-----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, EJKd6R/PMOm1GvvrjA/7OrI8I1ZPE2peqobhMPhb8QPwuy+b1L1tF+4Dh3rbfPKC UaMHlXJPDi6vkO9q5VxvIg== 0000790730-96-000003.txt : 19960201 0000790730-96-000003.hdr.sgml : 19960201 ACCESSION NUMBER: 0000790730-96-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960131 ITEM INFORMATION: Other events FILED AS OF DATE: 19960131 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: 96509639 BUSINESS ADDRESS: STREET 1: 245 S LOS ROBLES AVE 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): 01-31-96 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 January 31, 1996. 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. /s/ Javier Solis Date: January 31, 1996 By: Javier Solis Senior Vice President and Secretary NEWS RELEASE January 31, 1996 For immediate release Contact: Gary Wagner, Senior Vice President, Chief Financial Officer: 818/683-4000 Ameron reports record sales, increased earnings for fiscal 1995 Pasadena, Calif. - Ameron, Inc. (NYSE, AMN) today released results for its fiscal year ended November 30, 1995. The company reported earnings of $3.15 per share on sales of $481.4 million -- the highest sales in Ameron's 89-year history. Fiscal 1995 was the third consecutive year of earnings improvement, excluding nonrecurring items. These results compare to 1994 sales of $417.7 million and earnings of $2.75 per share, including 46 cents from the sale of a steel fabrication subsidiary in Colombia. In the fourth quarter of 1995, Ameron earned 95 cents per share on sales of $127.4 million, compared to 89 cents per share on sales of $115.4 million in 1994. James S. Marlen, chairman, president and chief executive officer, attributed the improved results in part to strong concrete and steel pipe sales in the western United States, including deliveries to the large Los Vaqueros pipeline in Northern California. Also contributing were significantly improved sales and earnings from Ameron's worldwide fiberglass pipe business. "Improving Ameron's quality and consistency of earnings is a primary management objective, and these results show that we are achieving it," Marlen said. "We're pleased with the company's progress as we continue the rebuilding and growth process we started with our restructuring in 1993." Results for the first quarter of 1996 are expected to reflect the company's traditional seasonal lull. However, management expects the overall positive trend of 1995 to continue in 1996. Ameron, Inc. Consolidated Statements of Income Year Ended November 30 (in thousands except share and per share data) 1995 1994 --------- --------- Sales $481,405 $417,682 Cost of Sales 364,674 313,707 --------- --------- Gross Profit 116,731 103,975 Selling, General and Administrative Expenses 95,786 86,767 Other Income 4,224 9,701 --------- --------- Income before Interest and Income Taxes 25,169 26,909 Interest, net 11,371 10,507 --------- --------- Income before Income Taxes 13,798 16,402 Income Taxes 4,940 6,971 --------- --------- Income of Consolidated Companies 8,858 9,431 Equity in Earnings of Affiliated Companies, net of taxes 3,594 1,359 --------- --------- Net Income $ 12,452 $ 10,790 ========= ========= Per Share (based on average of 3,954,544 shares in 1995 and 3,924,456 shares in 1994): Net Income $ 3.15 $ 2.75 ========= ========= Cash Dividends Paid $ 1.28 $ 1.28 ========= ========= Ameron, Inc. Consolidated Statements of Income Fourth Quarter Ended November 30 (in thousands except per share data) 1995 1994 --------- --------- Sales $127,427 $115,364 Cost of Sales 97,701 87,922 --------- --------- Gross Profit 29,726 27,442 Selling, General and Administrative Expenses 24,207 20,833 Other Income 1,609 1,212 --------- --------- Income before Interest and Income Taxes 7,128 7,821 Interest, net 2,458 2,888 --------- --------- Income before Income Taxes 4,670 4,933 Income Taxes 1,746 2,383 --------- --------- Income of Consolidated Companies 2,924 2,550 Equity in Earnings of Affiliated Companies, net of taxes 833 945 --------- --------- Net Income $ 3,757 $ 3,495 ========= ========= Per Share: Net Income $ .95 $ .89 ========= ========= Cash Dividends Paid $ .32 $ .32 ========= ========= Ameron, Inc. Consolidated Balance Sheets At November 30 (in thousands) 1995 1994 --------- --------- ASSETS Current Assets Cash and equivalents $ 12,923 $ 9,030 Receivables, net 105,019 97,519 Inventories 76,426 71,644 Other 12,470 9,898 --------- --------- Total current assets 206,838 188,091 Investments and Advances - Affiliated Companies 36,197 37,315 Property, Plant and Equipment, net 114,116 112,953 Other Assets 14,230 12,497 --------- --------- Total assets $371,381 $350,856 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Short-term borrowings $ 1,718 $ 2,931 Current portion of long-term debt 17,803 9,674 Trade payables 32,219 25,507 Accrued liabilities and other 40,640 46,075 --------- --------- Total current liabilities 92,380 84,187 Deferred Income Taxes, Credits and Reserves 52,864 49,015 Long-Term Debt 91,565 92,847 --------- --------- Total Liabilities 236,809 226,049 Stockholders' Equity Common stock 12,823 12,772 Additional paid-in capital 15,322 14,658 Retained earnings 146,987 139,586 Cumulative translation adjustments 2,219 570 Treasury stock (42,779) (42,779) --------- --------- Total stockholders' equity 134,572 124,807 --------- --------- Total liabilities and stockholders' equity $371,381 $350,856 ========= ========= -----END PRIVACY-ENHANCED MESSAGE-----