<PAGE> 1
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 nine months ended September 30, 1995 Commission File Number 1-6747
-------------------- ------
The Gorman-Rupp Company
- -------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 34-0253990
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
305 Bowman Street, P. O. Box 1217, Mansfield, Ohio 44901
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (419) 755-1011
---------------------
Indicate by check mark whether the registrant (1) has filed all reports
required to by 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
----- -----
Shares outstanding at September 30, 1995 -----
common, without par value, 8,593,222
Page 1 of 7 pages
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<TABLE>
PART I - FINANCIAL INFORMATION
THE GORMAN-RUPP COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(in thousands of dollars, except per share data)
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
1995 1994 1995 1994
<S> <C> <C> <C> <C>
INCOME --------- --------- --------- ---------
Net sales $38,231 $33,781 $112,300 $105,902
Other income 206 131 467 367
--------- --------- --------- ---------
TOTAL INCOME 38,437 33,912 112,767 106,269
DEDUCTIONS FROM INCOME
Cost of products sold 29,021 24,921 84,520 77,938
Selling, general and
administrative expenses 5,383 5,215 16,451 15,409
--------- --------- --------- ---------
TOTAL DEDUCTIONS 34,404 30,136 100,971 93,347
--------- --------- --------- ---------
INCOME BEFORE INCOME TAXES 4,033 3,776 11,796 12,922
Income taxes 1,515 1,447 4,616 5,010
--------- --------- --------- ---------
NET INCOME $2,518 $2,329 $7,180 $7,912
========= ========= ========= =========
<FN>
* Net Income Per Share $0.30 $0.27 $0.84 $0.92
* Dividends Paid Per Share $0.13 $0.12 $0.39 $0.36
* Average Shares Outstanding 8,586,722 8,579,633 8,583,203 8,579,633
* Reflects the 3 for 2 stock split effective October 27, 1994
</TABLE>
<TABLE>
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(in thousands of dollars)
<CAPTION>
Nine Months Ended
September 30
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES: --------- ---------
Net income $7,180 $7,912
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 3,856 3,262
Changes in operating assets and liabilities (1,186) 354
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital additions, net (5,820) (5,651)
Other 615 46
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends (3,348) (3,089)
Change in treasury shares 221 0
Borrowings from (payments to) bank (2,376) (2,889)
NET INCREASE (DECREASE)IN CASH --------- ---------
AND CASH EQUIVALENTS (858) (55)
CASH AND CASH EQUIVALENTS:
Beginning of year 3,062 2,782
--------- ---------
September 30 $2,204 $2,727
========= =========
</TABLE>
2
<PAGE> 3
THE GORMAN-RUPP COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands of dollars)
<TABLE>
<CAPTION>
September 30 December 31
1995 1994
ASSETS --------- ---------
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $2,204 $3,062
Accounts receivable 30,580 22,772
Inventories 32,387 30,814
Other current assets and deferred income taxes 3,891 3,422
--------- ---------
TOTAL CURRENT ASSETS 69,062 60,070
OTHER ASSETS 606 651
DEFERRED INCOME TAXES 5,487 5,500
PROPERTY, PLANT AND EQUIPMENT 81,948 76,663
Less allowances for depreciation 39,321 35,784
--------- ---------
PROPERTY, PLANT AND EQUIPMENT - NET 42,627 40,879
--------- ---------
TOTAL ASSETS $117,782 $107,100
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $8,642 $5,781
Payrolls and related liabilities,
accrued expenses 9,271 6,853
Income taxes 1,422 257
Notes payable to banks 3,500 3,500
--------- ---------
TOTAL CURRENT LIABILITIES 22,835 16,391
LONG TERM DEBT 3,484 4,715
PENSION LIABILITY 2,015 1,512
POSTRETIREMENT HEALTH BENEFITS OBLIGATION 23,434 22,874
SHAREHOLDERS' EQUITY
Common shares, without par value
authorized - 14,000,000 shares
* outstanding - 8,593,222 shares in 1995 and
8,579,633 shares in 1994 (after deducting
treasury shares of 271,954 in 1995 and 285,543
in 1994) at stated capital amount 5,124 5,115
Retained earnings 61,609 57,566
Translation adjustments (719) (1,073)
--------- ---------
TOTAL SHAREHOLDERS' EQUITY 66,014 61,608
--------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $117,782 $107,100
========= =========
<FN>
* Reflects the 3 for 2 stock split effective October 27, 1994
</TABLE>
3
<PAGE> 4
THE GORMAN-RUPP COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
NOTE A - BASIS OF PRESENTATION OF FINANCIAL STATEMENTS
The accompanying unaudited condensed consolidated 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 do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements. In the opinion of the management, all adjustments
(consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the three
month period and nine month period ended September 30, 1995 are not nec-
essarily indicative of results that may be expected for the year ending
December 31, 1995. For further information, refer to the consolidated
financial statements and notes thereto included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1994.
<TABLE>
NOTE B - INVENTORIES
The major components of inventories are as follows:
<CAPTION>
September 30 December 31
(Thousands of dollars) 1995 1994
--------- ---------
<S> <C> <C>
Raw materials and in-process $8,285 $7,883
Finished parts 20,847 19,834
Finished products 3,255 3,097
--------- ---------
Inventories $32,387 $30,814
========= =========
</TABLE>
4
<PAGE> 5
THE GORMAN-RUPP COMPANY AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Third Quarter 1995 vs Third Quarter 1994
- ----------------------------------------
Net sales were $38,231,000 in 1995 compared to $33,781,000 in 1994, an
increase of 13.2%. Most of the increase was due to increased sales at
the Mansfield Division and the Patterson Pump Company.
Other income was $206,000 in 1995 compared to $131,000 in 1994. This
was a small change from the previous year. The largest reason for this
increase was a gain on a disposal of an asset followed by an increase in
interest income.
Cost of products sold in 1995 was $29,021,000 compared to $24,921,000 in
1994. The largest factor in the increase was material needed to support
the increased sales. An increase in medical insurance was the next
largest single item. As a percentage of net sales, cost of products
sold was 75.9% in 1995 compared to 73.8% in 1994. Some change in pro-
duct mix resulted in the higher percentage in 1995.
Selling, general and administrative expenses increased from $5,215,000
in 1994 to $5,383,000 in 1995 with increases in interest and advertising
expenses being the largest reasons for the increase.
Income before income taxes was $4,033,000 in 1995 compared to $3,776,000
in 1994, an increase of $257,000. Income tax expense increased from
$1,447,000 in 1994 to $1,515,000 in 1995, primarily as a result of the
increase in profit. The effective tax rate was 37.6% in 1995 compared
to 38.3% in 1994.
Net income in 1995 of $2,518,000 increased $189,000 from $2,329,000 in
1994. As a percent of net sales, net income was 6.6% in 1995 and 6.9%
in 1994. Net income per share was $.30 in 1995, an increase of $.03
from the $.27 in 1994.
5
<PAGE> 6
THE GORMAN-RUPP COMPANY AND SUBSIDIARIES
Nine Months 1995 vs Nine Months 1994
- ------------------------------------
Net sales were $112,300,000 in 1995, an increase of $6,398,000 or 6.0%
over the $105,902,000 in 1994. Most of the increase was due to increased
sales at the Mansfield Division.
Other income was $467,000 in 1995 compared to $367,000 in 1994. The
largest reason for this increase was an increase in interest income
followed by a gain on a disposal of an asset.
Cost of products sold in 1995 was $84,520,000 compared to $77,983,000 in
1994. The largest factor in the increase was material needed to support
the increased sales. An increase in medical insurance was the next
largest single item. As a percentage of net sales, cost of products
sold was 75.3% in 1995 compared to 73.6% in 1994. Some change in pro-
duct mix resulted in the higher percentage in 1995.
Selling, general and administrative expenses increased from $15,409,000
in 1994 to $16,451,000 in 1995 with increases in consulting fees and
wages being the largest reasons for the increase.
Income before income taxes was $11,796,000 in 1995 compared to $12,922,000
in 1994, a decrease of $1,126,000. Income tax expense decreased from
$5,010,000 in 1994 to $4,616,000 in 1995, primarily as a result of the
decrease in profit. The effective income tax rate was 39.1% in 1995
compared to 38.8% in 1994.
Net income of $7,180,000 in 1995 was down $732,000 from $7,912,000 in
1994. As a percent of net sales, net income was 6.4% in 1995 and 7.5%
in 1994. Net income per share was $.84 in 1995, a decrease of $.08
from the $.92 in 1994.
FINANCIAL CONDITION
- -------------------
The Company continues to finance most of its capital expenditures and
working capital requirements through internally generated funds and bank
financing. The ratio of current assets to current liabilities was 3.0
to 1 at September 30, 1995 and 3.7 to 1 at December 31, 1994.
The Company presently has adequate working capital, adequate borrowing
capacity and a healthy liquidity position.
6
<PAGE> 7
PART II - OTHER INFORMATION
THE GORMAN-RUPP COMPANY AND SUBSIDIARIES
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits - 27 Financial Data Schedule
(b) Reports filed on Form 8-K during the Quarter Ended
September 30, 1995 - None
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.
The Gorman-Rupp Company
---------------------------
(Registrant)
Date October 23, 1995 Kenneth E. Dudley
------------------
/S/ Kenneth E. Dudley
---------------------------
(Signature)
Treasurer & Principal
Financial Officer
7
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000042682
<NAME> THE GORMAN-RUPP COMPANY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 2,204
<SECURITIES> 0
<RECEIVABLES> 30,956
<ALLOWANCES> 376
<INVENTORY> 32,387
<CURRENT-ASSETS> 69,062
<PP&E> 81,948
<DEPRECIATION> 39,321
<TOTAL-ASSETS> 117,782
<CURRENT-LIABILITIES> 22,835
<BONDS> 0
<COMMON> 5,124
0
0
<OTHER-SE> 60,890
<TOTAL-LIABILITY-AND-EQUITY> 117,782
<SALES> 112,300
<TOTAL-REVENUES> 112,767
<CGS> 84,520
<TOTAL-COSTS> 100,971
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 210
<INTEREST-EXPENSE> 442
<INCOME-PRETAX> 11,796
<INCOME-TAX> 4,616
<INCOME-CONTINUING> 7,180
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,180
<EPS-PRIMARY> .84
<EPS-DILUTED> .84
</TABLE>
