net investment
Current liabilities:
Trade accounts payable	$	40,820		$	29,157
Accrued compensation		19,626			15,699
Dividend payable		—			11,000
Other current liabilities		27,300			20,344
Total current liabilities		87,746			76,200
Long-term debt		141,675			141,675
Deferred income taxes		25,979			26,561
Other long-term liabilities		13,486			13,852
Stockholder’s net investment:
Common stock, par value $1.00 per share, 1,500,000 shares authorized, 1 share issued and outstanding		—			—
Parent company investment		83,584			56,202
Accumulated other comprehensive loss		(846	)		(3,219	)
Total stockholder’s net investment		82,738			52,983
Total liabilities and stockholder’s net investment	$	351,624		$	311,271

CADDY^®     •     ERICO^®      •     ERIFLEX^®     •     ERITECH^®     •     LENTON^®

ERICO International Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Dollars in Thousands)

	Nine Months Ended
	September 30,
	2006			2005
Operating activities
Net income	$	26,557		$	16,624
Gain on sale of building		(594	)		—
Depreciation and amortization		7,993			9,594
Other operating activities		(11,437	)		(3,083	)
Net cash provided by operating activities		22,519			23,135
Investing activities
Capital expenditures		(3,423	)		(1,810	)
Proceeds from sale of building		787			—
Other investing activities		(139	)		(559	)
Net cash used in investing activities		(2,775	)		(2,369	)
Financing activities
Dividends paid		(11,000	)		(15,000	)
Net transfers from Parent Company		825			—
Net cash used in financing activities		(10,175	)		(15,000	)
Effect of exchange rate changes on cash and cash equivalents		366			(78	)
Increase in cash and cash equivalents		9,935			5,688
Cash and cash equivalents at beginning of period		19,561			2,321
Cash and cash equivalents at end of period	$	29,496		$	8,009

CADDY^®     •     ERICO^®      •     ERIFLEX^®     •     ERITECH^®     •     LENTON^®

The Company defines EBITDA, a non-GAAP financial measure, as net income plus income taxes, interest expense, depreciation and amortization. The Company has chosen to present EBITDA because the Company believes it is a widely accepted financial indicator of a company’s ability to service and incur indebtedness and because EBITDA is used in the Company’s financial debt covenants. Additionally, management uses EBITDA, among other financial measures, for planning and forecasting purposes. However, EBITDA should not be considered as an alternative to net cash provided by operating activities as a measure of liquidity in accordance with GAAP. Since EBITDA is not calculated identically by all companies, the Company’s method of computation may not be comparable to those disclosed by other companies. Following is a reconciliation of EBITDA to net cash provided by operating activities, which the Company believes is the most directly comparable GAAP measure of a company’s ability to service and incur indebtedness:

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2006			2005			2006			2005
Net cash provided by operating activities	$	13,980		$	14,316		$	22,519		$	23,135
Interest expense, net		3,224			3,658			9,951			11,443
Provision for income taxes		5,853			4,207			16,521			9,318
Foreign exchange loss, net		(156	)		(196	)		(218	)		(662	)
Deferred taxes		193			209			577			1,345
Amortization of financing fees and discount on senior subordinated notes included in interest expense, net		(223	)		(223	)		(668	)		(669	)
Net changes in operating assets and liabilities		(1,884	)		(3,554	)		11,746			3,069
Gain on sale of building		—			—			594			—
EBITDA	$	20,987		$	18,417		$	61,022		$	46,979

Contact: Polly Bloom
Investor Relations
(440) 542-1304

CADDY^®     •     ERICO^®      •     ERIFLEX^®     •     ERITECH^®     •     LENTON^®