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SECURITIES AND EXCHANGE COMMISSION
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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) February 16, 1999
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Cooper Industries, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Ohio
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(State or Other Jurisdiction of Incorporation)
1-1175 31-4156620
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(Commission File Number) (IRS Employer Identification No.)
600 Travis, Suite 5800, Houston, Texas 77002
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(Address of Principal Executive Offices) (Zip Code)
713/209-8400
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
Business Outlook for 1999
The following sets forth the Company's general business outlook for
1999, based on current expectations. The comparative figures for 1999
include the effects of acquisitions made during 1998 and exclude 1998
nonrecurring items.
The Company expects segment revenues to increase by 5 to 10 percent for
the Electrical Products segment and by approximately 5 percent for the
Tools & Hardware segment. The Company expects operating earnings to
increase by 5 to 10 percent for the Electrical Products segment and by
0 to 5 percent for the Tools and Hardware segment.
The above statements are forward-looking, and actual results may differ
materially. The above statements are based on a number of assumptions,
risks and uncertainties. The primary economic assumptions include,
without limitation, (i) modest growth in the domestic economy; (ii) a
modest improvement in European markets; (iii) a modest increase in
construction spending worldwide; (iv) no significant change in raw
material costs; and (v) no significant adverse changes in the
relationship of the U.S. dollar to the currencies of countries in which
the Company does business. The estimates also assume, without
limitation, the successful completion of the implementation of business
enterprise systems for the Company, no significant change in
competitive conditions and such other risk factors as are discussed
from time to time in the Company's periodic filings with the Securities
and Exchange Commission.
Item 7. Financial Statements and Exhibits.
Restated Financial Information for the First and Second Quarters of 1998
On October 9, 1998, the Company sold its Automotive Products segment. The
Company's financial statements for the third and fourth quarters of 1998 treated
the Automotive Products segment as a discontinued operation. Attached are
restated results of operations for the first and second quarters of 1998
treating the Automotive Products segment as a discontinued operation.
Exhibits
99.1 Restated Results of Operations for the First and Second Quarters of
1998 Treating the Automotive Products segment as a discontinued
operation.
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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.
COOPER INDUSTRIES, INC.
(Registrant)
Date: February 16, 1999 /s/ D. Bradley McWilliams
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D. Bradley McWilliams
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
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<S> <C>
99.1 Restated Results of Operations for the First and Second Quarters of
1998 Treating the Automotive Products segment as a discontinued
operation.
</TABLE>
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COOPER INDUSTRIES, INC.
RESTATED FINANCIAL DATA
<TABLE>
<CAPTION>
1998 FIRST SECOND FIRST
INCOME STATEMENT QUARTER QUARTER 6 MOS.
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(MILLIONS, WHERE APPLICABLE)
<S> <C> <C> <C>
Revenues $ 894.1 $ 951.2 $ 1,845.3
Cost of sales 601.9 639.8 1,241.7
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Gross income 292.2 311.4 603.6
Selling & administrative expenses 154.8 156.7 311.5
Goodwill amortization 10.1 11.1 21.2
Nonrecurring (gains)/charges, net -- -- --
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Operating income 127.3 143.6 270.9
Interest expense 25.3 27.4 52.7
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Income before income taxes 102.0 116.2 218.2
Income Taxes 36.7 41.8 78.5
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Total income from continuing operations 65.3 74.4 139.7
Income of discontinued automotive operations 26.7 31.6 58.3
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Total income $ 92.0 $ 106.0 $ 198.0
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INCOME PER COMMON SHARE: DILUTED
From continuing operations $ 0.54 $ 0.62 $ 1.15
From discontinued automotive operations 0.22 0.26 0.49
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Total income $ 0.76 $ 0.88 $ 1.64
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SHARES OUTSTANDING: DILUTED 121.2 120.5 120.9
SEGMENT REVENUES
Electrical Products $ 706.0 $ 723.9 $ 1,429.9
Tools & Hardware 188.1 227.3 415.4
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Total revenues 894.1 951.2 1,845.3
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</TABLE>
