1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________________ FORM 10-Q Quarterly Report Under Section 13 or 15 (d) of the Securities Exchange Act of 1934 __________________________________ For Quarter Ended March 31, 1994 Commission File Number 0-325 -------------- ----- THE DURIRON COMPANY, INC. ------------------------- (Exact name of Registrant as specified in its charter) New York -------- (State or other jurisdiction of incorporation or organization) 31-0267900 ---------- (I.R.S. Employer Identification Number) 3100 Research Boulevard, Dayton, Ohio 45420 ------------------------------------- ----- (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (513) 476-6100 -------------- No Change --------- (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 --- --- Shares of Common Stock, $1.25 par value, outstanding as of March 31, 1994..........18,968,600 2 PART I: Financial Information 3 THE DURIRON COMPANY, INC. Consolidated Statement of Operations Three Months Ended March 31, 1994 and 1993 (dollars in thousands except per share data)
1994 1993 --------- -------- Revenues: Net sales $ 77,958 $ 74,363 Costs and expenses: Cost of sales 48,546 47,318 Selling and administrative 19,797 19,368 Research, engineering and development 2,351 2,207 Interest 891 972 Other, net 308 (58) --------- -------- 71,893 69,807 Earnings before income taxes 6,065 4,556 Provision for income taxes 2,300 1,685 --------- -------- Earnings before cumulative effect of a change in accounting principle 3,765 2,871 Cumulative effect of change in method of accounting for postemployment benefits - net of tax of $231 - $.02 per share -- (385) --------- -------- Net earnings 3,765 2,486 ========= ========= Earnings per share before cumulative effect of a change in accounting principle $ 0.20 $ 0.15 ========= ========= Earnings per share $ 0.20 $ 0.13 ========= ========= (See accompanying notes) 4 THE DURIRON COMPANY, INC. Consolidated Balance Sheet (dollars in thousands except per share data)
March 31, December 31, ASSETS 1994 1993 ---------- ---------- Current assets: Cash and cash equivalents $ 15,420 $ 22,640 Accounts receivable 59,076 57,196 Inventories 58,653 55,000 Prepaid expenses 6,913 4,449 ---------- ---------- Total current assets 140,062 139,285 Property, plant and equipment, at cost 172,042 164,824 Less accumulated depreciation and amortization 94,961 91,047 ---------- ---------- Net property, plant and equipment 77,081 73,777 Intangibles and other assets 40,647 34,878 ---------- ---------- Total assets $ 257,790 $ 247,940 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 18,553 $ 14,138 Notes payable 1,776 339 Income taxes 4,085 2,676 Accrued liabilities 21,732 22,734 Long-term debt due within one year 5,175 5,662 ---------- ---------- Total current liabilities 51,321 45,549 Long-term debt due after one year 36,458 34,925 Postretirement benefits and other deferred items 40,364 39,895 Shareholders' equity: Serial preferred stock, $1.00 par value, no shares issued -- -- Common stock, $1.25 par value, 18,968,600 shares issued (18,952,883 in 1993) 23,706 15,794 Capital in excess of par value 3,604 11,433 Retained earnings 104,374 102,600 ---------- ---------- 131,684 129,827 ---------- ---------- Foreign currency and other equity adjustments (2,037) (2,256) ---------- ---------- Total shareholders' equity 129,647 127,571 ---------- ---------- Total liabilities and shareholders' equity $ 257,790 $ 247,940 ========== ========== (See accompanying notes) 5 THE DURIRON COMPANY, INC. Consolidated Statement of Cash Flows Three Months Ended March 31, 1994 and 1993 (dollars in thousands)
1994 1993 ---------- --------- Increase (decrease) in cash and cash equivalents: Operating activities: Earnings before cumulative effect of a change in accounting principle $ 3,765 $ 2,871 Cumulative effect of change in method of accounting for postretirement benefits -- (385) ---------- --------- Net earnings 3,765 2,486 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 3,310 3,312 Loss on the sale of fixed assets (39) 55 Change in assets and liabilities net of effects of acquisitions and divestitures: Accounts receivable (525) 887 Inventories (1,303) (731) Prepaid expenses (2,424) (1,779) Accounts payable and accrued liabilities 1,308 (1,266) Income taxes 1,228 46 Postretirement benefits and other deferred items 296 3,831 ---------- --------- Net cash flows from operating activities 5,616 6,841 Investing activities: Capital expenditures (2,662) (2,430) Payment for acquisition, net of cash acquired (7,357) -- Other (835) (517) ---------- --------- Net cash flows from investing activities (10,854) (2,947) Financing activities: Net repayments under lines-of-credit 192 (746) Payments on long-term debt (674) (879) Proceeds from issuance of common stock 284 223 Dividends paid (1,991) (1,891) ---------- --------- Net cash flows from financing activities (2,189) (3,293) Effect of exchange rate changes 207 (69) ---------- --------- Net increase in cash and cash equivalents (7,220) 532 Cash and cash equivalents at begining of year (22,640) 17,342 ---------- --------- Cash and cash equivalents at end of period $ 15,420 $ 17,874 ========== ========= Supplemental disclosures of cash flow information: Cash paid during year for: Interest $ 308 $ 153 Income taxes $ 1,441 $ 1,652 (See accompanying notes) 6 THE DURIRON COMPANY, INC. Notes to Consolidated Financial Statements (dollars presented in tables in thousands except per share data) 1. Inventories. The amount of inventories and the method of determining costs for the quarter ended March 31, 1994 and the year ended December 31, 1993 were as follows:
LIFO inventories at current cost are $26,396,000 and $26,341,000 higher than reported at March 31, 1994 and December 31, 1993, respectively. During 1993 certain inventory quantities were reduced which resulted in a liquidation of LIFO inventory quantities carried at lower costs prevailing in prior years. The effect was to increase net earnings for the year by $2,792,000. 2. Shareholders' equity. There are authorized 30,000,000 shares of $1.25 par value common stock and 1,000,000 shares of $1.00 par value preferred stock. Changes in the three months ended March 31, 1993 and 1994 were as follows:Domestic Foreign inventories inventories Total (LIFO) (FIFO) inventories ----------------------------------------------------- March 31, 1994 Raw materials $ 239 $ 1,321 $ 1,560 Work in process and finished goods 35,681 21,412 57,093 ------------ ----------- ------------ $ 35,920 $ 22,733 $ 58,653 ============ =========== ============ December 31, 1993 Raw materials $ 303 $ 695 $ 998 Work in process and finished goods 35,328 18,674 54,002 ------------ ----------- ------------ $ 35,631 $ 19,369 $ 55,000 ============ =========== ============
Capital in Total Common excess of Retained Equity shareholders' stock par value earnings adjustments equity --------- --------- ---------- ----------- ------------- Balance at December 31, 1992 $ 15,745 $ 10,994 $ 94,066 $ (678) $ 120,127 Net earnings 2,871 2,871 Cash dividends (1,891) (1,891) Net shares issued (14,495) under stock plans 18 164 182 Treasury stock 41 41 Foreign currency translation adjustment (329) (329) --------- --------- ---------- ----------- ------------- Balance at March 31, 1993 $ 15,763 $ 11,158 $ 95,046 $ (966) $ 121,001 ========= ========= ========== =========== ============= Balance at December 31, 1993 $ 15,794 $ 11,433 $ 102,600 $ (2,256) $ 127,571 Net earnings 3,765 3,765 Cash dividends (1,991) (1,991) Shares issued for three-for-two stock split 7,897 (7,897) 0 Net shares issued (12,206) under stock plans 15 68 45 128 Foreign currency translation adjustment 174 174 --------- --------- ---------- ----------- ------------- Balance at March 31, 1994 $ 23,706 $ 3,604 $ 104,374 $ (2,037) $ 129,647 ========= ========= ========== =========== ============= 7 The Board of Directors at a regular meeting on February 10, 1994 authorized a distribution of shares of common stock of the Company on March 25, 1994, which resulted in a three-for-two stock split effected in the form of a stock dividend for shareholders of record at the close of business on February 25, 1994. No fractional shares were issued in connection with the share distribution. Shareholders otherwise entitled to a fractional share interest received cash in lieu of issuing fractional shares. Net earnings per share and dividends per share have been adjusted to reflect retroactively the share distribution which had the effect of a three-for-two stock split on March 25, 1994. As of March 31, 1994, 1,384,000 shares of common stock were reserved for exercise of stock options and grants of restricted shares. 3. Dividends. Dividends paid during the quarters ended March 31, 1994 and 1993 were based on 18,967,093 and 18,911,142, respectively, common shares outstanding on the applicable dates of record. 4. Earnings per share. Earnings per share for the quarters ended March 31, 1994 and 1993 were based on average common shares and common share equivalents outstanding of 19,160,501 and 19,084,251, respectively. 5. Earnings restatement. The 1993 first quarter results have been restated to reflect early compliance with SFAS No. 112, "Employers Accounting for Postemployment Benefits." Compliance with the principles established in this standard resulted in a pretax $.6 million, or $.02 per share, cumulative loss on a change in accounting principle, which represents the accumulated postemployment benefit obligation as of January 1, 1993. 6. Contingencies. The Company has received notification alleging potential involvement at six former public waste disposal sites which may be subject to remediation. The sites are in various stages of evaluation by federal and state environmental authorities. The projected cost of remediating these sites, as well as the Company's alleged "share" allocation, is uncertain and speculative until all studies have been completed and the parties have either negotiated an amicable resolution or the matter has been judicially resolved. At each site, there are many other parties who have similarly been identified, and the identification and location of additional parties is continuing under applicable federal or state law. Based on the Company's preliminary information about the waste disposal practices at these sites and the environmental regulatory process in general, the Company believes that it is likely that ultimate remediation liability costs of each site will be apportioned among all liable parties, including site owners and waste transporters, according to the volumes and/or toxicity of the wastes shown to have been disposed of at the sites. The Company also owns and formerly operated a captive spent foundry sand disposal site near its Dayton foundry. Pursuant to a consent decree with the State of Ohio, an independent consultant was selected by the State and engaged to determine the extent of environmental contamination at the site. The consultant has completed its investigation and submitted its report to the State which concludes, in general, that no environmental contamination attributable to the Company was found at this site. The Company has not received response from the State to this report and cannot predict what that response, if any, will be. 8 The Company is also a defendant in a number of products liability lawsuits which are insured, subject to applicable deductibles. The Company has fully accrued for each such lawsuit the cost of the loss reserve within the applicable deductible established by the insurer. The Company has additionally accrued a limited general reserve against possible increases in the Company's liability exposure if further adverse facts develop during the lawsuits. Given the inherent volatility and uncertainty of any products liability litigation, there is a possibility of further increases in the costs of resolving these claims, although the Company has no current reason to believe that any such increase is probable or quantifiable. Although none of the aforementioned gives rise to any additional liability that can now be reasonably estimated, it is possible that the Company could incur additional costs in the range of $50,000 to $500,000 over the upcoming five years to fully resolve these matters. The Company accrued the minimum end of this range in 1993. In determining this estimated range of contingent liability, the Company has not discounted to present value nor offset any possible insurance recoveries against such range. The Company will continue to evaluate these contingent loss exposures and, if they develop, recognize expense as soon as such losses can be reasonably estimated. _____________________________________________ The financial information contained in this report is unaudited, but, in the opinion of the Company, all adjustments (consisting of normal recurring accruals) which are necessary for a fair presentation of the operating results for the period have been made. 9 Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources - Three Months Ended March 31, 1994 The Company's capital structure, consisting of long-term debt, deferred items and shareholders' equity, continues to enable the Company to finance short-and long-range business objectives. At March 31, 1994, long-term debt represented 17.7% of the Company's capital structure, compared to 17.3% at December 31, 1993. Based upon a twelve month rolling average, the interest coverage ratio of the Company's indebtedness was 7.8 at March 31, 1994, compared with 7.9 for the twelve months ended December 31, 1993. Capital spending in 1994 is expected to be approximately $14.0 million, compared with $8.9 million in 1993. The 1993 expenditures were unusually low as many of the Company's manufacturing and international expansion programs were completed in 1992. The 1994 expenditures will be largely devoted to manufacturing equipment for replacement and new product introductions and improved information systems at Valtek. The Company's liquidity position is reflected in a current ratio of 2.7 to 1 at March 31, 1994. This compares to 3.1 to 1 at December 31, 1993. Cash and cash equivalents decreased to $15.4 million from $22.6 million at December 31, 1994. The reduction in the Company's cash balance reflects the purchase of the valve actuator business of Mecair SpA in Milan, Italy on January 5, 1994. At March 31, 1994, the Company had available $8.2 million of lines of credit and $13.4 million under revolving credit agreements, and believes that available cash and these lines of credit arrangements will be adequate to fund operating cash needs through the coming year. In May 1994, the Company purchased Sereg Vannes S.A., a leading supplier of automatic control valves to the French petroleum, chemical and power industries which is headquartered in Massy, France. The acquisition has been temporarily financed through utilization of existing short-term credit agreements. Sereg Vannes S.A. sales were approximately $19.0 million in 1993. Results of Operations - Three Months Ended March 31, 1994 Net sales for the three months ended March 31, 1994 were a first quarter record $78.0 million, compared to net sales of $74.4 million for the same period in 1993. The increase in sales reflects the acquisition of Mecair and final shipments on the Valtek Malaysian liquid natural gas project. Foreign contributions to consolidated net sales were 26.8% and 24.1% for the three month periods ended March 31, 1994 and 1993, respectively. The increase in foreign contributions reflects the impact of the Mecair acquisition. For the three months ended March 31, 1994, the Company's U.S. operations had export sales of $5.4 million, compared to $5.7 million for the same period in 1993. As a result, net sales to foreign customers were 33.8% and 31.8% for the first three months of 1994 and 1993, respectively. Gross incoming business for the three months ended March 31, 1994 was $78.2 million. This compares to $73.4 million for the same period in 1993. The increase in business reflects strong U.S. and Asia-Pacific business activity and improving business in Canada. However, European business remains relatively weak. Backlog at December 31, 1993 was $60.5 million, compared with a backlog of $61.0 million at December 31, 1993. The reduction in backlog reflects final shipments for the Valtek Malaysian project. 10 Cost of sales as a percentage of net sales was 62.3% for the three months ended March 31, 1994. This compares to 63.6% for the same period in 1993. The improvement in cost of sales reflects improved burden absorption due to higher levels of plant utilization at the Company's core U.S. operations as well as the continuing positive effects of cost reduction and productivity improvement programs. Selling and administrative expenses as a percentage of net sales for the three months ended March 31, 1994 were 25.4%. This compares to 26.0% for the same period in 1993. The decrease in expense as a percentage of net sales is consistent with the Company's plan to leverage expense in 1994. Selling and administrative expense in dollars increased between periods due to consolidation of the Mecair expense. Excluding the Mecair expense, selling and administrative expense was slightly below the comparable period in 1993. Other expense, net, was $308,000 for the three months ended March 31, 1994. This compares to income of $58,000 for the same period in 1993. The increase in expense reflects a lower level of foreign currency gains and an increase in accrued incentive compensation expense compared to the first quarter of 1993. The effective tax rate was 37.9% for the three month period ended March 31, 1994. This compares to 37.0% for the same period in 1993. The increase in the tax rate reflects the effect of the Revenue Reconciliation Act of 1993. Net earnings for the three months ended March 31, 1994 were $3.8 million, or $.20 per share, which compares to 1993 earnings of $2.5 million, or $.13 per share, after the cumulative effect of a change in method of accounting for postemployment benefits. The increase in profit resulted from improved burden absorption and adjustments in the Company's European operations which resulted in the restoration of profits within those operations. Net earnings for future quarters of 1994 and thereafter are uncertain and dependent on general worldwide economic conditions in the Company's major markets and their strong impact on the level of incoming business activity. 11 PART II OTHER INFORMATION ITEMS 1-5 Not Applicable During Reporting Period ITEM 6 Exhibits INDEX TO EXHIBITS TOPIC LOCATED AT MANUALLY NUMBERED PAGE (4) INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES:
4.1 Loan Agreement dated September 15, 1986 between The Duriron Company, Inc. and the Metropolitan Life Insurance Company was filed with the Commission as Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1986............................... * 4.2 Lease agreement, indenture of mortgage and deed of trust, and guarantee agreement, all executed on June 1, 1978 in connection with 9-1/8% Industrial Development Revenue Bonds, Series A, City of Cookeville, Tennessee................ + 4.3 Lease agreement, indenture of trust, and guaranty agreement, all executed on June 1, 1978 in connection with 7-3/8% Industrial Development Revenue Bonds, Series B, City of Cookeville, Tennessee.................................. + 12 TOPIC LOCATED AT MANUALLY NUMBERED PAGE -2-
4.4 Lease agreement, indenture of mortgage and agreement, lessee guaranty agreement, and letter of representation and indemnity agreement, all dated as of December 1, 1983 and executed in connection with the Industrial Development Revenue Bonds (1983 The Duriron Company, Inc. Project), Erie Company, New York Industrial Development Agency were filed with the Commission as Exhibit 4.4 to the Company's Report on Form 10-K for the year ended December 31, 1983................. * 4.5 Form of Rights Agreement dated as of August 1, 1986 between The Duriron Company, Inc. and Bank One, Indianapolis, National Association, as Rights Agent was filed as an Exhibit to the Company's Form 8-A dated August 13, 1986............. * 4.6 Credit Agreement, dated as of March 19, 1987, between The Duriron Company, Inc. and The Chase Manhattan Bank, N.A., including the form of Promissory Note delivered in connection therewith, was filed with the Commission as Exhibit 6 to the Company's Current Report on Form 8-K dated April 6, 1987......................... * 4.7 Loan Agreement, dated as of March 19, 1987, between The Duriron Company, Inc. and Metropolitan Life Insurance Company, including the form of Promissory Note delivered in connection therewith, was filed with the Commission as Exhibit 7 to the Company's Current Report on Form 8-K dated April 6, 1987....... * 4.8 The Credit Agreement between The Duriron Company, Inc. and Bank One, Dayton, N.A., dated as of November 30, 1989........................ + 4.9 Interest Rate and Currency Exchange Agreement between the Company and Barclays Bank dated November 17, 1992 PLC in the amount of $25,000,000 was filed as Exhibit 4.9 to Company's Report of Form 10-K for year ended December 31, 1992.................................... * 13 TOPIC LOCATED AT MANUALLY NUMBERED PAGE -3-
4.10 Loan Agreement in the amount of $25,000,000 between the Company and Metropolitan Life Insurance Company dated November 12, 1992 was filed as Exhibit 4.10 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 ...................................... * 4.11 Revolving Credit Agreement between the Company and Fifth Third Bank dated November 23, 1992 in the amount of $10,000,000 ............................................ + (10) MATERIAL CONTRACTS: (See Footnote "a") 10.1 The Duriron Company, Inc. Incentive Compensation Plan (the "Incentive Plan") for Key Employees as amended and restated effective January 1, 1994 was filed as Exhibit 10.1 to the Company's Annual Report on Form 10-K for the year ended December 31, 1993.................................................... * 10.2 The Duriron Company, Inc. Supplemental Pension Plan for Salaried Employees was filed with the Commission as Exhibit 10.4 to the Company's Annual Report on Form 10-K for the year ended December 31, 1987....................................... * 10.3 The Duriron Company, Inc. Deferred Compensation Plan for Directors was filed as Exhibit 10.5 to the Company's Annual Report on Form 10-K for the year ended December 31, 1987............................ * 10.4 Form of Employment Agreement between The Duriron Company, Inc. and each of the current officers was filed as Exhibit 10.4 to the Company's Annual Report on Form 10-K for year ended December 31, 1992........... * 10.5 The Duriron Company, Inc. CEO Discretionary Bonus Plan was filed with the Commission as Exhibit 10.8 to the Company's Annual Report on Form 10-K for the year ended December 31, 1986................................................ * 10.6 The Duriron Company, Inc. First Master Benefit Trust Agreement dated October 1, 1987 was filed as Exhibit 10.11 to the Company's Annual Report on Form 10-K for the year ended December 31, 1987.......... * 14 TOPIC LOCATED AT MANUALLY NUMBERED PAGE -4-
10.7 The Duriron Company, Inc. Second Master Benefit Trust Agreement dated October 1, 1987 was filed as Exhibit 10.12 to the Company's Annual Report on Form 10-K for the year ended December 31, 1987......... * 10.8 The Duriron Company, Inc. Long-Term Incentive Plan (the "Long-Term Plan"), as amended and restated effective November 1, 1993 was filed as Exhibit 10.8 to the Company's Annual Report on Form 10-K for the year ended December 31, 1993.............. * 10.9 The Duriron Company, Inc. 1989 Stock Option Plan as amended and restated April 23, 1991 was filed as Exhibit 10.11 to the Company's Annual Report on Form 10-K for the year ended December 31, 1991 .................................................. * 10.10 The Duriron Company, Inc. 1989 Restricted Stock Plan (the "Restricted Stock Plan") as amended and restated effective April 23, 1991, was filed as Exhibit 10.12 to the Company's Annual Report on Form 10-K for the year ended December 31, 1991 ............................... * 10.11 The Duriron Company, Inc. Retirement Compensation Plan for Directors was filed as Exhibit 10.15 on the Company's Annual Report to Form 10-K for the year ended December 31, 1988........................... * 10.12 The Company's Employee Protection Plan (which provides severance benefits for certain employees after a change of control of the Company) was filed as Exhibit 10.15 to the Company's Annual Report on Form 10-K for the year ended December 31, 1989...................................... * 10.13 The Company's Benefit Equalization Pension Plan was filed as Exhibit 10.16 to the Company's Annual Report on Form 10-K for the year ended December 31, 1989................................................... * 10.14 The Company's Equity Incentive Plan for Officers was filed as Exhibit 10.20 to the Company's Annual Report on Form 10-K for the year ended December 31, 1990...................................... * 15 TOPIC LOCATED AT MANUALLY NUMBERED PAGE -5-
10.15 Supplemental Pension Agreement between the Company and William M. Jordan dated January 18, 1993 was filed as Exhibit 10.15 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992.................. * 10.16 Employment Agreement between the Company and John S. Haddick dated December 18, 1992 was filed as Exhibit 10.16 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992..................................... * 10.17 1979 Stock Option Plan, as amended and restated April 23, 1991, and Amendment #1 thereto dated December 15, 1992 was filed as Exhibit 10.17 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 .................................... * 10.18 Amendment #1 dated December 15, 1992 to the aforementioned Benefit Equalization Pension Plan was filed as Exhibit 10.18 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 .............................. * 10.19 Deferred Compensation Plan for Executives was filed as Exhibit 10.19 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 .................................... * 10.20 Amendment #1 to amended and restated 1989 Restricted Stock Plan was filed as Exhibit 10.20 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 ................. * 10.21 Amendment #1 to Equity Incentive Plan was filed as Exhibit 10.21 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 ............................................. * 10.22 Employment Agreement between the Company and W.M. Jordan dated May 11, 1992 was filed as Exhibit 10.22 to the Company's Annual Report on Form 10-K for the year ended December 31, 1992 ................................................. * 16 TOPIC LOCATED AT MANUALLY NUMBERED PAGE _______________ "*" Indicates that the exhibit is incorporated by reference into this Quarterly Report on Form 10-Q from a previous filing with the Commission. "+" Indicates that the document relates to a class of indebtedness that does not exceed 10% of the total assets of the Company and subsidiaries and that the Company will furnish a copy of the document to the Commission upon request. "a" The documents identified under Item 10 include all management contracts and compensatory plans and arrangements required to be filed as exhibits. ITEM 6(b) Not Applicable During Reporting Period -6-
10.23 Employment Agreement between the Company (through its Utah subsidiary, Valtek Inc.) and Charles L. Bates dated March 24, 1987 was filed as Exhibit 4 to the Company's Report on Form 8-K dated April 6, 1987........................................... * 10.24 Amendment #1 to the first Master Benefit Trust Agreement dated October 1, 1987 was filed as Exhibit 10.24 to the Company's Annual Report on Form 10-K for the year ended December 31, 1993.................... * 10.25 Amendment #2 and Amendment #3 to Equity Incentive Plan were filed as Exhibit 10.25 to the Company's Annual Report on Form 10-K for the year ended December 31, 1993...................................... * 17 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THE DURIRON COMPANY, INC. (Registrant) /S/ Bruce E. Hines ________________________________ Bruce E. Hines Senior Vice President Chief Administrative Officer Date: May 13, 1994