<PAGE> 1
UNITED STATES
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 period ended April 30, 1994 Commission file number 0-588
-------------- -----
COMMERCIAL INTERTECH CORP.
- - -------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 34-0159880
- - --------------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1775 Logan Avenue, Youngstown, Ohio 44501-0239
- - --------------------------------------- -------------------------------
(Address of principal executive offices) (Zip Code)
(216) 746-8011
- - -------------------------------------------------------------------------
Registrant's telephone number, including area code
Not Applicable
- - -------------------------------------------------------------------------
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 periods 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 practical date.
Common Stock, $1 Par Value--10,107,147 shares as of April 30, 1994
- - -------------------------------------------------------------------------
<PAGE> 2
INDEX
COMMERCIAL INTERTECH CORP.
Part I. Financial Information
Item 1. Financial Statements (Unaudited)
Consolidated condensed balance sheets - April 30, 1994 and
October 31, 1993
Consolidated condensed statements of income - Six months ended
April 30, 1994 and 1993; three months ended April 30, 1994 and 1993
Statements of consolidated cash flows - Six months ended
April 30, 1994 and 1993
Notes to consolidated condensed financial statements -
April 30, 1994
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signatures
<PAGE> 3
<TABLE>
PART I. FINANCIAL INFORMATION
COMMERCIAL INTERTECH CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
<CAPTION>
(Thousands of dollars) April 30, October 31,
1994 1993
--------- -----------
ASSETS
- - ------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents . . . . . . . . . . $ 15,001 $ 25,066
Accounts receivable, less allowance
(1994-$2,007,000; 1993-$1,765,000). . . . 82,757 78,484
Inventories . . . . . . . . . . . . . . . . . 54,122 49,883
Deferred income tax benefits. . . . . . . . . 13,008 12,889
Prepaid expenses. . . . . . . . . . . . . . . 3,698 4,643
-------- --------
TOTAL CURRENT ASSETS 168,586 170,965
PROPERTY, PLANT AND EQUIPMENT. . . . . . . . . . 246,522 235,715
Less allowance for depreciation . . . . . . . 128,268 120,734
-------- --------
118,254 114,981
NONCURRENT ASSETS:
Intangible assets . . . . . . . . . . . . . . 28,261 29,822
Pension assets. . . . . . . . . . . . . . . . 28,185 26,645
Other assets. . . . . . . . . . . . . . . . . 3,323 4,922
-------- --------
TOTAL NONCURRENT ASSETS 59,769 61,389
-------- --------
TOTAL ASSETS $346,609 $347,335
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
- - ------------------------------------
CURRENT LIABILITIES:
Bank Loans. . . . . . . . . . . . . . . . . . $ 17,353 $ 17,599
Accounts and notes payable. . . . . . . . . . 68,703 75,544
Accrued income taxes. . . . . . . . . . . . . 10,165 14,786
Dividends payable . . . . . . . . . . . . . . 2,300 2,270
-------- --------
TOTAL CURRENT LIABILITIES 98,521 110,199
NONCURRENT LIABILITIES:
Long-term debt. . . . . . . . . . . . . . . . 76,978 78,059
Deferred income taxes . . . . . . . . . . . . 16,739 16,273
Postretirement benefit. . . . . . . . . . . . 20,529 19,867
-------- --------
TOTAL NONCURRENT LIABILITIES 114,246 114,199
SHAREHOLDERS' EQUITY:
Preferred stock, no par value:
Authorized: 10,000,000 shares
Series A participating preferred shares. . 0 0
Series B ESOP convertible preferred shares
Series B ESOP convertible preferred shares
Issued: 1994 - 1,059,407 shares
1993 - 1,064,846 shares. . . . 24,631 24,758
Common stock, $1 par value:
Authorized: 30,000,000 shares
Issued: 1994 - 10,107,147 shares (excluding
76,491 in treasury); 1993 - 10,037,686
shares (excluding 42,063 in treasury). . . 10,107 10,038
Capital surplus . . . . . . . . . . . . . . . 39,973 39,034
Retained earnings . . . . . . . . . . . . . . 79,697 75,087
Deferred compensation . . . . . . . . . . . . (20,108) (21,248)
Translation adjustment. . . . . . . . . . . . (458) (4,732)
--------- ---------
133,842 122,937
--------- ---------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $346,609 $347,335
======== ========
</TABLE>
<PAGE> 4
<TABLE>
COMMERCIAL INTERTECH CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
<CAPTION>
SIX MONTHS ENDED THREE MONTHS ENDED
(Thousands of dollars) April 30, April 30,
---------------- ------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales. . . . . . . . . . . . . . $225,803 $213,540 $121,443 $114,213
Less costs and expenses:
Cost of products sold . . . . . . 155,574 153,207 82,915 81,039
Selling, administrative and
general expense. . . . . . . . 53,126 50,576 26,703 26,210
Nonrecurring items. . . . . . . . 0 370 0 370
--------- --------- --------- ---------
208,700 204,153 109,618 107,619
--------- --------- --------- ---------
Operating income . . . . . . . . . . 17,103 9,387 11,825 6,594
Nonoperating income (expense):
Interest income . . . . . . . . . 542 579 222 238
Interest expense. . . . . . . . . (2,915) (3,051) (1,385) (1,538)
Other . . . . . . . . . . . . . . (1,172) 172 (701) 69
--------- --------- --------- ---------
(3,545) (2,300) (1,864) (1,231)
--------- --------- --------- ---------
Income before income taxes . . . . . 13,558 7,087 9,961 5,363
Income taxes . . . . . . . . . . . . 4,881 3,302 3,352 2,205
--------- --------- --------- ---------
Net income . . . . . . . . . . . . . $ 8,677 $ 3,785 $ 6,609 $ 3,158
========= ========= ========= =========
Preferred stock dividend . . . . . . 1,050 1,057 524 528
--------- --------- --------- ---------
Net income applicable to common stock $ 7,627 $ 2,728 $ 6,085 $ 2,630
======== ======== ======== ========
Earnings per share of common stock:
Net income:
Primary. . . . . . . . . . . . $ .75 $ .27 $ .60 $ .26
Fully diluted. . . . . . . . . $ .72 $ .27 $ .57 $ .25
Cash dividends declared . . . . . $ .34 $ .34 $ .17 $ .17
</TABLE>
<PAGE> 5
<TABLE>
COMMERCIAL INTERTECH CORP. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED CASH FLOWS
<CAPTION>
SIX MONTHS ENDED
(Thousands of dollars) April 30,
----------------
1994 1993
---- ----
<S> <C> <C>
OPERATING ACTIVITIES:
Net income. . . . . . . . . . . . . . . . . . . . . . $ 8,677 $ 3,785
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for depreciation and amortization. . . . 7,941 8,052
Postretirement benefit . . . . . . . . . . . . . . 506 394
Pension plan credits . . . . . . . . . . . . . . . (981) (1,204)
Change in deferred income taxes. . . . . . . . . . 252 (401)
Change in current assets and liabilities:
(Increase) decrease in accounts receivable. . . (2,250) 4,582
(Increase) decrease in inventories. . . . . . . (2,704) 512
Decrease in prepaid expenses and
other current assets . . . . . . . . . . . . 1,041 1,795
(Decrease) in accounts payable and
accrued expenses . . . . . . . . . . . . . . (3,830) (4,552)
(Decrease) in accrued income taxes. . . . . . . (4,157) (667)
-------- -------
Net cash provided by operating activities . . . . . . 4,495 12,296
INVESTING ACTIVITIES:
Proceeds from sale of fixed assets. . . . . . . . . . 196 27
Investment in intangibles . . . . . . . . . . . . . . 0 0
Capital expenditures. . . . . . . . . . . . . . . . . (7,622) (3,813)
--------- ---------
Net cash (used) in investing activities . . . . . . . (7,426) (3,786)
FINANCING ACTIVITIES:
Proceeds from long-term debts . . . . . . . . . . . . 0 131
Principal payments on long-term debts . . . . . . . . (1,421) (7,284)
Net borrowings under bank loan agreements . . . . . . (2,799) 1,595
Proceeds from reserve contracts . . . . . . . . . . . 676 0
Conversion of other assets. . . . . . . . . . . . . . 68 (154)
Dividends paid. . . . . . . . . . . . . . . . . . . . (4,443) (4,435)
------- ------
Net cash (used) by financing activities . . . . . . . (7,919) (10,147)
Effect of exchange rate changes on cash. . . . . . . . . 785 (235)
-------- --------
Net (decrease) in cash and cash equivalents. . . . . . . (10,065) (1,872)
Cash and cash equivalents at beginning of period . . . . 25,066 19,396
-------- --------
Cash and cash equivalents at end of period . . . . . . . $15,001 $17,524
======= =======
Cash paid during the period for:
Interest . . . . . . . . . . . . . . . . . . . . . $ 2,915 $ 2,839
Income taxes . . . . . . . . . . . . . . . . . . . 8,786 4,371
</TABLE>
<PAGE> 6
COMMERCIAL INTERTECH CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
April 30, 1994
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
Article 10 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 of normal recurring accruals)
considered necessary for a fair presentation have been
included. Operating results for the six-month and
three-month period ended April 30, 1994 are not necessarily
indicative of the results that may be expected for the year
ended October 31, 1994. For further information, refer to
the consolidated financial statements and footnotes thereto
included in Commercial Intertech Corp. and Subsidiaries'
annual report on Form 10-K for the year ended October 31, 1993.
Note B - Per-Share Data
- - -----------------------
Per-share data was computed using the weighted average number
of common shares outstanding during the period. The preferred
stock issued in February, 1990 was determined not to be a
common stock equivalent for primary earnings per share. In
computing primary earnings per common share, the Series B
preferred dividends reduce income available to common
shareholders.
In computing fully diluted earnings per share, dilution is
determined by dividing net earnings by the weighted average
number of common shares outstanding during the period after
giving effect to dilutive preferred stock assumed converted
to common stock. The most dilutive calculation assumes
conversion of Series B preferred stock to common shares and
dividend rate adjustments for Series B preferred to arrive
at income available to common shareholders.
<PAGE> 7
Note C - Inventories
- - --------------------
Inventories consisted of the following:
April 30, October 31,
1994 1993
-------- --------
Raw materials $12,968 $11,412
Work-in-process 24,257 24,067
Finished goods 16,897 14,404
-------- --------
$54,122 $49,883
======== ========
Note D - Employee Stock Ownership Plan Loan (ESOP) - Guaranteed Debt
- - --------------------------------------------------------------------
During the third quarter of fiscal 1993, the Company's ESOP
completed a refinancing program by issuing $23,231,000 of
7.08 percent senior notes due December 31, 2009 privately
placed with a group of insurance companies. The senior notes
replace the $25 million variable interest rate loan. Since
the debt is guaranteed by the Company, it is recorded in the
long-term debt section of the Consolidated Balance Sheet with
an offset shown as a reduction of shareholders' equity as
Deferred Compensation. As Company contributions and dividends
on the Senior B ESOP convertible preferred shares held by the
ESOP are used to meet interest and principal payments, shares
are released for allocation to eligible employees.
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Second Quarter 1994 Compared To Second Quarter 1993
- - ---------------------------------------------------
Record second quarter sales and net income were recorded by the Company
during the current period. Consolidated net revenues of $121,443,000 were
$7,230,000 or 6 percent higher than the same period last year. On the strength
of this record sales performance, net income rose to $6,609,000, $3,451,000
higher than the second quarter of fiscal 1993.
Revenues from United States operations in the current quarter of
$72,212,000, the largest domestic sales recorded in the Company's history, were
$11,334,000 or 19 percent higher than the second quarter of fiscal 1993. All
market segments served by the Company realized sales gains. Each of the
Company's three business units recorded domestic revenue gains exceeding 8
percent, with double-digit percentage gains realized by the Hydraulic
Components group. Meanwhile, second quarter sales reported by foreign operating
units of $49,231,000 were $4,104,000 or 8 percent lower than the same period
last year, as gains reported by the Hydraulic Components and Fluid Purification
Systems groups were more than offset by declines recognized by the Astron
Building Systems Division. The recession continues to impact markets in Europe
as Astron revenues were 26 percent lower than the second quarter of last year.
Adjusted for changes in foreign currency exchange rates and due to a
strengthening U.S. dollar, foreign revenues would have been only slightly
higher at last year's exchange rates.
Gross profit of $38,528,000 was $5,354,000 or 16 percent higher than the
same period last year, due principally to greater sales volume and stringent
cost control programs implemented by the Company, as gross profit margins
increased almost three percentage points. Both domestic and foreign operations
were able to realize similar gross margin gains over last year.
Operating income improved $5,231,000 from one year ago to a total of
$11,825,000 as significant gains were realized by the Hydraulic Components and
Fluid Purification Systems groups. Lagging business conditions in Europe
caused operating profits recognized by the Astron Division to fall compared to
twelve months ago. Selling and administrative expenses during the current
three month period of $26,703,000 was only 2 percent higher than last year. In
fiscal 1993, the Company recorded a nonrecurring charge of $370,000 in the
Fluid Purification Systems group for plant closing and relocation expenses.
<PAGE> 9
Nonoperating expenses during the second quarter of $1,864,000 were
$633,000 higher than the same period last year, due principally to foreign
currency exchange losses incurred as a result of fluctuating exchange rates,
realized principally by the Company's Brazilian subsidiary. Meanwhile,
interest expense of $1,385,000 was 10 percent lower than last year due to
generally lower debt outstanding during the current period.
The effective income tax rate of 34 percent during the second quarter of
fiscal 1994 is lower than the same period last year, due principally to higher
income in the United States where income tax rates are lower than those
recorded by the Company's foreign operations. Moreover, nontaxable reserve
contract proceeds and utilization of tax loss carryforwards in Japan led to a
lower consolidated effective tax rate.
First Six Months of 1994 Compared to the First Six Months of 1993
- - -----------------------------------------------------------------
The highest first six month consolidated net revenues recorded in the
Company's history of $225,803,000 were $12,263,000 or 6 percent higher than
last year. Net income during the current period of $8,677,000 was $4,892,000
higher than the first six months of fiscal 1993.
Revenues from operations in the United States of $135,158,000 were
$22,272,000 or 20 percent higher than the same period last year as gains in
sales were reported in all market segments served by the Company. All of the
Company's business units recorded strong revenue percentage gains over last
year, capitalizing on the economic recovery in the United States. The
Hydraulic Components and U.S. Metal Division recorded double-digit increases in
sales, while the Fluid Purification Systems group recognized a 9 percent gain
over last year, each group taking advantage of improved customer demand in all
market segments served by the Company. Meanwhile, during the first half of the
current year, overseas revenues of $90,645,000 were $10,009,000 or 10 percent
lower than the first six months of fiscal 1993. The global recession continues
to affect markets in Europe and the United Kingdom as double-digit percentage
declines were recorded by both the Hydraulic Components group and the Building
Systems division. Conversely, foreign sales realized by the Fluid Purification
Systems group were 12 percent higher than the first six months of last year,
reflecting improvements in the economies of Japan, Brazil and the Pacific Rim.
A stronger U.S. dollar compared to other currencies caused foreign revenues
reported in dollars to be $2,075,000 or 2 percent lower than last year, after
adjusting for the unfavorable effects of currency exchange rate differences on
foreign sales reported in U.S. dollars. On a parity adjusted basis, foreign
market segment performance is mixed with increases in the construction
machinery and equipment, mobile equipment and filtration product market
segments more than offset by significant declines in the heavy construction and
buildings and specialized industrial components segments.
<PAGE> 10
Consolidated gross profit during the first six months of fiscal 1994 of
$70,229,000 was $9,896,000 or 16 percent higher than last year. Gross profit
margins improved almost 3 per-centage points. Both domestic and foreign
operating units realized similar profit margin gains since last year due
principally to increased sales volume in the United States and reacting to the
challenges associated with marketing in an ever-changing global economy.
Operating income of $17,103,000 improved $7,716,000 compared to the first
half of fiscal 1993 as significant year over year gains were reported by the
Hydraulic Components and Filtration Products groups. Lagging business
conditions in Europe resulted in lower operating income for Astron Division
compared to last year. There is still uncertainty when the European markets
will realize gains from a recovering economy. Consolidated selling and
administrative expenses during the current six month period of $53,126,000 were
$2,550,000 higher than last year and only 2 percent higher than fiscal 1993
translated at last year's foreign exchange rates.
Nonoperating expenses of $3,545,000 during the first half of the current
year were $1,245,000 higher than the same period last year, due principally to
foreign exchange losses realized as a result of fluctuating foreign currency
rates, incurred primarily by the Company's subsidiary in Brazil. Meanwhile
interest expense of $2,915,000 remained relatively the same as last year.
The effective income tax rate of 36 percent during the first half of
fiscal 1994, compared to 47 percent last year, is due principally to higher
income in the United States where income tax rates are lower than those
recorded by the Company's foreign operations, certain nontaxable reserve
contract proceeds and tax loss carryforwards utilized by foreign locations in
the current period.
Financial Condition
- - -------------------
Cash and cash equivalents decreased $10,065,000 since the beginning of
fiscal 1994. Operating performance resulted in cash generated by operating
activities of $4,495,000 compared to $12,296,000 last year. Cash used in
investing activities during the first six months of the current year increased
to $7,426,000, compared to $3,786,000 one year ago, as capital expenditures of
$7,622,000 in fiscal 1994 were twice as high as last year. The Company
continues to closely monitor capital spending requirements in light of current
market conditions and economic trends. Cash used by financing activities of
$7,919,000 was $2,228,000 lower than last year due principally to the lower
principal payments against long-term debt.
<PAGE> 11
Internal cash flows are expected to continue to be sufficient to provide
the resources necessary to support operating needs and to finance future
capital expenditure programs. Supplemental borrowings against existing credit
facilities will also be utilized as needed to finance the capitalization
programs.
Incoming trade customer orders received of $249,900,000 during the first
half of fiscal 1994 were $36,617,000 or 17 percent higher than one year ago,
adjusted for fluctuating foreign currencies. Second quarter bookings received
this year of $132,523,000 were $14,804,000 or 13 percent higher than orders
received during the first three months of fiscal 1994, adjusted for parity
differences. Current year orders received in the United States by the
Hydraulic Components and Metal Products groups were significantly higher than
last year, while bookings recorded by the Fluid Purification Products group
remained relatively the same as one year ago. Depressed economic levels in
Europe continue to impact market demand as incoming orders received by the
Building Systems Division were down 7 percent from last year's levels on a
parity adjusted basis. However, Astron's recent bookings trend has improved
and will now be recording orders from its newly organized Asia-Pacific
Division. Meanwhile, rebounding local economies in the United Kingdom, Brazil,
Japan and the Pacific Rim more than offset Astron's lagging incoming order rate
as net foreign orders received in fiscal 1994 were 3 percent higher than the
same period last year, adjusted for changes in foreign currencies. The current
consolidated customer order backlog of $133,005,000, is at its highest level in
19 months. Despite record sales activity in the current period, bookings
continue to outpace shipments on a consolidated basis as the backlog of
uncompleted orders was 22 percent higher than the backlog at both the end of
fiscal 1993 and at the end of the second quarter of last year, adjusted for
parity differences.
Subsequent Events
- - -----------------
On May 11, 1994 the Company announced signing an agreement to purchase all
of the outstanding common stock of Hydraulic Rochlitz GmbH ("HR") and
Sachsenhydraulik GmbH Chemnitz ("SHC"). The two hydraulic companies are known
as ORSTA Hydraulik. The stock was acquired from the Treuhandanstalt ("THA"),
the regulatory agency of the Federal Republic of Germany responsible for the
privatization of the former East German state-owned enterprises. Commercial
will account for the acquisition as a purchase transaction.
<PAGE> 12
Under terms of the Agreement, the Company will tender no financial
consideration to acquire the shares of HR and SHC but will receive, in addition
to the net business assets of the two companies, cash contributions from the
THA in the amount of 59.0 million Deutsche marks (approximately U.S. $36.0
million) to fund pre-existing capital investment programs and to cover
estimated operating losses over a period of two years. This additional
consideration was negotiated with the Treuhandanstalt based on the financial
position of the acquired companies as of January 1, 1994. Tax loss
carryforwards were also acquired with the business, the future realization of
which is indeterminable at this time. Cash contributions available to
Commercial Intertech on the acquisition date will be equal to the negotiated
total less amounts consumed by the operations of HR and SHC during the
interim period between the measurement and acquisition dates. Commercial
Intertech will make certain capital investments to expand the business in
future periods. In connection with the ORSTA acquisition, the Company is
considering restructuring activities for certain of its other operations in
Europe. The timing and potential costs of such actions are indeterminable at
this time.
ORSTA Hydraulik has been a manufacturer of hydraulic cylinders, piston and
gear pumps, and industrial valves and its assets consist of receivables,
inventory, and property plant and equipment. ORSTA will provide complementary
products, engineering expertise and enhanced production capabilities to
Commercial Intertech. Commercial intends to continue such use of the
companies.
<PAGE> 13
PART II. OTHER INFORMATION
Item 6. Exhibits and reports on Form 8-K
(a) Exhibit I - Computation of per-share earnings
(in thousands, except per-share data)
<TABLE>
<CAPTION>
Six Months Three Months
Ended Ended
April 30, April 30,
------------ -------------
Primary 1994 1993 1994 1993
- - ------- ---- ---- ---- ----
<S> <C>
Average shares outstanding. . . . . . 10,068 9,980 10,089 10,020
Net effect of dilutive stock options -
based on the treasury stock method
using average market price . . . . 67 49 86 45
------ ------ ------ ------
Total . . . . 10,135 10,029 10,175 10,065
====== ====== ====== ======
Net income . . . . . . . . . . . . . . . $ 8,677 $ 3,785 $ 6,609 $ 3,158
Preferred stock dividends and
adjustments. . . . . . . . . . . . (1,050) (1,057) (524) (528)
------- ------- ------- -------
Income applicable to common stock . . $ 7,627 $ 2,728 $ 6,085 $ 2,630
======= ======= ======= =======
Per share amount. . . . . . . . . . . $ .75 $ .27 $ .60 $ .26
===== ===== ===== =====
Fully Diluted
- - -------------
Average shares outstanding. . . . . . 10,068 9,980 10,089 10,020
Net effect of dilutive stock options -
based on the treasury stock method
using the period end price, if
higher than average market price . 92 50 87 45
Common share equivalents:
Series B Preferred . . . . . . . . 874 879 872 876
------ ------ ------ ------
Total . . . . 11,034 10,909 11,048 10,941
====== ====== ====== ======
Net income. . . . . . . . . . . . . . $ 8,677 $ 3,785 $ 6,609 $ 3,158
Preferred stock (Series B) dividends
rate adjustment. . . . . . . . . . (753) (758) (376) (378)
------- ------- ------- -------
Income applicable to common stock . . $ 7,924 $ 3,027 $ 6,233 $ 2,780
======= ======= ======= =======
Per share amount. . . . . . . . . . . $ .72 $ .28(A) $ .57 $ .25
===== ===== ===== =====
<FN>
(A) Fully diluted earnings per share on net income is anti-dilutive.
Therefore, fully diluted earnings per share is the same as primary
earnings per share on the income statement.
</TABLE>
<PAGE> 14
(b) Reports On Form 8-K
No reports were filed on Form 8-K during the quarter for which
this report is filed.
<PAGE> 15
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.
COMMERCIAL INTERTECH CORP.
Date June 9, 1994 By /s/ Philip N. Winkelstern
---------------------------
Philip N. Winkelstern
Senior Vice President and
Chief Financial Officer
