-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G/u9seHbYHkRtClzuNcqbjhgyqEHFFu2Z1SBeDvSjy/JRRxLrxpiZY8yMXnGDfpv okUWbQ3WbR5TzlmgtsUfMA== 0000790730-95-000007.txt : 19951002 0000790730-95-000007.hdr.sgml : 19951002 ACCESSION NUMBER: 0000790730-95-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950831 ITEM INFORMATION: Other events FILED AS OF DATE: 19950927 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERON INC/DE CENTRAL INDEX KEY: 0000790730 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK [3272] IRS NUMBER: 770100596 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09102 FILM NUMBER: 95576370 BUSINESS ADDRESS: STREET 1: 245 SOUTH LOS ROBLES AVENUE CITY: PASADENA STATE: CA ZIP: 91101 BUSINESS PHONE: 8186834000 8-K 1 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): 09-26-95 AMERON, INC. (Exact name of registrant as specified in its charter) Delaware 1-9102 77-0100596 (State or other jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 245 South Los Robles Ave., Pasadena, California 91101 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (818) 683-4000 Item 5 OTHER EVENTS The attached announcement was released to the news media on September 26, 1995. 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 thereunto duly authorized. AMERON, INC. Date: September 26, 1995 By: /s/ Javier Solis Senior Vice President and Secretary AMERON, INC. NEWS RELEASE September 26, 1995 For immediate release Contact: Gary Wagner, Senior Vice President, Chief Financial Officer PASADENA, Calif. - Ameron, Inc., (NYSE:AMN) today reported earnings of $1.16 per share on sales of $137.4 million for its third quarter, which ended Aug. 31, 1995. This compares favorably to earnings of $1.04 cents per share on sales of $108.4 million for the same period in 1994. Year-to-date results were $2.20 per share on sales of $354.0 million compared to $1.86 per share on sales of $302.3 million the prior year. "When we consider that last year's nine-month results included 46 cents of non-recurring income from the sale of a subsidiary in Colombia, it is clear that the quality of earnings from ongoing operations has shown substantive improvement," said James S. Marlen, Ameron chairman, president and chief executive officer. Marlen noted that several affiliated companies continued to pay cash dividends in the third quarter of 1995. "Receipt of these dividends and recognition of income are consistent with our more conservative approach of recording equity income only to the extent that cash dividends are anticipated," he said. Ameron's concrete and steel pipe operations in the western states reported significantly higher sales and income for both the quarter and year to date, chiefly because of ongoing deliveries to the Los Vaqueros project in Northern California, the largest pipe contract in Ameron history. Work also continued on two other major pipelines in California. Quarterly and nine-month sales and income were also up sharply for Ameron's worldwide fiberglass pipe business. The improvement resulted primarily from increased shipments to petroleum projects in Central Africa and the Middle East from Ameron operations in The Netherlands. Growing demand from refinery and marine markets in the Pacific Rim, served by Ameron's Singapore operation, also contributed to the upswing. Domestic sales and earnings were down for the quarter and year to date because of lower demand from petroleum-related markets in the United States. Third-quarter sales were about even for Ameron's worldwide protective coatings business, but income was down considerably compared to last year's record performance. A major factor in the shortfall was the continuing effect of higher raw material costs that have impacted margins throughout the coatings industry. Income from European operations declined significantly due to escalating raw material prices and a continuing shift in product mix caused by reduced shipments to North Africa. Overall earnings were also much lower for the year to date. Third-quarter sales for Ameron's new PSX line of patented "engineered siloxane" products were strong, especially in England, where PSX coatings were chosen for a major gas project. Sales and income for Ameron's construction products business in Hawaii were moderately higher for the quarter and nine months despite the continuing economic slowdown in the Islands. The domestic pole products business also posted improved sales and earnings for the quarter and year to date.
Consolidated Statements of Income (in thousands except per share data) Three Months Ended Nine Months Ended August 31 August 31 - ----------------------------------------------------------------------------------- 1995 1994 1995 1994 - ----------------------------------------------------------------------------------- Sales $137,421 $108,376 $353,978 $302,318 Cost of Sales 103,990 82,012 267,379 225,785 -------- -------- -------- -------- Gross Profit 33,431 26,364 86,599 76,533 Selling, General and Administrative Expenses 25,664 21,850 71,173 65,934 Other Income 543 4,189 2,615 8,489 -------- -------- -------- -------- Income before Interest and Income Taxes 8,310 8,703 18,041 19,088 Interest, net 2,986 2,605 8,913 7,619 -------- -------- -------- -------- Income before Income Taxes 5,324 6,098 9,128 11,469 Provision for Income Taxes 1,873 2,440 3,195 4,588 -------- -------- -------- -------- Income of Consolidated Companies 3,451 3,658 5,933 6,881 Equity in Earnings of Affiliated Companies, net of taxes 1,126 414 2,761 414 -------- -------- -------- -------- Net Income $ 4,577 $ 4,072 $ 8,694 $ 7,295 ======== ======== ======== ======== Per Share (based on average of 3,951,549 shares in 1995 and 3,922,854 shares in 1994) Net Income $ 1.16 $ 1.04 $ 2.20 $ 1.86 ======== ======== ======== ======= Cash Dividends Paid $ .32 $ .32 $ .96 $ .96 ======== ======== ======== =======
Consolidated Balance Sheets (in thousands) August 31 Nov. 30 - --------------------------------------------------------------------- 1995 1994 - --------------------------------------------------------------------- Assets Current Assets Cash and equivalents $ 8,360 $ 9,030 Receivables, net 115,018 97,519 Inventories 85,115 71,644 Other 9,112 9,898 ---------- --------- 217,605 188,091 Investments and Advances in Affiliated Companies 37,149 37,315 Property, Plant and Equipment, net 113,450 112,953 Other Assets 14,071 12,497 ---------- --------- Total Assets $ 382,275 $ 350,856 ========== ========= Liabilities and Equity Current Liabilities Short-term borrowings $ 1,682 $ 2,931 Current portion of long-term debt 5,758 9,674 Trade payables 33,259 25,507 Accrued liabilities and other 45,458 48,974 ---------- --------- 86,157 87,086 Deferred Income Taxes, Credits and Reserves 48,806 46,116 Long-Term Debt 116,416 92,847 Stockholders' Equity Common stock 12,801 12,772 Additional paid in capital 15,022 14,658 Retained earnings 144,494 139,586 Cumulative translation adjustments 1,358 570 Treasury stock (42,779) (42,779) ---------- --------- Total Stockholders' Equity 130,896 124,807 Total Liabilities and ---------- --------- Stockholders' Equity $ 382,275 $ 350,856 ========== ==========
Consolidated Statements of Cash Flows (thousands) Nine Months Ended August 31 - ----------------------------------------------------------------------------------- 1995 1994 - ----------------------------------------------------------------------------------- Operating Activities Net income $ 8,694 $ 7,295 Adjustments to reconcile net income to net cash 14,246 11,567 Changes in operating assets and liabilities (25,195) (17,783) -------- -------- (2,255) 1,079 Investing Activities Proceeds from sale of assets 427 2,793 Additions to property, plant and equipment (11.447) (8,695) Other (1,857) (2,136) -------- -------- (12,877) (8,038) Financing Activities Short and long-term borrowings, net 17,957 4,909 Dividends on common stock (3,786) (3,757) Other 9 397 -------- -------- 14,180 1,549 Effect of exchange rate changes on cash 282 346 -------- -------- Net change in cash $ (670) $(5,064) ======== =========
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