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 the quarter ended: September 30, 1999
Commission file number: 1- 448
MESTEK, INC.
Pennsylvania Corporation
I.R.S. Employer Identification No.
25 - 0661650
260 North Elm Street
Westfield, Massachusetts 01085
Telephone: (413) 568-9571
The Registrant 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 and has
been subject to such filing requirements for the past 90 days.
The number of shares of Common Stock outstanding as of November 5, 1999 was
8,829,403.
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MESTEK, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1999
INDEX
Page No.
PART I - FINANCIAL INFORMATION
Condensed consolidated balance sheets at September 30, 1999
and December 31, 1998 3-4
Condensedconsolidated statements of income for the three months
ended September 30, 1999 and 1998 and the nine months ended
September 30, 1999 and 1998 5
Condensed consolidated statements of cash flows for the nine
months ended September 30, 1999 and 1998 6
Condensed consolidated statement of changes in shareholders' equity
for the period from January 1, 1998 through September 30, 1999 7
Notes to the condensed consolidated financial statements 8-13
Management's Discussion and Analysis of Financial Condition
and Results of Operations 14
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K 15
Statement of Computation of Per share Earnings 15
SIGNATURE 15
In the opinion of management, the information contained herein reflects all
adjustments necessary to make the results of operations for the interim periods
a fair statement of such operations. All such adjustments are of a normal
recurring nature.
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PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
MESTEK,INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
Sept. 30, Dec. 31,
1999 1998
--------- --------
(Dollars in thousands)
ASSETS
Current Assets
Cash and Cash Equivalents $ 2,027 $ 3,777
Accounts Receivable - less allowances of
$4,120 and $3,443 respectively 64,101 55,443
Unbilled Accounts Receivable 247 286
Inventories 54,022 52,980
Other Current Assets 5,959 5,103
-------- ---------
Total Current Assets 126,356 117,589
Property and Equipment -net 68,869 55,841
Other Assets and Deferred Charges - net 10,276 7,148
Excess of Cost over Net Assets of Acquired Companies 30,458 24,565
-------- ---------
Total Assets $235,959 $205,143
========= =========
See the Notes to Condensed Consolidated Financial Statements.
Continued on next page
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MESTEK, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (continued)
(Unaudited)
Sept. 30, Dec. 31,
1999 1998
--------- ---------
(Dollars in thousands)
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current Portion of Long-Term Debt $38,749 $12,750
Accounts Payable 18,019 20,126
Accrued Compensation 3,832 6,187
Accrued Commissions 2,968 3,985
Progress Billings in Excess of Cost and
Estimated Earnings 3,075 3,150
Customer Deposits 4,016 5,746
Other Accrued Liabilities 18,607 16,230
--------- ----------
Total Current Liabilities 89,266 68,174
Long-Term Debt 337 438
Other Liabilities 6 370
--------- ----------
Total Liabilities 89,609 68,982
--------- ----------
Minority Interests 2,852 2,863
--------- ----------
Shareholders' Equity
Common Stock - no par, stated value $0.05
per share, 9,610,135 shares 479 479
Paid in Capital 15,434 15,434
Retained Earnings 136,456 125,263
Treasury Shares, at cost, (765,732 and 719,830
common shares, respectively) (7,778) (6,790)
Cumulative Translation Adjustment (1,093) (1,088)
--------- ----------
Total Shareholders' Equity 143,498 133,298
--------- ----------
Total Liabilities and Shareholders' Equity $235,959 $205,143
========= =========
See the Notes to Condensed Consolidated Financial Statements.
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MESTEK, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30,
1999 1998 1999 1998
------- ------- ------ --------
(In thousands, except per share amounts)
Net Sales $94,490 $87,792 $256,560 $233,206
Net Service Revenues 4,156 4,221 13,645 12,144
------- ------- -------- --------
Total Revenues 98,646 92,013 270,205 245,350
Cost of Goods Sold 69,368 62,981 186,162 168,454
Cost of Service Revenues 2,500 2,600 8,100 7,527
------- ------- ------- -------
Gross Profit 26,778 26,432 75,943 69,369
Selling Expense 11,619 11,692 34,466 31,831
General and Administrative Expense 5,004 5,000 13712 12,784
Engineering Expense 3,057 2,199 8,191 6,542
------ ------ ------- -------
Operating Profit 7,098 7,541 19,574 18,212
Interest Expense (630) (42) (147) (875)
Other Income (Expense) - net (18) (73) (173) (362)
------ ------ ------- -------
Income Before Income Taxes 6,450 7,039 17,925 16,975
Income Taxes 2,381 2,715 6,732 6,449
----- ------ ------- -------
Net Income $4,069 $4,324 $11,193 $10,526
======= ======= ======== ========
Basic and Diluted Earnings per Common Share $ .46 $ .48 $ 1.26 $ 1.18
===== ===== ====== ======
Basic Weighted Average Shares Outstanding 8,857 8,920 8,870 8,924
====== ====== ====== ======
Diluted Weighted Average Share Outstanding 8,888 8,947 8,899 8,951
====== ====== ====== ======
See the Notes to Condensed Consolidated Financial Statements.
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MESTEK, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended
September 30,
1999 1998
---- ----
(Dollars in thousands)
Cash Flows from Operating Activities:
Net Income $11,193 $10,526
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation and Amortization 7,800 5,903
Provision for Losses on Accounts Receivable 414 649
Change in Assets & Liabilities:
Cash Flows (Used) by Changes In:
Assets and Liabilities (12,131) (4,715)
-------- --------
Net Cash Provided by Operating Activities 7,276 12,363
-------- --------
Cash Flows from Investing Activities:
Capital Expenditures (8,425) (8,571)
Acquisition of Businesses (net of cash acquired) (25,495) (3,096)
-------- --------
Net Cash (Used in) Investing Activities (33,920) (11,667)
-------- --------
Cash Flows from Financing Activities:
Net Borrowings Under Line of Credit Agreement 26,007 14,308
Principal Payments Under Long Term Debt Obligations (109) (15,111)
Repurchase of Common Stock (988) (121)
Increase in Minority Interests (11) 174
Cumulative Translation Adjustments (5) (75)
-------- -------
Net Cash Provided by (Used In) Financing Activities 24,894 (825)
-------- --------
Net (Decrease) in Cash and Cash Equivalents (1,750) (129)
Cash and Cash Equivalents - Beginning of Period 3,777 2,494
-------- --------
Cash and Cash Equivalents - End of Period $2,027 $2,365
-------- --------
See the Notes to Condensed Consolidated Financial Statements.
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MESTEK, INC.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
(Unaudited)
For the period January 1, 1998 through September 30, 1999
Additional Cumulative
Common Paid In Retained Treasury Transl
Stock Capital Earnings Shares Adj. Total
Balance - January 1, 1998 $479 $15,434 $109,199 ($6,109)($996)$118,007
Net Income 16,064 16,064
Common Stock Repurchased (681) (681)
Cumulative Translation Adjustment (92) (92)
---- ------- -------- --------- ----- ------
Balance - December 31, 1998 $479 $15,434 $125,263 ($6,790)($1,088)$133,298
Net Income 11,193 11,193
Common Stock Repurchased (988) (988)
Cumulative Translation Adjustment (5) (5)
==== ======= ======== ======== ===== ------
Balance - September 30, 1999 $479 $15,434 $136,456 (7,778)(1,093)$143,498
==== ======= ======== ======== ===== ======
See the Notes to the Condensed Consolidated Financial Statements.
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MESTEK, INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Significant Accounting Policies
Basis of Presentation
The condensed consolidated financial statements include the accounts of the
company and its wholly owned subsidiaries. In the opinion of management, the
financial statements include all material adjustments necessary for a fair
presentation of the Company's financial position, results of operations and cash
flows. The results of this interim period are not necessarily indicative of
results for the entire year.
Inventories
Inventories are valued at the lower of cost or market. Cost of inventories is
determined principally by the last-in, first-out (LIFO) method.
Income Taxes
Provisions for income tax in the amounts of $2,381,000 and $2,715,000 were
recorded for the three months ended September 30, 1999 and 1998, respectively.
Goodwill
The Company amortizes Goodwill on the straight line basis over the estimated
period to be benefitted. The acquisitions of National Northeast Corporation,
National Southeast Aluminum Corporation, and Heat Exchangers, Inc. in 1995
resulted in Goodwill of $11,118,000 which is being amortized over 25 years. The
acquisitions of Rowe Machinery & Automation, Inc., and Omega Flex, Inc. in 1996
resulted in Goodwill of $7,729,000 which is being amortized over 25 years. The
acquisition of Hill Engineering, Inc. on January 31, 1997, resulted in Goodwill
of $2,892,000 which is being amortized over 25 years. The acquisition of
Anemostat, as more fully described in Note 2, resulted in Goodwill of
approximately $6,800,000, which will be amortized over 25 years. The Company
continually evaluates the carrying value of Goodwill. Any impairments would be
recognized when the expected future operating cash flows derived from such
Goodwill is less than their carrying value.
Reclassification
Reclassifications are made periodically to previously issued financial
statements to conform with the current year presentation.
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Note 2 - Business Acquisitions
On March 26, 1999, the Company acquired substantially all of the operating
assets of the Anemostat Products and Anemostat-West Divisions of Dynamics
Corporation of America, (collectively, Anemostat), a wholly-owned subsidiary of
CTS Corporation. Anemostat manufactures commercial air distribution products
(grilles, registers, diffusers and VAV boxes); security air distribution
products; and door and vision frame products for the HVAC and commercial
building industries at locations in Scranton, Pennsylvania, (Anemostat Products)
and Carson, California, (Anemostat-West). The Anemostat products are
complementary to the Company's existing louver and damper businesses. The
purchase price paid for the assets acquired was approximately $25,360,000,
including assumed liabilities of approximately $2,419,000. The Company accounted
for this acquisition under the purchase method of accounting and, accordingly,
recorded Goodwill of approximately $6,800,000.
On April 26, 1999, an order was entered in the Bankruptcy Court for the Southern
District of Ohio, whereby the Company's offer to acquire the operating assets of
ACDC, Inc. (ACDC) of New Milford, Ohio, a manufacturer of industrial dampers for
the power generation market, was approved. The Company closed this transaction
on May 7, 1999 for $2,554,000.
Note 3 - Merger Agreement
On May 26, 1999 the Company entered into a definitive agreement, (The
Agreement), to merge its wholly owned subsidiary, MCS, Inc. (MCS) into Simione
Central Holdings, Inc. (Simione). Under the terms of the Agreement, for every
share of outstanding Simione common stock, Simione will issue .85 shares of its
common stock to the Company. As a result, the Company would own, based on the
number of Simione common shares outstanding at the date of the Agreement,
approximately 46% of Simione after the merger is completed. On August 12, 1999,
Simione, with the Company's consent, acquired all of the outstanding common
stock of CareCentric Solutions, Inc. for $200,000 and acquired all of the
Preferred Stock of CareCentric Solutions, Inc. in return for 3.1 million newly
issued shares of Simione Series A Preferred Stock, which may be converted on a
one for one basis into Simione common shares upon consent of a majority of the
Simione shareholders. The Simione management intends to seek such consent and
conversion in June 2000. As a result the Company would expect to own, barring
other changes in the capital structure of Simione, approximately 38% of Simione
after the merger is completed. Under the terms of the Agreement MCS's
ProfitWorks segment will be distributed to the Company prior to the merger.
On September 9, 1999, Mestek, Inc. ("Mestek") announced that it had entered into
an amendment to the Plan and Agreement of Merger dated May 26, 1999 (the
"Amendment") between Simione Central Holdings, Inc. ("SCHI"), Mestek, and its
wholly-owned subsidiary, MCS, Inc. ("MCS"), whereby the shares of common stock
of MCS shall be distributed to the Mestek common stock shareholders in a
spin-off transaction (the Spinoff), and MCS shall then be merged with and into
SCHI, (the Merger).
In connection with the Amendment, Mestek loaned to SCHI the sum of $3,000,000 on
a short-term basis. Upon the closing of the above-mentioned merger, the
$3,000,000 loan will be
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canceled, and Mestek shall contribute an additional $3,000,000 to the capital of
SCHI in return for newly issued Series B Preferred Stock of SCHI. The Series B
Preferred Stock issued to Mestek will have voting rights equivalent to 11.2
million shares of SCHI common stock. Mestek will also receive as part of it
capital contribution to SCHI a warrant for the subsequent purchase of 2 million
shares of SCHI common stock. The Amendment also provides upon consummation of
the merger for the appointment to the SCHI Board of Directors of six individuals
designated by Mestek, and the obligation of the Mestek Major Shareholders (as
defined in the Amendment) to vote for the nominees to the SCHI Board of
Directors for eighteen months after the effective date of the merger.
Simione is a provider of information systems and services to the home health
care industry supplying information systems, consulting and agency support
services to customers nationwide. Simione provides freestanding, hospital based
and multi-office Home Health care Providers (including certified, private duty,
staffing, HME, IV therapy, and hospice) with information solutions that address
all aspects of home care operations. Simione maintains offices nationwide and is
headquartered in Atlanta, Georgia.
Under the terms of the Agreement, if either party terminates the Agreement in
favor of an alternative acquisition proposal the terminating party shall be
obligated to pay the other party up to $1,700,000 in termination fees. The
Agreement is subject to regulatory and shareholder approvals and is expected by
the parties to close prior to the end of January, 2000.
Note 4 - Property and Equipment
September 30, Dec. 31,
1999 1998
---------- ---------
Land $ 2,853,000 $ 2,395,000
Building 26,695,000 21,887,000
Leasehold Improvements 4,387,000 4,474,000
Equipment 93,484,000 78,820,000
------------- -------------
127,419,000 107,576,000
Accumulated Depreciation (58,550,000) (51,735,000)
------------- ------------
$ 68,869,000 $ 55,841,000
============ =============
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Note 5 - Long-Term Debt
September 30, Dec. 31,
1999 1998
------------- -----------
Revolving Loan Agreement $ 31,628,000 $ 12,619,000
Other Bonds and Notes Payable 7,458,000 569,000
-------------- ---------------
39,086,000 13,188,000
Less Current Maturities (38,749,000) (12,750,000)
------------ ------------
$ 337,000 $ 438,000
=========== ===========
Revolving Loan Agreement - The Company has a Revolving Loan Agreement and Letter
of Credit Facility (the Agreement) with a commercial bank. The Agreement
provides $55 million of unsecured revolving credit and $10 million of standby
letter of credit capacity. Borrowings under the Agreement bear interest at a
floating rate based on the bank's prime rate less 1.00% or, at the discretion of
the borrower, LIBOR plus a quoted market factor or, alternatively, in lieu of
the prime based rate, a rate based on the overnight Federal Funds Rate. The
Agreement has been extended on a one year basis through April 30, 2000. The
Revolving Loan Agreement contains financial covenants which require that the
Company maintain certain current ratios, working capital amounts, capital bases
and leverage ratios. This Agreement also contains restrictions regarding the
creation of indebtedness, the occurrence of mergers or consolidations, the sale
of subsidiary stock, and the payment of dividends in excess of 50% of net
income.
Note Payable - The Company has a Demand Loan facility with a second commercial
bank under which the Company can borrow up to $10,000,000 on a LIBOR basis. The
facility expires on April 1, 2000. Borrowings under the facility were $7,000,000
at September 30, 1999.
Note 6 - Interim Segment Information
Description of the types of products and services from which each reportable
segment derives its revenues:
The Company has four reportable segments: the manufacture of heating,
ventilating and air-conditioning equipment (HVAC), the manufacture of metal
handling and metal forming machinery (Metal Forming), the production of metal
products (Metal Products), and computer software development and system design,
(Computer Software).
The Company's HVAC segment manufactures and sells a wide variety of residential,
commercial and industrial heating, cooling, and air distribution products to
independent wholesales supply warehouses, to mechanical, sheet metal and other
contractors, and in some cases to other HVAC manufacturers under original
equipment manufacture (OEM) contracts. The products include finned tube and
baseboard radiation equipment gas fired heating and ventilating equipment, air
damper equipment and related air distribution products and
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commercial and residential boilers. The products are marketed under a number of
franchise names including Sterling, Beacon Morris, Smith, Hydrotherm, RBI,
Vulcan, Applied Air, Wing, AWV, ABI, Arrow, Anemostat, Koldwave, and SpacePak.
Assets acquired in the Anemostat and ACDC acquisitions on March 26, 1999, and
May 7, 1999 respectively, as more fully described in Note 2, have been added to
the Company's HVAC segment.
The Company's Metal Products segment manufactures a variety of metal products
including aluminum extrusions, flexible metal hose and grey iron castings. This
segment sells its products mostly as components to manufacturers who incorporate
them into their own products. In some cases flexible metal hose is sold to
distributors.
The Company's Metal Forming Segment designs, manufactures and sells a variety of
metal forming and handling products under names such as Cooper-Weymouth,
Peterson, Dahlstrom, Hill Engineering, Coilmate-Dickerman, and Rowe. The
products are sold directly and through independent dealers in most cases to
end-users and in some cases to other original equipment manufacturers. The
products include custom metal forming systems and other standard machinery such
as roll formers, wing formers, destackers, presses, feeds, straighteners,
cradles, stock reels, cut-to-length lines, gasket dies, tools and dies for metal
forming systems and specialty punching and cut-off machinery.
The Company's Computer Software segment operates under the name MCS, Inc. (MCS)
develops and sells software used principally in the medical information systems
marketplace. MCS's products include software used to manage the day-to-day
operations of home medical equipment dealers and home health agencies.
Measurement of segment profit or loss and segment assets:
The Company evaluates performance and allocates resources based on profit or
loss from operations before interest expense and income taxes, (EBIT) not
including non-operating gains and losses. The accounting policies of the
reportable segments are the same as those described in the summary of
significant accounting policies. Intersegment sales and transfers are recorded
at prices substantially equivalent to the Company's cost; inter-company profits
on such intersegment sales or transfers are not material.
Factors management used to identify the enterprise's reportable segments:
The Company's reportable segments are business units that offer different
products. The reportable segments are each managed separately because they
manufacture and distribute distinct products using distinct production processes
intended for distinct marketplaces.
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Nine Months ended
September 30, 1999:
Metal Metal Computer
HVAC Products Forming Software Totals
Revenues from External Customers $ 68,678 16,028 9,784 4,156 98,646
Segment Operating Profit 5,098 1,418 403 180 7,099
Nine Months ended
September 30, 1998:
Metal Metal Computer
HVAC Products Forming Software Totals
Revenues from External Customers $ 66,035 10,862 10,895 4,221 92,013
Segment Operating Profit 5,395 1,034 619 492 7,540
Note 7 - Earnings Per Common Share
Basic earnings per share were computed using the weighted average number of
common shares outstanding. Common stock options were considered in the
computation of diluted earnings.
Note 8 - Common Stock Buyback Program
During the second quarter of 1999, the Company acquired 28,702 shares of common
stock in the open market. These shares have been accounted for as treasury
shares.
Note 9 - Stock Option Plans
On March 20, 1996 the Company adopted a stock option plan, the Mestek, Inc. 1996
Stock Option Plan, (the Plan), which provides for the granting of incentive and
non-qualified stock options of up to 500,000 shares of stock to certain
employees of the Company and other persons, including directors, for the
purchase of the Company's common stock at fair market value at the date of
grant. The Plan was approved by the Company's shareholders on May 22, 1996.
Options granted under the plan vest over a five-year period and expire at the
end of ten years. During the first quarter of 1999, options to purchase 85,000
shares of common stock were granted, (65,000 on January 4, 1999 and 20,000 on
March 29, 1999) at an exercise price of $20.00, to seven employees. All options
granted under the Plan total 175,000 shares, all of which are outstanding at
September 30, 1999.
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Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operation
Total Revenues in the Company's HVAC segment, as illustrated in Note 6 to the
Condensed Consolidated Financial Statements, during the third quarter of 1999
were increased relative to the third quarter of 1998, by 4%, reflecting
principally the effect of the acquisition of Anemostat on March 26, 1999.
Comparative results for the HVAC segment were negatively impacted by substandard
results from certain of the Company's air distribution product lines as well as
by Hurricane Floyd which disrupted operations temporarily at the Company's
Farmville, North Carolina facility in September. Operating income for this
segment as a result decreased from $5,395,000 in the third quarter of 1998 to
$5,098,000 in the third quarter of 1999.
Total Revenues in the Company's Metal Products segment, as illustrated in Note 6
to the Condensed Consolidated Financial Statements, were up 47.6% during the
third quarter of 1999, principally as a result of the addition of Boyertown
Foundry Company which was acquired on November 2, 1998. In addition, this
segment's Omega Flex division continued to expand sales of it Trac-Pipe(TM)
flexible gas piping product. This segment's National Northeast unit experienced
reduced revenues and operating profits during the quarter, however, due to
problems related to the relocation of its 1,800 ton extrusion press from
Lawrence, Massachusetts, to Pelham, New Hampshire, as well as an equipment
failure at its Winter Haven, Florida facility. Operating income for this
segment, however, result increased from $1,034,000 in the third quarter of 1998
to $1,418,000 in the third quarter of 1999.
Total Revenues in the Company's Metal Forming segment, as illustrated in Note 6
to the Condensed Consolidated Financial Statement were down 10.1% reflecting the
effect of an industry-wide slow-down in incoming orders for Metal Forming
Equipment experienced primarily in the 3rd and 4th quarters of 1998. Operating
income was accordingly reduced from $619,000 in the third quarter of 1998 to
$403,000 in the third quarter of 1999.
The Company's Computer Software segment reported slightly reduced revenues and
operating
income owing in part to increased spending on product support and development
initiatives. The medical information software products and services of this
segment are the subject of the merger agreement set forth in Note 3 to these
Condensed Consolidated Financial Statements on page 9.
For the Company as a whole, Sales, General and Administrative, and Engineering
costs, taken together as a percentage of Total Revenues, were slightly decreased
from 20.53% to 19.95%, reflecting the overall effect of growth.
Operating income for the third quarter of 1999 for the Company as a whole
decreased by $443,000 or 5.9% reflecting the net effect of the factors mentioned
above.
The Company's total debt (long-term debt plus current portion of long-term debt)
decreased by 2.9% or 1.1 million during the quarter ended September 30, 1999
reflecting principally the effect of positive cash flow from operations.
Management regards the Company's current capital structure and banking
relationships as fully adequate to meet foreseeable future needs. The Company
has not paid dividends on its common stock since 1979.
14
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PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
(a) Statement of Computation of Per Share Earnings...Page 11.
(b) Registrant did file a Form 8-K during the quarter for which this report
is filed.
MESTEK, INC.
SCHEDULE OF COMPUTATION OF EARNINGS PER COMMON SHARE
Three Months Ended Nine Months Ended
September 30, September 30,
------------- -------------
1999 1998 1999 1998
---- ---- ---- ----
(Amounts in thousands, except earnings per common shares)
Net income for earnings per share $4,069 $4,324 $11,193 $10,526
====== ====== ======= =======
Basic weighted average
number of common share 8,857 8,920 8,870 8,924
======= ======= ======= =======
Basic earnings per common share $ .46 $ .48 $ 1.26 $ 1.18
======== ======== ======= =======
Diluted weighted average number of
common share outstanding 8,888 8,947 8,899 8,951
======= ======= ======== =========
Diluted earnings per common share $ .46 $ .48 $ 1.26 $ 1.18
======== ======== ======== ========
SIGNATURE
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.
MESTEK, INC.
(Registrant)
Date: November 5, 1999
/S/ Stephen M. Shea
Stephen M. Shea
Senior Vice President - Finance
(Chief Financial Officer)
15
<PAGE>
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<FISCAL-YEAR-END> DEC-31-1999
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