<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): April 21, 1999
COLTEC INDUSTRIES INC
(Exact Name of Registrant as Specified in Charter)
Pennsylvania 1-7568 13-1846375
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
3 Coliseum Centre
2550 West Tyvola Road
Charlotte, North Carolina 28217
(Address of Principal Executive Offices)(Zip Code)
Registrant's telephone number, including area code: (704) 423-7000
N/A
(Former Name or Former Address, If Changed Since Last Report)
<PAGE> 2
ITEM 5. OTHER EVENTS
On April 21, 1999, Coltec Industries Inc issued a press release announcing its
earnings for the first fiscal quarter of 1999. A copy of such press release is
filed as Exhibit 99.1 hereto and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
(a) Financial Statements
None. The financial statements included in this report are
not required to be filed as part of this report.
(b) Pro Forma Financial Information
None.
(c) Exhibits
Exhibit 99.1 Press Release dated April 21, 1999, titled
"Coltec Industries reports record first
quarter as earnings per share increase 11%;
cash flow exceeds $27 million."
2
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
COLTEC INDUSTRIES INC
(Registrant)
Date: April 28, 1999 By: /s/ Robert J. Tubbs
------------------------------------
Robert J. Tubbs
Executive Vice President, General
Counsel and Secretary
3
<PAGE> 1
[COLTEC LETTERHEAD]
For immediate release
COLTEC INDUSTRIES REPORTS RECORD FIRST QUARTER AS EARNINGS PER SHARE INCREASE
11%; CASH FLOW EXCEEDS $27 MILLION
CHARLOTTE, N.C., APRIL 21, 1999 -- For the first quarter, Coltec Industries Inc
(NYSE:COT) reported $.42 in earnings per share, an increase of 11%, compared to
$.38 in the year-ago quarter. Net income in the quarter was $27 million versus
$25 million last year and free cash flow from operations exceeded $27 million.
These results marked the eleventh consecutive quarter of double-digit earnings
growth consistent with, or in excess of, analyst expectations.
In commenting on the results, John W. Guffey, Jr., Coltec's chairman and chief
executive officer, said, "We continued to achieve double-digit earnings growth,
improve our superior operating margins, and surpass expectations for free cash
flow. Our aerospace segment reported strong sales and profit growth and our
industrial segment generated operating margins in excess of 19% despite one of
the most challenging manufacturing environments in recent years. Our
first-quarter performance gives us a good foundation to achieve over $100
million in free cash flow for 1999."
In the Aerospace Segment, revenues increased 15% and operating income rose 17%.
The results reflect increased shipments of landing gear systems for Boeing's
Next-Generation 737 aircraft and higher profits at the landing gear overhaul
and maintenance business. The crew seat business achieved significantly higher
results due to after-market orders, while the engine component businesses
achieved strong growth and improved margins reflecting increased demand for
regional jets, higher productivity, and the positive impact of new programs and
mix changes.
Page 1 of 2
<PAGE> 2
PR 99-012, COLTEC REPORTS RECORD FIRST QUARTER: EPS UP 11%; CASH FLOW EXCEEDS
$27 MILLION
In the Industrial Segment, sales increased slightly and operating income rose
5%, excluding Holley which was included in last year's first quarter results
but divested shortly afterwards. Significantly less favorable economic
conditions in key markets, including oil and gas, agriculture, steel, pulp and
paper, and chemicals affected sales and profits in the industrial segment.
Coltec Industries is a leading producer of landing gear, industrial sealing
systems, and other highly engineered products for aerospace and industrial
applications. The company, which has its headquarters in Charlotte, North
Carolina, expects to complete its merger with The BFGoodrich Company in the
second quarter. The new company will have revenues approaching $6 billion and
leading positions in aerospace systems, performance materials, and industrial
products.
This press release contains various forward-looking statements. For a
discussion of various factors that may cause Coltec's actual results to differ
materially from those expressed in such forward-looking statements, see
Coltec's 1998 Annual Report on Form 10-K as well as Coltec's 1999 filings with
the Securities and Exchange Commission.
ATTACHMENTS:
Summary Consolidated Statements of Earnings
Industry Segment Information
Summary Consolidated Balance Sheets
Cash Flow Statements
###
Page 2 of 2
<PAGE> 3
COLTEC INDUSTRIES AND SUBSIDIARIES
SUMMARY CONSOLIDATED STATEMENTS OF EARNINGS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
-------------------------
APRIL 4 MARCH 29
1999 1998
-------------------------
<S> <C> <C>
Net sales $ 376,232 $ 374,441
Costs and expenses (320,287) (321,147)
--------- ---------
Operating income 55,945 53,294
Interest expense and other, net (12,380) (15,080)
--------- ---------
Earnings before income taxes, minority interest
and extraordinary item 43,565 38,214
Income taxes (14,812) (12,993)
Minority interest in net loss of subsidiaries (1,300) --
--------- ---------
Net earnings $ 27,453 $ 25,221
--------- ---------
Diluted earnings per share $ 0.42 $ 0.38
--------- ---------
Diluted weighted average
common and common
stock equivalents 68,715 67,137
--------- ---------
</TABLE>
<PAGE> 4
COLTEC INDUSTRIES INC AND SUBSIDIARIES
Industry Segment Information
(in millions)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
---------------------
APRIL 4 MARCH 29
1999 1998
---------------------
<S> <C> <C>
SALES:
Aerospace $ 190.6 $ 166.1
Industrial 185.8 209.1
Intersegment elimination (0.2) (0.8)
------- -------
Total $ 376.2 $ 374.4
------- -------
OPERATING INCOME:
Aerospace $ 30.5 $ 26.1
Industrial 35.6 37.3
------- -------
Total segments 66.1 63.4
Corporate unallocated (10.2) (10.1)
------- -------
Operating income $ 55.9 $ 53.3
------- -------
</TABLE>
<PAGE> 5
COLTEC INDUSTRIES INC AND SUBSIDIARIES
SUMMARY CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
APRIL 4 DECEMBER 31
Assets 1999 1998
------ ----------- -----------
<S> <C> <C>
Current assets
Cash and cash equivalents $ 31,031 $ 21,785
Accounts and notes receivable, net of allowance 173,290 148,185
Inventories 243,614 236,003
Deferred income taxes 24,721 20,464
Other current assets 13,078 15,612
----------- -----------
Total current assets 485,734 442,049
Property, plant and equipment, net 303,980 306,642
Costs in excess of net assets, net 212,477 214,647
Other assets 105,313 92,310
----------- -----------
$ 1,107,504 $ 1,055,648
----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current liabilities
Current portion of long-term debt $ 5,831 $ 2,513
Accounts payable 104,161 91,595
Accrued expenses 191,053 171,084
Liabilities of discontinued operations 4,999 4,999
----------- -----------
Total current liabilities 306,044 270,191
----------- -----------
Long-term debt 558,584 580,092
Deferred income taxes 144,178 139,909
Other liabilities 90,103 85,490
Liabilities of discontinued operations 139,476 134,995
Company-obligated, mandatorily redeemable
convertible preferred securities of subsidiary
Coltec Capital Trust holding solely convertible
junior subordinated debentures of the company 145,799 145,293
Shareholders' equity:
Common stock 706 706
Capital surplus 644,850 643,615
Retained deficit (768,409) (795,356)
Unearned compensation (3,051) (2,671)
Accumulated other comprehensive income (22,848) (18,688)
----------- -----------
(148,752) (172,394)
Less treasury shares (127,928) (127,928)
----------- -----------
(276,680) (300,322)
----------- -----------
$ 1,107,504 $ 1,055,648
----------- -----------
</TABLE>
<PAGE> 6
COLTEC INDUSTRIES INC AND SUBSIDIARIES
SUMMARY CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
APRIL 4 MARCH 29
1999 1998
-------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 27,453 $ 25,221
Adjustments to reconcile net earnings to cash
provided by operating activities
Depreciation and amortization 12,991 12,416
Deferred income taxes 12 6,016
Payment of liabilities of discontinued operations (1,199) (3,261)
Foreign currency translation adjustment (4,160) (2,405)
Other operating items (1,424) 880
Changes in assets and liabilities, net of effect
from acquisitions and divestitures:
Accounts and notes receivable (25,105) (18,969)
Inventories (7,611) (9,184)
Other current assets 2,534 3,748
Accounts payable 12,566 178
Accrued expenses and other 19,969 (4,535)
-------- ---------
Cash provided by operating activities 36,026 10,105
-------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (8,590) (15,005)
Acquisition of businesses -- (81,312)
-------- ---------
Cash used in investing activities (8,590) (96,317)
-------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of long-term debt (690) (14,035)
Increase (decrease) in revolving facility, net (17,500) 110,500
Other
-- (3,871)
-------- ---------
Cash provided by (used in) financing activities (18,190) 92,594
-------- ---------
Increase in cash and cash equivalents 9,246 6,382
Cash and cash equivalents - beginning of period 21,785 14,693
-------- ---------
Cash and cash equivalents - end of period $ 31,031 $ 21,075
-------- ---------
</TABLE>
