-----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, Ug71WOj8Gc3hpjFAQUYv27dljXI/vBOZxS31xwVVzeRBTmoCDYK9shL63FEWUqwR sx4plf8wmxwCvsvkMEsY3Q== 0000950131-96-005217.txt : 19961027 0000950131-96-005217.hdr.sgml : 19961027 ACCESSION NUMBER: 0000950131-96-005217 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961022 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19961024 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ABC RAIL PRODUCTS CORP CENTRAL INDEX KEY: 0000913364 STANDARD INDUSTRIAL CLASSIFICATION: METAL FORGING & STAMPINGS [3460] IRS NUMBER: 363499749 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22906 FILM NUMBER: 96647075 BUSINESS ADDRESS: STREET 1: 200 S MICHIGAN AVE STREET 2: STE 1300 CITY: CHICAGO STATE: IL ZIP: 60604-2402 BUSINESS PHONE: 3123220360 MAIL ADDRESS: STREET 1: 200 S MICHIGAN AVE STREET 2: 200 S MICHIGAN AVE CITY: CHICAGO STATE: IL ZIP: 60604 8-K 1 FORM 8-K 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): October 22, 1996 Commission File Number 0-22906 ------------ ABC RAIL PRODUCTS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 36-3498749 (State or other jurisdiction (IRS Employer of incorporation) Identification Number) 200 SOUTH MICHIGAN AVENUE SUITE 1300 CHICAGO, ILLINOIS 60604 (312) 322-0360 (Address and telephone number of principal executive offices) ITEM 5. OTHER EVENTS. - ------- ------------ On October 22, 1996, the Company, pointing to the need to accelerate its re-engineering process to reduce delivery times, improve quality and manufacture more cost effectively, announced that it anticipates reporting lower sales and substantially lower earnings than expected for its fiscal 1997 first quarter ending October 31, 1996. See the press release filed herewith as Exhibit 99.1 for additional information regarding the strategic plant upgrades and expected lower sales and substantial earnings decline for the first quarter. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. - ------- --------------------------------- (c) Exhibits 99.1 Text of Press Release dated October 22, 1996 regarding the strategic plant upgrades and expected lower sales and substantial earnings decline for the first quarter. 2 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. ABC RAIL PRODUCTS CORPORATION By /s/ D. Chisholm MacDonald ----------------------------------------------- D. Chisholm MacDonald Senior Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer) Date: October 23, 1996 3 EXHIBIT INDEX -------------
EXHIBIT SEQUENTIAL NUMBER DOCUMENT DESCRIPTION PAGE NUMBER - ------- -------------------- ----------- 99.1 Text of Press Release dated October 22, 1996 5 regarding the strategic plant upgrades and expected lower sales and substantial earnings decline for the first quarter.
4 EX-99.1 2 PRESS RELEASE EXHIBIT 99.1 ------------ STRATEGIC PLANT UPGRADES EXPECTED TO RESULT IN LOWER Q1 SALES AND SUBSTANTIAL EARNINGS DECLINE FOR ABC RAIL, EPS ESTIMATE 5-9 CENTS VS. 27 CENTS YEAR AGO SALES EXPECTED AT $54 MILLION VS. $58.6 MILLION YEAR EARLIER CHICAGO, OCTOBER 22, 1996--Pointing to the need to accelerate its re-engineering process to reduce delivery times, improve quality and manufacture more cost effectively, ABC RAIL PRODUCTS CORP. (NASDAQ: ABCR) today announced that it anticipates reporting lower sales and substantially lower earnings than expected for its fiscal 1997 first quarter ending October 31, 1996. The company, calling attention to "process improvements at our wheel foundry and the need for major manufacturing process changes at our trackwork plants," said "it was the right time" to forge ahead with substantially enhancing its production capabilities. These major upgrades resulted in production slowdowns at its principal wheel and trackwork plants. "This was something we knew we had to do during this new fiscal year, and it was part of our strategic plan to sharply upgrade manufacturing efficiencies and reduce our lead times," said ABC Rail Chairman and Chief Executive Officer Donald W. Grinter. "During this, our usual seasonal down- cycle, business was a little slower than normal, particularly with the merger of the Union Pacific and Southern Pacific railways. "It's been disruptive, obviously, but we thought it was an opportune time to accelerate these changes." "Because we are operating at virtually the same level of fixed costs with much reduced output during this quarter, we see earnings per share possibly as low as five cents compared with the 27 cents we reported a year ago," Grinter said. The current backlog is $38 million, he noted, and sales for the first quarter are expected to approximate $54 million compared with $58.6 million reported a year earlier. The executive added that the company is upgrading its foundry processes at its Calera, Ala., rail and idler wheel plant. When completed, the foundry will provide the quality input needed to capitalize on the significant improvements recently instituted in the plant's machine shop. ABC Rail also is restructuring its trackwork plans in the areas of manufacturing, engineering design and order processing in Chicago Heights, Pueblo, Colo., Anderson, Ind., and Superior, Wis., to significantly cut lead times and reduce inventories. The upgrades require major reconfiguring of the shop floors' layouts into cell manufacturing centers, Grinter said. 5 "The seasonal lull -- coupled with the new orders expected now that the Union Pacific-Southern Pacific merger is complete -- made this an opportune time to absorb a mild short-term setback in exchange for improved capacity and profitability in the long term." Grinter emphasized that the new "simultaneous engineering" and new computer-aided design systems were now almost totally in place. ABC's statement about anticipated results were based upon internal estimates, which are subject to change as they reflect preliminary information and management assumptions. They are not actual results. The Company's actual first quarter results are expected to be announced on or about November 21, 1996. This press release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements as to expectations, beliefs and future financial performance, that are based on current expectations and are subject to a number of risks and uncertainties. Actual results or outcomes could differ from current expectations due to a number of factors, including general economic conditions, competitive factors and pricing pressures, shifts in market demand, the performance and needs of industries served by the Company's business, actual future costs of operating expenses such as rail and scrap steel, self-insurance claims and employee wages and benefits, actual costs of continuing investments in technologies, as well as the risks, uncertainties and other factors described from time to time in the Company's SEC filings and reports. ABC Rail Products is a leader in the engineering, manufacturing, and marketing of replacement products and original equipment for the freight railroad and rail transit industries. The company's products include specialty trackwork, such as rail crossings and switches; mechanical products, such as rail car, locomotive and idler wheels, mounted wheel sets and metal brake shoes; and classification yard products and automation systems. The company's operating facilities are located at Chicago Heights, IL.; Crown Point and Anderson, IN.; Baltimore; Calera, AL.; Milwaukee and Superior, WI.; Duluth, MN.; Pueblo, CO.; Cincinnati, OH.; Newton and Kansas City, KN.; Corsicana, TX.; Lewistown and Norristown, PA.; Riverside, CA.; and Tacoma, WA. 6 -----END PRIVACY-ENHANCED MESSAGE-----