COOPER INDUSTRIES INC
8-K, 2000-02-10
ELECTRIC LIGHTING & WIRING EQUIPMENT
Previous: COOPER INDUSTRIES INC, SC 13G/A, 2000-02-10
Next: COUNTRYWIDE CREDIT INDUSTRIES INC, SC 13G, 2000-02-10



<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)      February 9, 2000
                                                 ------------------------------


                            Cooper Industries, Inc.
- -------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)



                                     Ohio
- -------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)


        1-1175                                        31-4156620
- ------------------------                    ---------------------------------
(Commission File Number)                    (IRS Employer Identification No.)


600 Travis, Suite 5800, Houston, Texas                          77002
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices)                      (Zip Code)



                                 713/209-8400
- -------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)



- -------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)

<PAGE>   2

Item 5.   Other Events.
- -------   -------------

On February 9, 2000, Cooper Industries, Inc. ("Cooper") issued the press
release attached hereto as Exhibit 99.1 announcing that Cooper has increased
the annual dividend rate on its common stock by 8 cents per share to $1.40, or
35 cents per quarter. Cooper also announced that its board of directors has
authorized the company to repurchase up to 5 million shares of its common
stock.

Item 7.   Financial Statements and Exhibits.
- -------   ----------------------------------

          Exhibits
          --------

          99.1     Company Press Release Dated February 9, 2000 Titled "Cooper
                   Industries Raises Annual Dividend 6 Percent and Announces
                   5 Million Share Stock Repurchase Program."


                                     -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.


                                             COOPER INDUSTRIES, INC.
                                             (Registrant)



Date:  February 9, 2000                      /s/ Diane K. Schumacher
                                             --------------------------
                                             Diane K. Schumacher
                                             Senior Vice President, General
                                               Counsel and Secretary


                                     -3-

<PAGE>   4

                                 EXHIBIT INDEX


Exhibit No.
- -----------

99.1      Company Press Release Dated February 9, 2000 Titled "Cooper
          Industries Raises Annual Dividend 6 Percent and Announces 5 Million
          Share Stock Repurchase Program."


<PAGE>   1
                                                                   EXHIBIT 99.1

FOR IMMEDIATE RELEASE
February 9, 2000

Contact: John Breed
         (713) 209-8835

             COOPER INDUSTRIES RAISES ANNUAL DIVIDEND 6 PERCENT AND
               ANNOUNCES 5 MILLION SHARE STOCK REPURCHASE PROGRAM

HOUSTON, Feb. 9 -- The board of directors of Cooper Industries, Inc. (NYSE:CBE)
announced today that it has increased the annual dividend rate on the Company's
common stock by 8 cents per share to $1.40, or 35 cents per quarter. This
represents a 6 percent increase over the prior quarterly dividend of 33 cents
per share. The board declared that the first quarterly dividend at the new rate
will be payable on April 3, 2000, to shareholders of record on March 1, 2000.

         Cooper also announced today that its board of directors has authorized
the repurchase of up to 5 million shares of Cooper common stock, slightly more
than 5 percent of the Company's outstanding shares.

         "Our solid 1999 performance caps a strong five-year trend of continued
increases in earnings per share," said H. John Riley, Jr., chairman, president
and chief executive officer. "The strategic actions that we have taken to
reshape our financial and operating structure have considerably strengthened
the Company and positioned Cooper for continued growth. Our shareholders should
profit from these achievements.

         "Consequently, we believe it is appropriate to immediately increase
the return for Cooper shareholders by raising our dividend," added Riley. "In
addition, we believe that Cooper Industries' stock represents an excellent
investment opportunity, given the fundamental strength and earning power of our
businesses."

         Cooper intends to repurchase its stock from time to time in open
market transactions subject to applicable New York Stock Exchange and
Securities and Exchange Commission rules. The repurchase program is effective
immediately and has no set termination date.

<PAGE>   2

                                    -more-
COOPER INDUSTRIES, INC.                                                  PAGE 2


         Cooper Industries, with 1999 revenues of $3.9 billion, is a worldwide
manufacturer of electrical products, tools and hardware. Cooper Industries is
headquartered in Houston, Texas, and employs more than 30,000 people at over
100 locations around the world. Additional information about Cooper is
available on the Company's Internet site: www.cooperindustries.com.

                                     # # #




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission