-----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, BmnR57SARyAqKwQXRKU60ndEMGOlNdAFRSFA2gKYk2K8OvjKWARWWCewCh4GdhKp KqI+X7STkBJyere6ps59aw== 0000093389-97-000009.txt : 19970815 0000093389-97-000009.hdr.sgml : 19970815 ACCESSION NUMBER: 0000093389-97-000009 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970814 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: STANDARD MOTOR PRODUCTS INC CENTRAL INDEX KEY: 0000093389 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 111362020 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04743 FILM NUMBER: 97662150 BUSINESS ADDRESS: STREET 1: 37 18 NORTHERN BLVD CITY: LONG ISLAND CITY STATE: NY ZIP: 11101 BUSINESS PHONE: 7183920200 MAIL ADDRESS: STREET 1: 3718 NORTHERN BLVD CITY: LONG ISLAND CITY STATE: NY ZIP: 11101 10-Q 1 SECOND QTR '97 FORM 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 [ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 1997 ------------- [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission file number 1-4743 ------ Standard Motor Products, Inc. ----------------------------- (Exact name of registrant as specified in its charter) New York 11-1362020 -------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 37-18 Northern Blvd., Long Island City, N.Y. 11101 - -------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (718) 392-0200 -------------- (Registrant's telephone number, including area code) None ---- (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: Date Class Shares Outstanding ---- ----- ------------------ June 30, 1997 Common Stock 13,132,395 - ------------- ------------ ---------- STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES INDEX TO FINANCIAL AND OTHER INFORMATION JUNE 30, 1997 PART 1 - FINANCIAL INFORMATION ------------------------------ Item 1 Page No. - ------ -------- CONSOLIDATED BALANCE SHEETS June 30, 1997 and December 31, 1996 2 & 3 CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS for the Six-Month periods ended June 30, 1997 and 1996 4 CONSOLIDATED STATEMENTS OF CASH FLOWS for the Six-Month periods ended June 30, 1997 and 1996 5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 6 - 8 Item 2 - ------ MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 9 & 10 PART II - OTHER INFORMATION --------------------------- Item 4 - ------ Submission of matters to a vote of Security Holders 11 Item 6 - ------ Exhibits and Reports on Form 8-K 12 Signature 12 - 1 - [CAPTION] STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) ASSETS ------
June 30, December 31, 1997 1996 - --------------------------------------------------------------------------------- (Unaudited) Current assets: Cash and cash equivalents $ 2,088 $ 4,664 Marketable securities (Note 2) 2 2 Accounts and notes receivable, net of allowance for doubtful accounts and discounts of $7,512 (1996 - $5,499) 247,163 156,795 Inventories (Note 3) 216,004 229,210 Deferred income taxes 20,668 20,668 Prepaid expenses and other current assets 9,854 7,131 -------- ------- Total current assets 495,779 418,470 Property, plant and equipment, net of accumulated depreciation (Note 4) 127,690 126,919 Goodwill, net 33,759 34,417 Other assets (Note 9) 42,767 45,000 -------- -------- Total assets $ 699,995 $ 624,806 -------- -------- -------- --------
See accompanying notes to consolidated financial statements. - 2 - [CAPTION] STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except for shares and per share data) LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------
June 30, December 31, 1997 1996 - -------------------------------------------------------------------------------- (Unaudited) Current liabilities: Notes payable - banks $ 112,825 $ 74,568 Current portion of long-term debt (Note 7) 17,266 17,492 Accounts payable 53,377 30,619 Sundry payables and accrued expenses 62,489 59,031 Accrued customer returns 20,769 15,061 Payroll and commissions 9,137 9,973 -------- -------- Total current liabilities 275,863 206,744 Long-term debt (Note 7) 171,552 172,387 Deferred income taxes 4,174 4,188 Postretirement benefits other than pensions and other accrued liabilities 20,151 18,576 -------- -------- Total liabilities 471,740 401,895 Minority interest (353) (429) Commitments and contingencies (Note 7) Stockholders' equity (Notes 6 and 7): Common stock-par value $2.00 per share Authorized - 30,000,000 shares Issued - 13,324,476 shares in 1997 and 1996 (including 192,081 and 194,175 shares held as treasury shares in 1997 and 1996, respectively) 26,649 26,649 Capital in excess of par value 2,693 2,705 Loan to Employee Stock Ownership Plan (ESOP) (1,665) (3,345) Minimum pension liability adjustment 764 764 Retained earnings 203,718 200,235 Foreign currency translation adjustment 147 71 -------- -------- 232,306 227,079 Less: treasury stock-at cost 3,698 3,739 -------- -------- Total stockholders' equity 228,608 223,340 -------- -------- Total liabilities and stockholders' equity $ 699,995 $ 624,806 -------- -------- -------- --------
See accompanying notes to consolidated financial statements. - 3 - [CAPTION] STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS (Dollars in thousands, except for shares and per share data) (Unaudited) (Unaudited)
For the Three Months Ended For the Six Months Ended June 30, June 30, -------------------------- ------------------------ 1997 1996 1997 1996 ------- -------- ------- ------- Net sales $ 220,022 $ 205,252 $ 409,047 $ 379,692 Cost of sales 148,805 139,081 278,914 257,621 ------- ------- ------- ------- Gross profit 71,217 66,171 130,133 122,071 Selling, general and administrative expenses 58,177 54,028 113,575 100,580 Operating Income 13,040 12,143 16,558 21,491 Other income (expense) - net 76 686 599 1,316 ------ ------- ------- ------- 13,116 12,829 17,157 22,807 Interest expense 5,350 4,722 10,378 8,567 ------ ------- ------- ------- Earnings before taxes and minority interest 7,766 8,107 6,779 14,240 Minority interest (32) -- (178) -- Income taxes (Note 5) 1,214 2,005 1,017 3,845 ------ ------- ------- ------- Net earnings $ 6,520 $ 6,102 $ 5,584 $ 10,395 Retained earnings at beginning of period 198,249 193,080 200,235 189,837 ------- ------- ------- ------- 204,769 199,182 205,819 200,232 Less: cash dividends for period 1,051 1,052 2,101 2,102 ------- ------- ------- ------- Retained earnings at end of period $ 203,718 $ 198,130 $ 203,718 $ 198,130 ------- ------- ------- ------- ------- ------- ------- ------- Per share data: - --------------- Net earnings per share $0.50 $0.46 $0.43 $0.79 ----- ----- ----- ----- ----- ----- ----- ----- Dividends per common share $0.08 $0.08 $0.16 $0.16 ----- ----- ----- ----- Average number of common shares 13,131,367 13,134,701 13,130,918 13,131,263 ---------- ---------- ---------- ----------
See accompanying notes to consolidated financial statements. - 4 - [CAPTION] STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands) (Unaudited)
For the Six Months Ended June 30, ________________________ 1997 1996 ------- ------- Cash flows from operating activities: Net earnings $ 5,584 $ 10,395 Adjustments to reconcile net earnings to net cash used in operating activities: Depreciation and amortization 9,658 8,786 (Gain) on disposal of property, plant & equipment (22) (326) Proceeds from sales of trading securities -- 4,050 Purchases of trading securities -- (6,411) Change in assets and liabilities, net of effects from acquisitions: (Increase) in accounts receivable, net (86,107) (103,107) (Increase) decrease in inventories 17,468 (2,172) (Increase) decrease in other assets 3,627 (4,722) Increase in accounts payable 19,132 8,253 (Decrease) in other current assets and liabilities (3,162) (1,862) Increase in sundry payables and accrued expenses 8,514 10,363 ------- ------- Net cash (used in) operating activities (25,308) (76,753) Cash flows from investing activities: Purchases of held-to-maturity securities -- (162) Capital expenditures, net of effects from acquisitions (8,657) (9,878) Payments for acquisitions, net of cash acquired (6,157) (9,953) ------- -------- Net cash (used in) investing activities (14,814) (19,993) Cash flows from financing activities: Net borrowings under line-of-credit agreements 38,257 94,500 Proceeds from issuance of long-term debt 1,997 20,835 Principal payments of long-term debt (2,270) (4,183) Reduction of loan to ESOP 1,680 1,680 Proceeds from exercise of employee stock options -- 163 Dividends paid (2,101) (2,102) ------- -------- Net cash provided by financing activities 37,563 110,893 Effect of exchange rate changes on cash (17) (27) ------- -------- Net increase (decrease) in cash (2,576) 14,120 Cash and cash equivalents at beginning of the period 4,664 10,856 ------- -------- Cash and cash equivalents at end of the period $ 2,088 $ 24,976 ------- ------- ------- ------- Supplemental disclosure of cash flow information: Cash paid during the period for: Interest $ 10,355 $ 6,988 Income taxes 1,837 4,502
- 5 - STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1 The accompanying unaudited financial information should be read in conjunction with the consolidated financial statements, including the notes thereto, for the year ended December 31, 1996. The consolidated financial statements include the accounts of the Company and all domestic and international companies in which the Company has more than a 50% equity ownership. The Company's investments in unconsolidated affiliates are accounted for on the equity method. All significant inter-company items have been eliminated. Management acknowledges its responsibility for the preparation of the accompanying interim consolidated financial statements which reflect all adjustments considered necessary, in the opinion of management, for a fair statement of the results of interim periods presented. The results of operations for the interim periods are not necessarily indicative of the results of operations for the entire year. Where appropriate, certain amounts in 1996 have been reclassified to conform with the 1997 presentation. Note 2 At June 30, 1997, held-to-maturity securities amounted to approximately $7,200,000. Held-to-maturity securities consist primarily of collateralized corporate notes and certificates of deposit which are reported at unamortized cost which approximates fair value. As of June 30, 1997, $7,200,000 mature within seven years. The first-in, first-out method is used in computing realized gains or losses. Note 3 Inventories ----------- (Dollars in thousands) June 30, December 31, 1997 1996 ------------ ------------ (Unaudited) Finished goods $ 136,851 $ 152,404 Work in process 3,829 4,283 Raw materials 75,324 72,523 ------------ ------------ Total inventories $ 216,004 $ 229,210 ------------ ------------ ------------ ------------ Note 4 Property, Plant and Equipment ----------------------------- (Dollars in thousands) June 30, December 31, 1997 1996 ------------ ------------ (Unaudited) Land, buildings and improvements $ 72,959 $ 72,785 Machinery and equipment 95,044 93,446 Tools, dies and auxiliary equipment 9,406 9,196 Furniture and fixtures 21,651 21,323 Leasehold improvements 7,308 7,105 Construction in progress 17,758 12,013 ------------ ------------ 224,126 215,868 Less accumulated depreciation 96,436 88,949 ------------ ------------ Total property, plant and equipment-net $ 127,690 $ 126,919 ------------ ------------ ------------ ------------ - 6 - STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 5 The provision for taxes is less than the normal statutory rate primarily because earnings of a subsidiary operating in Puerto Rico, amounting to approximately $4,514,000 and $7,273,000 for the six months ended June 30, 1997 and 1996, respectively are exempt from United States income taxes and are partially exempt from Puerto Rican income taxes. In addition, the Company utilized the loss carryforward in Canada thereby lowering the effective tax rate in 1997. Note 6 The Company granted 1,000 options in January, 1997 and 5,000 options in May, 1997 at the stock's fair market value at the time of issuance. At June 30, 1997, 1,070,000 shares of authorized but unissued common stock where reserved for issuance under the Company's stock option plans, of which 430,000 shares were subject to outstanding options. 192,081 shares held in treasury will be used to meet requirements for the Company's stock option program. 248,000 outstanding options were vested at June 30, 1997. 182,000 of the unvested outstanding options will become vested starting July 18, 1997 through April 4, 2000. Note 7 Long-Term Debt -------------- (Dollars in thousands) June 30, December 31, 1997 1996 ------------ ------------ (Unaudited) Long-term debt consists of: 6.81% senior note payable $ 73,000 $ 73,000 7.85% senior note payable 55,714 55,714 9.47% senior note payable 30,000 30,000 Credit Facility ($20 Million Canadian) 14,492 14,624 Intermotor Facilities 7,076 5,464 7.88% - 10.08% purchase obligations 5,468 5,997 Credit Agreement 1,674 3,354 Other 1,394 1,726 ------------ ------------ 188,818 189,879 Less current portion 17,266 17,492 ------------ ------------ Total noncurrent portion of long-term debt $ 171,552 $ 172,387 ------------ ------------ ------------ ------------ Under the terms of the $73,000,000 senior note agreement, the Company is required to repay the loan in seven equal annual installments beginning in 2000. Under the terms of the $55,714,000 senior note agreement, the Company is required to repay the loan in six equal annual installments from 1997 through 2002. Under the terms of the $30,000,000 senior note agreement, the Company is required to repay the loan in seven (7) varying annual installments beginning in 1998. Subject to certain restrictions, the Company may make prepayments without premium beginning in 1998. - 7 - STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 7 (Continued) Under the terms of the $20,000,000 CDN Credit Agreement, the Company is required to repay the loan with four (4) equal annual installments of $2,000,000 CDN beginning in 1998 with a final payment of $12,000,000 CDN due in 2002. Subject to certain restrictions, the Company can make prepayments without premium. The Credit Agreement has various interest rate options. The purchase obligations, due under agreements with municipalities, mature in annual installments through 2003, and are secured by certain property, plant, and equipment. The Company acquired a 73.4% equity interest in Intermotor Holdings Limited assuming various existing credit facilities which mature by 2003. The Credit Agreement matures in varying annual installments through 1998 and bears interest at the lower of 91% of prime rate, or 91% of the "LIBOR" plus 1.092%. The Company also entered into an interest rate swap agreement to reduce the impact of changes in interest rates on its Credit Agreement. The swap agreement modifies the interest rate on the Credit Agreement, adjusted favorably or unfavorably for the spread between 77.52% of the 3-month reserve unadjusted "LIBOR" and 7.69%. The proceeds of such note were loaned to the Company's Employee Stock Ownership Plan (ESOP) to purchase 1,000,000 shares of the Company's common stock to be distributed in accordance with the terms of the ESOP established in 1989. The Company is exposed to credit loss in the event of nonperformance by the other parties to the interest rate swap agreement. However, the Company does not anticipate nonperformance by the counterparties. Certain loans agreements contain restrictive covenants which require the maintenance, on a quarterly basis, of minimum working capital and tangible net worth, as defined, and limit, among other items, investments, indebtedness and distributions for the payment of dividends and the acquisition of capital stock. At June 30, 1997, the Company has unrestricted retained earnings of $36,041,000. Note 8 In January 1997, the Company acquired the assets of the Filko Automotive Division of F & B Manufacturing Company for approximately $6,200,000 plus certain future consulting and non-compete payments. Located in Des Plaines, Illinois, Filko Automotive assembles and distributes ignition, emissions and wire products to traditional and retail aftermarket customers in North America under the Filko and Cobra brands. In July 1997, the Company signed a letter of intent to exchange its brake business for the temperature control business of Moog Automotive, Inc., a subsidiary of Cooper Industries. This anticipated transaction will involve an exchange of certain assets, assumption of certain liabilities, and possible payment of cash to achieve an equivalent exchange value. These two businesses each had revenues of approximately $150 million in 1996. Note 9 Other assets primarily consist of deferred new customer acquisition costs, marketable securities, unamortized customer supply agreements, equity in joint ventures and pension assets. - 8 - STANDARD MOTOR PRODUCTS, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- As of June 30, 1997, the Company had stockholders' equity of $228,608,000 and working capital of $219,916,000. The Company expects capital expenditures for the remainder of 1997 to be approximately $10,000,000 primarily for new machinery and equipment. The Company utilized funds from its lines of credit to acquire Filko Automotive during the first quarter of 1997. At June 30, 1997, the Company had unused lines of credit aggregating approximately $20,000,000. The Company is expanding its credit lines with a three-year secured $185,000,000 revolving credit bank facility. Completion of this new credit facility is planned for mid-September, 1997. This facility will be used as a source of funding working capital requirements and capital expenditures. The Company anticipates that its present sources of funds under the credit lines and the future sources described above are adequate to meet its needs. During the six months ended June 30, 1997, total debt increased by $37,196,000. This was primarily due to an increase in accounts receivable and the Filko acquisition completed in the first quarter partially offset by an increase in payables and a reduction in inventory. During the six-month period ended June 30, 1997, accounts receivable increased by $90,368,000 primarily due to the seasonal dating programs extended by the Climate Control and Brake Parts Divisions, increased sales and the Filko acquisition. INTERIM RESULTS OF OPERATIONS - ----------------------------- Comparison of the three months ended June 30, 1997 to the three months - ---------------------------------------------------------------------- ended June 30, 1996. - ------------------- Net sales for the current quarter increased $14,770,000 or 7.2% from the comparable period in 1996 primarily due to recent acquisitions and a sales increase within the Climate Control Division. Recent acquisitions produced significant sales growth within the Engine Management Division. Excluding the revenues from acquisitions not present in last year's second quarter, net sales decreased in the second quarter of 1997 by 1.0%. The gross margin percentage for the second quarter of 1997 of 32.4% improved by two tenths of a percentage point (0.2%) compared with 32.2% from the comparable period one year ago. Total sales deductions as a percentage of net sales improved by one and one tenth of a percentage point (1.1%) during these periods. Compared to the first quarter of 1997, the gross margin improved by one and two tenths of a percentage point (1.2%). Selling, general and administrative (S.G. & A.) expenses increased by $4,149,000 over the comparable quarter in 1996. As a percentage of net sales, S.G. & A. increased by one tenth of a percentage point (26.4% versus 26.3% in 1996). This S.G. & A. increase was primarily attributable to the customer acquisition costs related to new business gained in late 1996 and the S.G. & A. expense related to the Filko acquisition. Excluding these two items, S.G. & A. was unchanged compared with a year ago. Both of these elements of cost will be reduced, as strict controls on new customer acquisition costs impact future quarters and Filko becomes fully consolidated. - 9 - INTERIM RESULTS OF OPERATIONS (Continued) - ----------------------------------------- Comparison of the three months ended June 30, 1997 to the three months - ---------------------------------------------------------------------- ended June 30, 1996. - -------------------- Other income - net decreased by $610,000 primarily due to a decrease in investment income, lower earnings from joint ventures, and an increase in the loss on sale of accounts receivable. Interest expense for the quarter increased by $628,000 as compared to 1996 due primarily to higher average borrowings needed to finance recent acquisitions and to support higher accounts receivable. Taxes based on earnings decreased by $791,000 as compared to 1996 primarily due to reduced earnings before taxes coupled with the tax benefits from the loss carryforward in Canada. INTERIM RESULTS OF OPERATIONS - ----------------------------- Comparison of the six months ended June 30, 1997 to the six months ended - ------------------------------------------------------------------------ June 30, 1996. - -------------- Net sales increased $29,355,000 or 7.7% from the comparable period in 1996 primarily due to sales resulting from recent acquisitions and a sales increase within the Climate Control Division. Recent acquisitions produced significant sales growth within the Engine Management Division. Excluding the revenues from acquisitions not present in last year's first half, net sales decreased in 1997 by 1.8%. The gross margin percentage for the six-month period in 1997 of 31.8% was slightly below the 32.2% during the comparable period in 1996. This increase in cost of goods sold as a percentage of net sales primarily reflects the Company's continued expansion into lower margin products. The decline in the gross margin percentage was partially offset by an overall decrease (0.9%) in sales deductions as a percentage of net sales. Selling, general and administrative (S.G. & A.) expenses increased by $12,995,000 over the comparable period in 1996. As a percentage of net sales, S.G. & A. increased by one and three tenths of a percentage point (27.8% versus 26.5% in 1996). This S.G. & A. increase was primarily attributable to the costs from acquisitions not present in 1996, including goodwill amortization expenses. Higher variable selling and distribution expenses due to increased sales and new customer acquisition costs related primarily to a major customer changeover also contributed to the S.G. & A. increase. Other income - net decreased by $717,000 primarily due to a decrease in investment income, lower earnings from joint ventures, and an increase in the loss on sale of accounts receivable. Interest expense increased by $1,811,000 as compared to 1996 due primarily to higher average borrowings needed to finance recent acquisitions and to support higher accounts receivable. Taxes based on earnings decreased by $2,828,000 as compared to 1996 primarily due to reduced earnings before taxes coupled with the tax benefits from the loss carryforward in Canada. - 10 - PART II - OTHER INFORMATION --------------------------- Item 4. Submission of matters to a vote of Security Holders - ------------------------------------------------------------- a) May 22, 1997, Annual Meeting b) Directors Elected -- Bernard Fife Nathaniel L. Sills Lawrence I. Sills Arthur D. Davis William H. Turner John L. Kelsey Robert J. Swartz Marilyn F. Cragin Arthur S. Sills Robert Gerrity Andrew Massimilla c) Proposals voted upon: (i) Election of Directors: Votes For Votes Withheld --------- -------------- Bernard Fife 10,037,372 72,670 Nathaniel L. Sills 10,037,753 72,289 Lawrence I. Sills 10,046,123 63,919 Arthur D. Davis 10,046,537 63,505 William H. Turner 10,046,978 63,064 John L. Kelsey 10,046,807 63,235 Robert J. Swartz 10,045,055 64,987 Marilyn F. Cragin 10,046,937 63,105 Arthur S. Sills 10,045,952 64,090 Robert Gerrity 10,046,922 63,120 Andrew Massimilla 10,046,922 63,120 (ii) To ratify an amendment to the Company's 1994 Omnibus Stock Option Plan thereby increasing the number of shares of the Company's Common Stock available for issuance thereunder by 600,000 shares: Votes For Votes Against Votes Withheld --------- ------------- -------------- 9,840,555 216,283 53,204 - 11 - PART II - OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K - ------------------------------------------ (a) Exhibit(s) ---------- Number Description Method of Filing ------ ----------- ---------------- 27 Financial Data Schedule Filed with this Document (b) Reports on Form 8-K ------------------- There were no reports on Form 8-K filed for this quarter. SIGNATURE --------- 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 STANDARD MOTOR PRODUCTS, INC. ---------------------------- (Registrant) August 14, 1997 Michael J. Bailey - --------------- ----------------- (Date) Vice President Finance, Chief Financial Officer - 12 - EX-27 2
5 6-MOS DEC-31-1997 JUN-30-1997 2,088 2 254,675 7,512 216,004 495,779 224,126 96,436 699,995 275,863 171,552 0 0 26,649 201,959 699,995 409,047 409,047 278,914 278,914 0 1,610 10,378 6,779 1,017 5,584 0 0 0 5,584 0.43 0.43 -----END PRIVACY-ENHANCED MESSAGE-----