SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1 to Form 10-Q
(Mark One)*
(x) Quarterly report pursuant to section 13 or 15(d) of the
Securities Exchange Act of 1934 for the quarterly period
ended March 31,1996
or
( ) Transition report pursuant to section 13 or 15(d) of the
Securities Exchange Act of 1934 for the transition period
from to
COMMISSION FILE NUMBER 1-8973
KYSOR INDUSTRIAL CORPORATION
(exact name of registrant as specified in its charter)
Michigan (state or other jurisdiction of incorporation or organization)
38-1909000 (I.R.S. Employer Identification Number)
One Madison Avenue, Cadillac, Michigan 49601
(Address of principal executive offices) ( Zip Code)
(616) 779-2200
(Registrant's telephone number, including area code)
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 requirement 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.
Common stock, $1.00 par value, number of shares outstanding as of
April 30, 1996:
5,772,069
This amendment No. 1 to Form 10-Q is filed for the purpose of correcting
an EDGAR transmission error. Item 1 of Part 1 of the registrant's Form 10-Q
for the quarter ended March 31, 1996 is hereby amended in its entirety as set
forth in this amendment No.1.
KYSOR INDUSTRIAL CORPORATION
Part I - FINANCIAL INFORMATION
<TABLE>
Item 1. Financial Statements
The interim financial data presented herein is unaudited but, in the opinion of the
management, reflects all adjustments (none of which was other than a normal recurring
adjustment) necessary for a fair presentation of such information. Results for interim
periods should not be considered indicative of results for a full year. There were no
undisclosed material unusual charges or credits to income during the quarter ended
March 31, 1996 nor was there a change in independent accountants during the period.
Consolidated Statement of Income
(Unaudited, amounts in thousands except per share data)
<CAPTION>
Quarter Ended
March 31,
1996 1995
___________ ___________
<S> <C> <C>
Net sales $ 81,865 $ 90,054
Interest and other revenues 1,318 572
___________ ___________
TOTAL SALES AND REVENUES 83,183 90,626
___________ ___________
COSTS AND EXPENSES
Cost of sales 63,542 69,166
Selling and administrative expenses 13,610 14,709
Interest expense 475 487
Other expenses (76) 315
___________ ___________
TOTAL COSTS AND EXPENSES 77,551 84,677
___________ ___________
INCOME BEFORE INCOME TAXES 5,632 5,949
INCOME TAXES 2,050 2,640
___________ ___________
NET INCOME 3,582 3,309
DIVIDENDS ON PREFERRED STOCK
(Net of tax benefits) 239 242
___________ ___________
EARNINGS APPLICABLE TO COMMON STOCK $ 3,343 $ 3,067
___________ ___________
___________ ___________
PRIMARY EARNINGS PER COMMON SHARE $ 0.56 $ 0.51
___________ ___________
___________ ___________
FULLY DILUTED EARNINGS PER COMMON SHARE $ 0.49 $ 0.45
___________ ___________
___________ ___________
Primary weighted average common
shares and equivalents 5,970 5,682
___________ ___________
___________ ___________
Dividends declared per common share $ 0.15 $ 0.15
___________ ___________
___________ ___________
The accompanying notes are an integral part of the financial statements.
</TABLE>
<TABLE>
KYSOR INDUSTRIAL CORPORATION
Consolidated Balance Sheet
(Dollars in thousands)
<CAPTION>
March 31, December 31,
1996 1995
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and equivalents 8,620 16,942
Accounts receivable less $2,202 and $2,211
allowance for bad debts 48,141 45,733
Finished goods inventory 8,764 5,391
Work in process inventory 10,492 9,404
Raw material inventory 21,395 19,621
Prepaid expenses 1,904 2,485
Deferred income tax charges 8,170 8,860
TOTAL CURRENT ASSETS 107,486 108,436
PROPERTY, PLANT AND EQUIPMENT
Land 3,266 3,243
Buildings 32,797 32,042
Machinery and equipment 81,949 75,794
118,012 111,079
Less accumulated depreciation 64,209 62,518
TOTAL PROPERTY, PLANT AND EQUIPMENT 53,803 48,561
INVESTMENT IN AFFILIATE 18,816 0
OTHER ASSETS
Goodwill, patents and other intangibles (net
of amortization 9,283 5,327
Cash value of officers' life insurance 11,720 11,644
Deferred income tax charges 6,968 6,576
Miscellaneous receivables and other assets 5,988 6,429
TOTAL OTHER ASSETS 33,959 29,976
TOTAL ASSETS 214,064 186,973
LIABILITIES
CURRENT LIABILITIES
Current maturities of long-term debt 6,170 4,931
Accounts payable 22,720 21,150
Accrued income taxes payable 3,890 0
Accrued expenses and contingent liabilities 27,676 29,715
TOTAL CURRENT LIABILITIES 60,456 55,796
Long-term debt, less current maturities 43,488 26,028
Accumulated postretirement benefit obligation 13,925 13,729
Other long-term liabilities 11,614 11,185
TOTAL LIABILITIES AND DEFERRED CREDITS 129,483 106,738
PREFERRED SHAREHOLDERS' EQUITY
Employee Stock Ownership Plan Preferred Stock 19,439 19,440
Unearned deferred compensation under employee
stock ownership plan (14,068) (14,447)
TOTAL PREFERRED SHAREHOLDERS' EQUITY 5,371 4,993
COMMON SHAREHOLDERS' EQUITY
Common stock, $1 par value, shares authorized
30,000, outstanding 5,736 and 5,639 5,736 5,639
Additional paid-in capital 5,096 3,645
Retained earnings 69,014 66,531
Translation adjustment 419 483
Notes receivable-common stock 77,893 and 78,009 (1,055) (1,056)
TOTAL COMMON SHAREHOLDERS' EQUITY 79,210 75,242
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 214,064 186,973
The accompanying notes are an integral part of the financial statements.
</TABLE>
<TABLE>
KYSOR INDUSTRIAL CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited, amounts in thousands)
<CAPTION>
Three Months Ended March 31,
1996 1995
<S> <C> <C>
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:
Net income $3,583 $3,309
Adjustments to reconcile net income to
net cash provided (used) by operating activities:
Depreciation and amortization 2,427 2,346
Provision for losses on accounts receivable 104 103
(Gain) Loss on sales of fixed assets (13) (19)
Deferred compensation (ESOP) 378 391
Deferred income taxes 298 193
Changes in assets and liabilities providing
(consuming) cash:
Accounts receivable (569) (6,485)
Inventories (3,785) (2,175)
Prepaid expenses 608 (945)
Accounts payable (1,795) 2,041
Accrued expenses and contingent liabilities (2,314) (13)
Accrued income taxes payable 4,721 2,297
Other long-term liabilities 626 599
NET CASH PROVIDED BY OPERATING ACTIVITIES 4,269 1,642
CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES:
Additions to property and equipment (6,786) (3,734)
Proceeds from sales of property and equipment 91 10
Acquisitions, net of cash acquired 9 -
Investment in affiliate (18,823) -
Decrease (Increase) in other long-term assets 373 671
Unrealized translation gain (loss) (175) (177)
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES (25,311) (3,230)
CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:
Current borrowings 19,000 1,426
Principal payments against long-term debt (5,657) (924)
Proceeds from issuance of common stock 998 1,135
Purchase of Common Stock - (1,936)
Common stock and preferred stock dividends paid (1,621) (1,518)
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES 12,720 (1,817)
NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS (8,322) (3,405)
CASH AND EQUIVALENTS AT BEGINNING OF YEAR 16,942 15,850
CASH AND EQUIVALENTS AT END OF PERIOD $8,620 $12,445
The accompanying notes are an integral part of the financial statements.
</TABLE>
<F1>
Notes to the financial statements
Note A - Basis of Presentation
The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting solely of normal recurring accruals) considered
necessary for fair presentation have been included. For further information,
refer to the consolidated financial statements and footnotes included in the
Company's annual report on Form 10-K for the fiscal year ended
December 31, 1995.
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholders
Kysor Industrial Corporation:
We have reviewed the accompanying consolidated balance sheet of Kysor
Industrial Corporation and Subsidiaries as of March 31, 1996, and the related
consolidated statements of income and cash flows for the three-month
periods ended March 31, 1996 and 1995. These financial statements are the
responsibility of the company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an
opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet of Kysor Industrial Corporation and
Subsidiaries as of December 31, 1995 and the related consolidated statements
of income, stockholders' equity and cash flows for the year then ended (none
of which are presented herein); and in our report dated January 30, 1996 we
expressed an unqualified opinion on those consolidated financial statements.
By s/COOPERS & LYBRAND L.L.P.
Coopers & Lybrand L.L.P.
April 17, 1996
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibit is filed as part of this report.
15 Coopers & Lybrand L.L.P. letter regarding unaudited
Financial Statements
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 thereunto duly authorized.
KYSOR INDUSTRIAL CORPORATION
Date: June 24, 1996 By s\Terry M. Murphy
Terry M. Murphy
Vice President,
Chief Financial Officer
(principal financial officer and duly
authorized signatory for registrant)
Date: June 24, 1996 By s\Robert L. Joseph
Robert L. Joseph
Comptroller
(Chief Accounting Officer)
EXHIBIT INDEX
DESCRIPTION EXHIBIT NO.
Letter from Coopers & Lybrand Regarding Unaudited Financial
Statements 15
To the Board of Directors and Shareholders
Kysor Industrial Corporation
Re: Kysor Industrial Corporation Registration Statement Nos. 2-67607,
2-86346, 2-99855, 33-18438, 33-30463, 33-27360, 33-59412 and 33-71758 on
Form S-8
We are aware that our report dated April 17, 1996 on our review of interim
financial information of Kysor Industrial Corporation and Subsidiaries for the
periods ended March 31, 1996 and 1995 and included in the Company's amendment
No. 1 to Form 10-Q for the quarters then ended are incorporated by reference
in these registration statements. Pursuant to Rule 436(c) under the Securities
Act of 1933, this report should not be considered a part of the registration
statements prepared or certified by us within the meaning of Sections 7 and 11
of that Act.
June 24, 1996
