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 September 30, 1994 Commission File Number 0-325
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THE DURIRON COMPANY, INC.
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(Exact name of Registrant as specified in its charter)
New York
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(State or other jurisdiction of incorporation or organization)
31-0267900
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(I.R.S. Employer Identification Number)
3100 Research Boulevard, Dayton, Ohio 45420
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(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (513) 476-6100
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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
September 30, 1994..............................18,979,838
2
PART I: Financial Information
3
THE DURIRON COMPANY, INC.
Consolidated Statement of Operations
Quarters Ended September 30, 1994 and 1993
(dollars in thousands except per share data)
1994 1993
---------- ----------
Revenues:
Net sales $ 91,794 $ 76,685
Costs and expenses:
Cost of sales 58,059 48,101
Selling and administrative 22,137 19,133
Research, engineering and development 2,286 2,534
Interest 1,128 970
Other, net 816 (392)
---------- ----------
84,426 70,346
Earnings before income taxes 7,368 6,339
Provision for income taxes 2,760 2,430
---------- ----------
Net earnings 4,608 3,909
========== ==========
Earnings per share $ 0.24 $ 0.20
========== ==========
(See accompanying notes)
4
THE DURIRON COMPANY, INC.
Consolidated Statement of Operations
Nine Months Ended September 30, 1994 and 1993
(dollars in thousands except per share data)
1994 1993
---------- ----------
Revenues:
Net sales $ 255,502 $ 229,257
Costs and expenses:
Cost of sales 160,898 143,908
Selling and administrative 62,980 58,838
Research, engineering and development 7,066 6,899
Interest 3,106 2,911
Other, net 1,647 81
---------- ----------
235,697 212,637
Earnings before income taxes 19,805 16,620
Provision for income taxes 7,420 6,230
---------- ----------
Earnings before cumulative effect of a change
in accounting principle 12,385 10,390
Cumulative effect of change in method of accounting
for postemployment benefits -
net of tax of $231 - $.02 per share -- (385)
Net earnings 12,385 10,005
========== ==========
Earnings per share before cumulative effect of
change in accounting principle $ 0.65 $ 0.54
========== ==========
Earnings per share $ 0.65 $ 0.52
========== ==========
(See accompanying notes)
5
THE DURIRON COMPANY, INC.
Consolidated Balance Sheet
(dollars in thousands except per share data)
September 30, December 31 ,
1994 1993
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ASSETS
Current assets:
Cash and cash equivalents $ 10,235 $ 22,640
Accounts receivable 69,338 57,196
Inventories 62,627 55,000
Prepaid expenses 5,637 4,449
---------- ----------
Total current assets 147,837 139,285
Property, plant and equipment, at cost 186,219 164,824
Less accumulated depreciation and amortization 102,906 91,047
---------- ----------
Net property, plant and equipment 83,313 73,777
Intangibles and other assets 41,626 34,878
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Total assets $ 272,776 $ 247,940
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 20,201 $ 14,138
Notes payable 3,799 339
Income taxes (1,052) 2,676
Accrued liabilities 27,696 22,734
Long-term debt due within one year 3,663 5,662
---------- ----------
Total current liabilities 54,307 45,549
Long-term debt due after one year 41,660 34,925
Postretirement benefits and other deferred items 40,075 39,895
Shareholders' equity:
Serial preferred stock, $1.00 par value,
no shares issued -- --
Common stock, $1.25 par value, 18,979,838
shares issued (18,952,883 in 1992) 23,725 15,794
Capital in excess of par value 3,544 11,433
Retained earnings 109,008 102,600
---------- ----------
136,277 129,827
Foreign currency and other equity
adjustments 457 (2,256)
Total shareholders' equity 136,734 127,571
---------- ----------
Total liabilities and shareholders' equity $ 272,776 $ 247,940
========== ==========
(See accompanying notes)
6
THE DURIRON COMPANY, INC.
Consolidated Statement of Cash Flows
Nine Months Ended September 30, 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 $ 12,385 $ 10,390
Cumulative effect of change in method of accounting
for postretirement benefits -- (385)
---------- ----------
Net earnings 12,385 10,005
Adjustments to reconcile net earnings to
net cash provided by operating activities:
Depreciation and amortization 10,157 9,528
Loss on the sale of fixed assets 170 244
Change in assets and liabilities net of
effects of acquisitions and divestitures:
Accounts receivable (3,415) 689
Inventories 2,111 (415)
Prepaid expenses (1,033) (354)
Accounts payable and accrued liabilities (962) (368)
Income taxes (3,843) (1,442)
Postretirement benefits and other deferred items (12) 4,394
---------- ----------
Net cash flows from operating activities 15,558 22,281
Investing activities:
Capital expenditures (7,539) (7,351)
Payment for acquisitions, net of cash acquired (14,900) --
Other (597) (706)
---------- ----------
Net cash flows from investing activities (23,036) (8,057)
Financing activities:
Net repayments under lines-of-credit (1,307) (546)
Payments on long-term debt (4,589) (3,448)
Proceeds from long-term debt 6,225 299
Proceeds from issuance of common stock 275 330
Dividends paid (5,977) (5,677)
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Net cash flows from financing activities (5,373) (9,042)
Effect of exchange rate changes 447 (232)
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Net increase in cash and cash equivalents (12,404) 4,950
Cash and cash equivalents at beginning of year 22,640 17,342
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Cash and cash equivalents at end of period $ 10,236 $ 22,292
========== ==========
Supplemental disclosures of
cash flow information:
Cash paid during year for:
Interest $ 2,097 $ 1,762
Income taxes $ 11,148 $ 7,669
(See accompanying notes)
7
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 September 30, 1994 and the year ended December 31,
1993 were as follows:
Domestic Foreign
inventories inventories Total
(LIFO) (FIFO) inventories
--------------------------------------------------
September 30, 1994
Raw materials $ 217 $ 761 $ 978
Work in process and finished goods 34,817 26,832 61,649
-------- -------- --------
$ 35,034 $ 27,593 $ 62,627
======== ======== ========
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
======== ======== ========
LIFO inventories at current cost are $26,121,000 and $28,444,000 higher
than reported at June 30, 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 1993 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 nine months ended September 30, 1993 and 1994 were as
follows:
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 10,005 10,005
Cash dividends (5,677) (5,677)
Net shares issued (28,295) under stock plans 36 222 72 330
Treasury stock 0
Foreign currency translation adjustment (2,194) (2,194)
--------- --------- --------- --------- ---------
Balance at September 30, 1993 $ 15,781 $ 11,216 $ 98,394 $ (2,800) $ 122,591
========= ========= ========= ========= =========
Balance at December 31, 1993 $ 15,794 11,433 102,600 (2,256) $ 127,571
Net earnings 12,385 12,385
Cash dividends (5,977) (5,977)
Shares issued for three-for-two stock split 7,897 (7,897) 0
Net shares issued (26,955) under stock plans 34 8 102 144
Foreign currency translation adjustment 2,611 2,611
--------- --------- --------- --------- ---------
Balance at September 30, 1994 $ 23,725 $ 3,544 $ 109,008 $ 457 $ 136,734
========= ========= ========= ========= =========
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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 September 30, 1994, 1,370,000 shares of common stock were
reserved for exercise of stock options and grants of restricted shares.
3. Dividends.
Dividends paid during the quarters ended September 30, 1994 and 1993
were based on 18,976,925 and 18,935,427 respectively, common shares
outstanding on the applicable dates of record.
4. Earnings per share.
Earnings per share for the quarters ended September 30, 1994 and 1993
were based on average common shares and common share equivalents
outstanding of 19,147,707 and 19,078,743, respectively.
5. Earnings restatement.
The 1993 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
postemployement benefit obligation as of January 1, 1993.
6. Contingencies.
The Company has received notification alleging potential involvement
at several 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 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 is currently working with the State to attempt
to definitively close the matter.
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
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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.
10
Management's Discussion and Analysis
of Financial Condition and Results of Operations
Liquidity and Capital Resources - Nine Months Ended September 30, 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 September 30, 1994,
long-term debt represented 19.1% of the Company's capital structure, compared
to 17.3% at December 31, 1993. The increase reflects long-term debt borrowed
to purchase Sereg Vannes S.A., an automatic control valve manufacturer located
in Massy, France. The combination of long-term debt and internal cash were
utilized to acquire Sereg Vannes. Based upon a twelve month rolling average,
the interest coverage ratio of the Company's indebtedness was 7.4 at September
30, 1994, compared with 7.9 for the twelve months ended December 31, 1993.
Capital spending in 1994 is expected to be approximately $12.0
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 September 30, 1994. This compares to 3.1 to 1 at December 31,
1993. Cash and cash equivalents decreased to $10.2 million from $22.6 million
at December 31, 1994. The reduction in the Company's cash balance reflects the
purchase of Mecair SpA in Milan, Italy and the purchase of Sereg Vannes S.A.
At September 30, 1994, the Company had available $8.2 million of lines of
credit and $13.0 million under revolving credit agreements, and believes that
available cash and these lines of credit arrangements will be adequate to fund
operating cash needs throughout 1994.
Results of Operations - Nine Months Ended September 30, 1994
Net sales for the nine months ended September 30, 1994 were a record
$255.5 million, compared to net sales of $229.3 million for the same period in
1993. The increase in sales reflects the acquisitions of Mecair and Sereg
Vannes as well as increased sales of pumps, manual valves and valve automation
products in North America. Foreign contributions to consolidated net sales
were 30.6% and 25.3% for the nine month periods ended September 30, 1994 and
1993, respectively. The increase in foreign contributions reflects the impact
of the Mecair and Sereg Vannes acquisitions. For the nine months ended
September 30, 1994, the Company's U.S. operations had export sales of $18.7
million, compared to $19.3 million for the same period in 1993. As a result,
net sales to foreign customers were 37.9% and 33.7% for the first nine months
of 1994 and 1993, respectively.
Gross incoming business for the nine months ended September 30, 1994
was a record $251.5 million. This compares to $231.0 million for the same
period in 1993. The increase reflects the 1994 acquisitions and improved
business in the North American market. Partially offsetting the increases were
reduced levels of business at Kammer where large jobs were booked during the
first nine months of 1993. Backlog at September 30, 1994 was $60.8 million,
compared with a backlog of $61.0 million at December 31, 1993.
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Cost of sales as a percentage of net sales was 63.0% for the nine
months ended September 30, 1994. This compares to 62.8% for the same period in
1993. Cost of sales in 1994 was favorably impacted by 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. Offsetting these were the negative effects
of continued competitive pricing pressures, particularly in Valtek's automatic
control valve business, and transitional costs associated with the acquisition
of Sereg Vannes. In addition, 1993 cost of sales included the positive impact
of a planned reduction in inventories, which favorably impacted the LIFO
inventory pool, resulting in earnings of $.06 per share, compared with 1994
results which include no LIFO adjustment.
Selling and administrative expenses as a percentage of net sales for
the nine months ended September 30, 1994 were 24.7%. This compares to 25.7%
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 and Sereg Vannes expense. Excluding the
acquisitions, selling and administrative expense was slightly above the
comparable period in 1993.
Other expense, net, was $1,647,000 for the nine months ended September
30, 1994. This compares to expense of $81,000 for the same period in 1993.
The increase in expense reflects foreign currency losses in 1994 of $992,000
compared with gains of $283,000 in 1993. A significant portion of the currency
losses in 1994 occurred when foreign currency contracts to hedge the
anticipated business transactions for the second half of 1994 were closed in
the third quarter of 1994. In addition, accrued incentive compensation expense
increased during the first nine months of 1994 compared with the same period
in 1993.
The effective tax rate was 37.5% for the nine month period ended
September 30, 1994. This compares to 37.5% for the same period in 1993. The
1994 tax rate includes an increase in rate related to the Revenue
Reconciliation Act of 1993, offset by a reduction in rate resulting from a
favorable resolution of a tax issue with the State of Utah.
Net earnings for the nine months ended September 30, 1994 were $12.4
million, or $.65 per share, which compares to 1993 earnings of $10.0 million,
or $.52 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, leveraging of selling and administrative expenses
and adjustments in the Company's European operations which resulted in the
restoration of profits within those operations.
Results of Operations - Three Months Ended September 30, 1994
Net sales for the three months ended September 30, 1994 were a record
$91.8 million, compared to net sales of $76.7 million for the same period in
1993. The increase reflects the acquisitions, improved pump business in North
America and the shipment of a large job from Kammer. Foreign subsidiary
contributions to net sales were 33.0% and 25.8% for the three month periods
ended September 30, 1994 and 1993, respectively. The increase in foreign
subsidiary contributions reflects the acquisitions of Mecair and Sereg Vannes.
Net sales to foreign customers, including export sales, were 39.6% and 34.8%
for the quarterly periods ended September 30, 1994
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and 1993, respectively.
Gross incoming business of $85.6 million was a third quarter record.
This compares to $73.9 million for the same period in 1993. The increase in
incoming business between comparable periods reflects the previously noted
acquisitions, improved North American business and strengthening of the
European currencies against the U.S. dollar.
Cost of sales as a percentage of net sales was 63.2% for the quarterly
period ended September 30, 1994. This compares to 62.7% for the same period in
1993. The increase in cost of sales between comparable periods resulted from
competitive pricing, particularly in Valtek's business, and transitional costs
associated with the acquisition of Sereg Vannes. In addition, 1993 cost of
sales included the positive impact of a planned reduction in inventories which
favorably impacted the LIFO inventory pool resulting in earnings of $.04 per
share compared with 1994 results which include no LIFO adjustment. Partially
offsetting these increases in expense were improved burden absorption at the
Company's core U.S. manufacturing facilities due to higher levels of plant
utilization.
Selling and administrative expenses as a percentage of net sales were
24.1%, compared to 25.0% 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 predominately to consolidation of the Mecair and Sereg
Vannes expense.
Other expense, net, was $816,000 for the quarter ended September 30,
1994. This compares to income of $392,000 for the same period in 1993. The
increase in expense reflects foreign currency losses in 1994 of $844,000
compared with gains of $177,000 in 1993. A significant portion of the currency
loss in 1994 occurred when foreign currency contracts to hedge the anticipated
business transactions for the second half of 1994 were closed in the third
quarter of 1994.
Net earnings for the quarter ended September 30, 1994 were $4.6
million, or $.24 per share. This compares to 1993 third quarter net earnings
of $3.9 million, or $.20 per share. Contributing to profit during the quarter
were the results of the annual valuation of pensions and postretirement health
care benefit obligations reflecting the current revised plans. These
valuations, which used current census and trend data, resulted in profit of
$.03 per share in the third quarter of 1994 due to the reversal of previous
accruals determined to be excessive. Net earnings for 4th quarter 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.
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PART II
OTHER INFORMATION
ITEM 1 Not Applicable During Reporting Period
ITEM 2 Not Applicable During Reporting Period
ITEM 3 Not Applicable During Reporting Period
ITEM 4 Not Applicable During Reporting Period
ITEM 5 Not Applicable During Reporting Period
ITEM 6 Exhibits
INDEX TO EXHIBITS
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(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......................................... *
-1-
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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............................................. +
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.................. *
-2-
15
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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.............................................. *
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.................................. *
-3-
16
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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. *
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..................................... *
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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................................................. *
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 ................................................ *
-5-
18
TOPIC
- - ----- LOCATED AT
MANUALLY
NUMBERED PAGE
-------------
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 ................................................... *
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....................................... *
27 Financial Data Schedule................................. a
_______________
"*" 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-
19
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: November 4, 1994
- - -----------------------
5
1,000
9-MOS
DEC-31-1994
JAN-01-1994
SEP-30-1994
10,235
0
69,338
595
62,627
147,837
186,219
102,906
272,776
54,307
41,660
23,725
0
0
113,009
272,776
255,502
255,502
160,898
230,944
1,647
0
3,106
19,805
7,420
12,385
0
0
0
12,385
.65
.65
