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 Quarter Ended: June 30, 1996
Commission File Number: 1-5642
DRAVO CORPORATION
(Exact name of registrant as specified in its charter)
Pennsylvania 25-0447860
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
One Oliver Plaza, Pittsburgh, Pennsylvania 15222
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 566-3000
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
requirements for the past 90 days.
Yes X No
The number of shares outstanding of each of the registrant's classes of common
stock as of July 31, 1996:
Title of Class Shares Outstanding
Common Stock, $1.00 par value 14,747,569
DRAVO CORPORATION AND SUBSIDIARIES
INDEX
PART I - FINANCIAL INFORMATION
Page No.
Consolidated Balance Sheets at June 30, 1996
and December 31, 1995 3, 4
Consolidated Statements of Operations for the
Quarters ended June 30, 1996 and 1995 5
Consolidated Statements of Operations for the
Six Months ended June 30, 1996 and 1995 6
Consolidated Statements of Cash Flows for the
Six Months ended June 30, 1996 and 1995 7, 8
Notes to Consolidated Financial Statements 9-11
Management's Discussion and Analysis of Financial
Condition and Results of Operations 12
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security
Holders 13
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
-2-
DRAVO CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
($ in 000's)
<TABLE>
June 30, December 31,
1996 1995
(unaudited)
<CAPTION>
ASSETS
Current assets:
<S> <C> <C>
Cash and cash equivalents $ 719 $ 1,086
Accounts receivable, net 27,107 24,251
Notes receivable, net 1,048 1,296
Inventories 16,748 14,194
Net assets of discontinued operations - 923
Other current assets 1,535 1,322
Total current assets 47,157 43,072
Advances to and equity in joint ventures 2,924 2,466
Notes receivable 3,304 3,497
Other assets 22,783 23,205
Deferred income taxes 24,853 24,853
Property, plant and equipment 233,742 225,835
Less: accumulated depreciation and
amortization 115,140 109,667
Net property, plant and equipment 118,602 116,168
Total assets $219,623 $213,261
</TABLE>
See accompanying notes to consolidated financial statements.
-3-
DRAVO CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
($ in 000's)
<TABLE>
June 30, December 31,
1996 1995
(unaudited)
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
<S> <C> <C>
Current portion of long-term notes $ 6,127 $ 6,099
Accounts payable - trade 13,536 17,969
Income taxes 88 208
Accrued insurance 1,411 1,639
Accrued retirement contribution 1,900 2,423
Net liabilities of discontinued operations 5,680 -
Other current liabilities 4,633 4,969
Total current liabilities 33,375 33,307
Long-term notes 65,158 64,292
Net liabilities of discontinued operations 9,299 9,517
Other liabilities 6,422 6,290
Redeemable preference stock:
Par value $1, issued 200,000 shares:
Series D, $12.35 cumulative, convertible,
exchangeable (entitled in liquidation to
$20.0 million) 20,000 20,000
Shareholders' equity:
Preference stock, par value $1, authorized
1,878,870: Series B, $2.475 cumulative,
convertible; issued 25,386 shares (entitled
in liquidation to $1.4 million); 25 25
Series D, reported above
Common stock, par value $1, authorized
35,000,000 shares; issued 15,060,237
and 15,055,237 15,060 15,055
Other capital 60,871 60,818
Retained earnings 13,755 8,464
Treasury stock at cost:
Common shares 333,168 and 347,691 (4,342) (4,507)
Total shareholders' equity 85,369 79,855
Total liabilities and shareholders' equity $219,623 $213,261
</TABLE>
See accompanying notes to consolidated financial statements.
-4-
DRAVO CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(unaudited, $ in 000's, except per share data)
<TABLE>
Quarters ended June 30,
1996 1995
<CAPTION>
<S> <C> <C>
Revenue $ 39,349 $ 35,697
Cost of revenue 30,004 26,217
Gross profit 9,345 9,480
Selling, general and administrative expenses 5,252 5,502
Earnings from operations 4,093 3,978
Other income (expense):
Equity in earnings of joint ventures 234 234
Other income 0 3
Interest income 868 0
Interest expense (1,640) (1,291)
Net other income (expense) (538) (1,054)
Earnings before taxes 3,555 2,924
Provision for income taxes 107 206
Net earnings 3,448 2,718
Preference dividends 633 634
Net earnings available
for common shares $ 2,815 $ 2,084
Earnings per share:
Operations $ 0.19 $ 0.14
Weighted average shares outstanding 14,894 14,896
</TABLE>
See accompanying notes to consolidated financial statements.
-5-
DRAVO CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(unaudited, $ in 000's, except per share data)
<TABLE>
Six Months ended June 30,
1996 1995
<CAPTION>
<S> <C> <C>
Revenue $ 77,573 $ 69,602
Cost of revenue 58,490 51,421
Gross profit 19,083 18,181
Selling, general and administrative expenses 10,323 10,693
Earnings from operations 8,760 7,488
Other income (expense):
Equity in earnings of joint ventures 468 468
Other income 0 182
Interest income 868 75
Interest expense (3,336) (2,564)
Net other income (expense) (2,000) (1,839)
Earnings before taxes 6,760 5,649
Provision for income taxes 203 396
Net earnings 6,557 5,253
Preference dividends 1,266 1,268
Net earnings available
for common shares $ 5,291 $ 3,985
Earnings per share:
Operations $ 0.36 $ 0.27
Weighted average shares outstanding 14,859 14,908
</TABLE>
See accompanying notes to consolidated financial statements.
-6-
DRAVO CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(unaudited, $ in 000's)
<TABLE>
Six Months ended June 30,
1996 1995
<CAPTION>
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net earnings $ 6,557 $ 5,253
Adjustments to reconcile net earnings
to net cash provided (used) by continuing
operations activities:
Depreciation and amortization 5,641 4,297
Equity in joint ventures (458) 152
Changes in assets and liabilities:
Increase in accounts receivable (2,856) (4,673)
Decrease in notes receivable 442 329
Increase in inventories (2,554) (795)
Increase in other current assets (146) (68)
Decrease in accounts payable
and accrued expenses (5,412) (26,111)
Increase (decrease) in taxes payable (120) 269
Decrease in other assets 422 1,476
Increase in other liabilities 132 191
Net cash provided (used) by continuing
operations activities 1,648 (19,680)
Increase (decrease) in net liabilities of
discontinued operations 6,385 (6,929)
Proceeds from repayment of notes receivable
from sale of discontinued operations - 2,200
Net cash provided (used) by discontinued
operations activities 6,385 (4,729)
Net cash provided (used) by operating
activities 8,033 (24,409)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of assets - 120,464
Additions to property, plant and equipment (8,075) (22,196)
Other, (net) (1) 1
Net cash provided (used) by investing activities $ (8,076) $ 98,269
</TABLE>
See accompanying notes to consolidated financial statements.
-7-
DRAVO CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(unaudited, $ in 000's)
<TABLE>
Six Months ended June 30,
1996 1995
<CAPTION>
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowing under revolving credit
agreements $ 6,901 $ 13,148
Principal payments under long-term notes (6,007) (85,148)
Proceeds from issuance of common stock 48 419
Purchase of treasury stock - (2,639)
Dividends on preference stock (1,266) (1,268)
Net cash used by financing activities (324) (75,488)
Net decrease in cash and cash
equivalents (367) (1,628)
Cash and cash equivalents at beginning of
period 1,086 2,027
Cash and cash equivalents at end of period $ 719 $ 399
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest (net of amount capitalized) $ 3,347 $ 3,073
Income taxes 323 127
</TABLE>
See accompanying notes to consolidated financial statements.
-8-
DRAVO CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Basis of Presentation
The accompanying consolidated financial statements include the accounts
of Dravo Corporation and its majority-owned subsidiaries (the company).
The principal subsidiary is Dravo Lime Company, one of the nation's
largest lime producers. The company completed a transaction on December
30, 1994 in which it sold substantially all the assets and certain
liabilities of Dravo Basic Materials Company, Inc. (DBM), a former
principal subsidiary. The consolidated cash flow statement for the six
months ended June 30, 1995 reflects the collection of proceeds from the
sale of DBM, repayment of debt, and satisfaction of DBM liabilities,
primarily accounts payable. Significant intercompany balances and
transactions have been eliminated in the consolidation process.
These unaudited consolidated financial statements include all
adjustments, consisting only of normal, recurring accruals, which
management considers necessary for a fair presentation of the company's
consolidated financial position, results of operations, and cash flows
for the interim periods presented. Certain reclassifications of
previously reported balances have been made to conform to the current
period's presentation.
(2) Inventories
Inventories are classified as follows:
($ in 000's)
<TABLE>
June 30, December 31,
1996 1995
<CAPTION>
<S> <C> <C>
Finished goods $ 3,635 $ 1,677
Materials and supplies 13,113 12,517
Net inventories $16,748 $14,194
</TABLE>
Finished goods are valued at average production cost or market, whichever
is lower, and include raw materials, direct labor, and operating
overhead. Materials and supplies are valued at average cost.
(3) Contingent Liabilities
The company has been notified by the federal Environmental Protection
Agency (EPA) that the EPA believes the company is a potentially
responsible party (PRP) for the clean-up of soil and groundwater
contamination at four sub-sites in Hastings, Nebraska. The Hastings site
is one of the EPA's priority sites for taking remedial action under the
Comprehensive Environmental Response, Compensation and Liability Act
(CERCLA).
At one of these sub-sites, a municipal landfill, the company believes it
could not have disposed of hazardous wastes at the particular sub-site
because the landfill was closed prior to the time the company and its
predecessor initiated the operation which generated the type of hazardous
substances found at this sub-site. Other PRPs, including the local
municipality, have agreed to perform the remedial investigation and to
design soil and groundwater remedies at this sub-site. The company is
participating in an EPA-initiated allocation proceeding for this sub-site.
-9-
DRAVO CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(3) Contingent Liabilities (continued)
The company has also been notified by the EPA that the EPA considers it
a PRP at another municipal landfill in Hastings. At least three other
parties (including the City of Hastings) are considered by the EPA to be
PRPs at this second sub-site. At this sub-site, the company has
concluded that the City of Hastings is responsible for a proper closure
of the landfill and the remediation of any release of hazardous
substances. In January, 1994, EPA invited the company and the other PRPs
to make an offer to conduct a remedial investigation and feasibility
study (RI/FS) of this sub-site and stated that the EPA was in the process
of preparing a work plan for the RI/FS. None of the PRPs has volunteered
to undertake the RI/FS.
With respect to the third sub-site, the company and two other PRPs have
been served with administrative orders directing them to undertake soil
remediation and interim groundwater remediation at that sub-site. The
company is currently complying with these orders while reserving its
right to seek reimbursement from the United States for its costs if it
is determined it is not liable for response costs or if it is required
to incur costs because of arbitrary, capricious or unreasonable
requirements imposed by the EPA.
The EPA has taken no legal action with respect to its demand that the
company and the other PRPs pay its past response costs. A total of five
parties have been named by the EPA as PRPs at this sub-site, but two of
them have been granted de minimis status. The company believes other
persons should also be named as PRPs.
The fourth sub-site is a former naval ammunition depot which was
subsequently converted to an industrial park. The company and its
predecessor owned and operated a manufacturing facility in this
industrial park. To date, the company's investigation indicates that it
did not cause the release of hazardous substances at this sub-site during
the time it owned and operated the facility. The United States has
undertaken to conduct the remediation of this sub-site.
In addition to sub-site clean-up, the EPA is seeking a clean-up of
area-wide contamination associated with all of the sub-sites in and around
Hastings, Nebraska. The company, along with other Hastings PRPs, has
recommended that the EPA adopt institutional controls as the area-wide
remedy in Hastings. The EPA has indicated some interest in this proposal
but has decided to first conduct an area-wide remedial investigation
before choosing a remedy.
On August 10, 1992 the company filed suit in the Alabama District Court
against its primary liability insurance carriers and one of its
predecessor's insurers, seeking a declaratory judgment that the company
is entitled to a defense and indemnity under its contracts of insurance
(including certain excess policies provided by one of the primary
carriers) with regard to the third Hastings sub-site. The company has
settled the claim against its predecessor's insurer, but the case against
the company's insurers is still in litigation. An award of punitive
damages is also being sought against the company's insurers for their bad
faith in failing to investigate the company's claim and/or denying the
company's claim. The company has notified its primary and excess general
liability carrier, as well as the excess carrier of its predecessor, of
the receipt of its notice of potential liability at the first, second and
fourth sub-sites.
-10-
DRAVO CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(3) Contingent Liabilities (continued)
Estimated total clean-up costs, including capital outlays and future
maintenance costs for soil and groundwater remediation of approximately
$18 million, are based on independent engineering studies. Included in
the discontinued operations provision is the company's estimate that it
will participate in 33 percent of these remediation costs. The company's
estimated share of the costs is based on its assessment of the total
clean-up costs, its potential exposure, and the viability of other named
PRPs.
Other claims and assertions made against the company will be resolved,
in the opinion of management, without material additional charges to
earnings.
The company has asserted claims that management believes to be
meritorious, but no estimate can be made at present of the timing or the
amount of recovery.
(4) Discontinued Operations
In December, 1987, Dravo's Board of Directors approved a major
restructuring program which concentrated the company's future direction
exclusively on opportunities involving its natural resources business.
The remaining discontinued operations' assets and liabilities at June 30,
1996 and December 31, 1995 relate to non-cancelable leases, insurance,
environmental, legal and other matters associated with exiting the
engineering and construction business and are presented below:
<TABLE>
($ in 000's) June 30, December 31,
1996 1995
<CAPTION>
Current assets:
<S> <C> <C>
Accounts and retainers receivable $ 323 $ 122
Other - 7,185
Total current assets 323 7,307
Accounts and retainers receivable - 333
Other 309 309
Total assets $ 632 $ 7,949
Current liabilities:
Accounts and retainers payable $ 146 $ 140
Accrued loss on leases 2,295 2,240
Other 3,562 4,004
Total current liabilities 6,003 6,384
Accrued loss on leases 2,202 3,328
Other 7,406 6,831
Total liabilities $ 15,611 $ 16,543
Net liabilities and accrued loss
on leases of discontinued operations $(14,979) $ (8,594)
</TABLE>
-11-
DRAVO CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Revenue increased in 1996's second quarter by $3.7 million, or 10 percent,
over last year. Expanded production capacity at the company's Black River
facility in northern Kentucky made the revenue improvement possible,
however, gross profit did not keep pace with the higher revenue. The
primary cause of the gross profit shortfall was prolonged delivery
interruptions to a major electric utility customer caused by problems at the
customer's generating station. The associated operational disruptions
increased production costs and, ultimately, cost of sales at Maysville and
Black River, the company's two Ohio Valley facilities. Because these
disruptions occurred toward the end of the second quarter, the lingering
effects will continue into the third quarter. Earnings were bolstered by
refunds received from a state taxing authority for amended returns filed
based on current interpretation of the state tax code. The refunds included
interest income of $851,000. Higher debt levels caused 1996 interest
expense to be $394,000 more than in 1995. The higher debt resulted from the
company internally financing the completion of the Black River expansion
project and the ongoing expansion, discussed below, at Maysville. Also,
proceeds received from the sale of a former principal subsidiary's assets,
Dravo Basic Materials Company, Inc. (DBM), were used to reduce debt $85
million in 1995. Debt levels subsequently increased as DBMs' liabilities
were satisfied.
Year-to-date results mirrored the second quarter, that is, revenue was
higher by 11 percent while gross profit increased 5 percent, or $902,000.
As with the second quarter results, interest income from state tax refunds
offset increased interest expense from higher debt levels. Net earnings of
$5.3 million, or 36 cents per share after preferred dividend payments, were
$1.3 million, or nine cents per share, higher than the same period last
year.
The most notable change in the company's balance sheet relates to net
liabilities of discontinued operations. As previously reported, the company
collected $7.3 million in March 1996 for a judgment and interest awarded by
a Georgia court related to a subcontractor dispute on a contract performed
by a discontinued engineering subsidiary. Also, $1.5 million of the state
tax refund discussed above was applicable to discontinued operations.
A three-bank lending group recently extended the company's $65 million
revolving line of credit facility through July 31, 1998. On July 31, 1997,
up to $17 million borrowed under the facility may be converted to a five-year
term loan. Also on July 31, 1997, the amount available under the
revolver will be reduced from $65 million to $48 million.
Construction continues on a previously announced $20 million expansion of
the company's lime production facility near Maysville, Kentucky. A new kiln
and ancillary equipment, expected to start-up late in the first quarter of
1997, will increase Maysville's production capacity by 350,000 tons, or 33
percent.
-12-
DRAVO CORPORATION AND SUBSIDIARIES
PART II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders was held on April 25, 1996 in
Pittsburgh, Pennsylvania. Listed below are the proposals
submitted to shareholders in the company's Proxy Statement dated
March 26, 1996 and the results of the shareholder votes.
<TABLE>
<CAPTION>
Election of two directors for a three year term:
For Against
<S> <C> <C>
Arthur E. Byrnes 13,134,229 324,380
James C. Huntington, Jr. 13,133,565 325,044
</TABLE>
Following the election, the company's Board of Directors
consisted of Mr. Byrnes, Mr. Huntington, Mr. Carl A. Gilbert,
Mr. William E. Kassling, Mr. William G. Roth, and Mr. Konrad M.
Weis.
<TABLE>
<CAPTION>
Election of Certified Public Accountants:
For Against Abstain
<S> <C> <C> <C>
KPMG Peat Marwick 13,403,669 9,810 45,130
</TABLE>
<TABLE>
<CAPTION>
Proposal to approve the Non-Employee Directors' Retainer Fee
Plan:
For Against Abstain
<C> <C> <C>
11,945,669 1,461,843 51,097
</TABLE>
<TABLE>
<CAPTION>
Proposal to approve the Stock Incentive Compensation Plan:
For Against Abstain
<C> <C> <C>
11,624,671 1,788,240 45,698
</TABLE>
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
The following is filed as an exhibit to Part I of this Form 10-Q:
Exhibit No. 11 - Statement re computation of per share earnings.
(b) Reports on Form 8-K
The company filed no reports on Form 8-K for the quarter ended
June 30, 1996.
-13-
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.
DRAVO CORPORATION
(Registrant)
Date: August 12, 1996 /s/CARL A. GILBERT
Carl A. Gilbert
President and
Chief Executive Officer
Date: August 12, 1996 /s/LARRY J. WALKER
Larry J. Walker
Vice President and Controller
(Principal Accounting Officer)
-14-
Exhibit 11. Statement Re Computation of Per Share Earnings
<TABLE>
(In 000's, except per share data)
<CAPTION>
Quarters ended June 30,
Primary 1996 1995
Earnings:
<S> <C> <C>
Net earnings $ 3,448 $ 2,718
Deduct dividends on preference stock 633 634
Net earnings applicable to common stock $ 2,815 $ 2,084
Shares:
Weighted average number of common
shares outstanding 14,723 14,750
Dilutive effect of outstanding
options and rights (as determined
by the application of the treasury
stock method at the average market
price for the period) 171 146
Weighted average number of shares
outstanding, as adjusted 14,894 14,896
Primary earnings per share $ 0.19 $ 0.14
Fully diluted
Earnings:
Net earnings $ 3,448 $ 2,718
Deduct dividends on preference stock (1) 633 634
Net earnings applicable to common stock $ 2,815 $ 2,084
Shares:
Weighted average number of common
shares outstanding 14,723 14,750
Dilutive effect of outstanding
options and rights (as determined
by the application of the treasury
stock method at the higher of the
closing or the average market price
for the period) 243 226
Weighted average number of shares
outstanding, as adjusted 14,966 14,976
Fully diluted earnings per share $ 0.19 $ 0.14
</TABLE>
-15-
Exhibit 11. Statement Re Computation of Per Share Earnings (continued)
<TABLE>
(In 000's, except per share data)
<CAPTION>
Quarters ended June 30,
1996 1995
Additional Fully Diluted Computation (2)
Earnings:
<S> <C> <C>
Net earnings $ 3,448 $ 2,718
Shares:
Weighted average number of common shares
outstanding 14,723 14,750
Dilutive effect of outstanding options and
rights (as determined by the application of
the treasury stock method at the higher of
the closing or average market price for
the period) 243 226
Shares issuable from assumed exercise of
convertible preference stock 1,682 1,686
Weighted average number of shares
outstanding, as adjusted 16,648 16,662
Fully diluted earnings per share $ 0.21 $ 0.16
</TABLE>
(1) The inclusion of preference stock in the fully dilutive computation would
have an anti-dilutive effect on earnings per share.
(2) This calculation is submitted in accordance with Securities Exchange Act
of 1934, Regulation S-K, paragraph 229.601 (b)(11) although it is contrary to
paragraph 40 of APB Opinion No. 15 because it produces an anti-dilutive
result.
-16-
Exhibit 11. Statement Re Computation of Per Share Earnings
<TABLE>
(In 000's, except per share data)
<CAPTION>
Six Months ended June 30,
Primary 1996 1995
Earnings:
<S> <C> <C>
Net earnings $ 6,557 $ 5,253
Deduct dividends on preference stock 1,266 1,268
Net earnings applicable to common stock $ 5,291 $ 3,985
Shares:
Weighted average number of common
shares outstanding 14,716 14,800
Dilutive effect of outstanding
options and rights (as determined
by the application of the treasury
stock method at the average market
price for the period) 143 108
Weighted average number of shares
outstanding, as adjusted 14,859 14,908
Primary earnings per share $ 0.36 $ 0.27
Fully diluted
Earnings:
Net earnings $ 6,557 $ 5,253
Deduct dividends on preference stock (1) 1,266 1,268
Net earnings applicable to common stock $ 5,291 $ 3,985
Shares:
Weighted average number of common
shares outstanding 14,716 14,800
Dilutive effect of outstanding
options and rights (as determined
by the application of the treasury
stock method at the higher of the
closing or the average market price
for the period) 243 226
Weighted average number of shares
outstanding, as adjusted 14,959 15,026
Fully diluted earnings per share $ 0.35 $ 0.27
</TABLE>
-17-
Exhibit 11. Statement Re Computation of Per Share Earnings (continued)
<TABLE>
(In 000's, except per share data)
<CAPTION>
Six Months ended June 30,
1996 1995
Additional Fully Diluted Computation (2)
Earnings:
<S> <C> <C>
Net earnings $ 6,557 $ 5,253
Shares:
Weighted average number of common shares
outstanding 14,716 14,800
Dilutive effect of outstanding options and
rights (as determined by the application of
the treasury stock method at the higher of
the closing or average market price for
the period) 243 226
Shares issuable from assumed exercise of
convertible preference stock 1,682 1,688
Weighted average number of shares
outstanding, as adjusted 16,641 16,714
Fully diluted earnings per share $ 0.39 $ 0.31
</TABLE>
(1) The inclusion of preference stock in the fully dilutive computation would
have an anti-dilutive effect on earnings per share.
(2) This calculation is submitted in accordance with Securities Exchange Act
of 1934, Regulation S-K, paragraph 229.601 (b)(11) although it is contrary to
paragraph 40 of APB Opinion No. 15 because it produces an anti-dilutive
result.
-18-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM DRAVO
CORPORATION'S JUNE 30, 1996 FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 719
<SECURITIES> 0
<RECEIVABLES> 28262
<ALLOWANCES> 107
<INVENTORY> 16748
<CURRENT-ASSETS> 47157
<PP&E> 233742
<DEPRECIATION> 115140
<TOTAL-ASSETS> 219623
<CURRENT-LIABILITIES> 33375
<BONDS> 0
<COMMON> 15060
20000
25
<OTHER-SE> 70284
<TOTAL-LIABILITY-AND-EQUITY> 219623
<SALES> 77573
<TOTAL-REVENUES> 77573
<CGS> 58490
<TOTAL-COSTS> 58490
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3336
<INCOME-PRETAX> 6760
<INCOME-TAX> 203
<INCOME-CONTINUING> 6557
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6557
<EPS-PRIMARY> .36
<EPS-DILUTED> 0
</TABLE>
