SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 26, 1994
-----------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-1373
------
MODINE MANUFACTURING COMPANY
(Exact name of registrant as specified in its charter)
WISCONSIN 39-0482000
--------------------------------------------- ------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
1500 DeKoven Avenue, Racine, Wisconsin 53403-2552
--------------------------------------------- ------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (414) 636-1200
---------------
NOT APPLICABLE
-----------------------------------------------------------------------
(Former name or former address, if changed since last report.)
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 ___
---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at February 3, 1995
------------------------------ ----------------------------------
Common Stock, $0.625 Par Value 29,717,611
<PAGE>
MODINE MANUFACTURING COMPANY
INDEX
PART I. FINANCIAL INFORMATION Page No.
--------
Item 1. Financial Statements
Consolidated Balance Sheets -
December 26 and March 31, 1994 3
Consolidated Statements of Earnings -
For the Three Months Ended
December 26, 1994 and 1993
and the Nine Months Ended
December 26, 1994 and 1993 4
Consolidated Statements of Cash Flows -
For the Nine Months Ended December 26,
1994 and 1993 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis
of Results of Operations and Financial
Condition 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 15
<PAGE>
<TABLE>
MODINE MANUFACTURING COMPANY
CONSOLIDATED BALANCE SHEETS
December 26, 1994 and March 31, 1994
(In thousands, except per-share amounts)
(Unaudited)
<CAPTION>
December 26, 1994 March 31, 1994
----------------- --------------
<S> <C> <C>
ASSETS
- ------
Current assets:
Cash and cash equivalents $ 34,377 $ 38,523
Trade receivables, less allowance for
doubtful accounts of $6,175 and $4,896 140,204 110,282
Inventories 115,190 104,323
Deferred income taxes and other current
assets 21,852 18,610
--------- ---------
Total current assets 311,623 271,738
--------- ---------
Other assets:
Property, plant, and equipment - net 165,176 163,962
Investment in affiliates 9,597 9,593
Intangible assets, less accumulated
amortization of $7,084 and $5,060 32,007 31,946
Deferred charges and other noncurrent
assets 35,535 32,742
--------- ---------
Total other assets 242,315 238,243
--------- ---------
Total assets $ 553,938 $ 509,981
========= =========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' INVESTMENT
- ----------------------------------------
<S> <C> <C>
Current liabilities:
Short-term debt $ 1,798 $ 10,785
Long-term debt - current portion 13,171 10,796
Accounts payable 62,742 55,567
Accrued compensation and employee
benefits 35,543 33,923
Income taxes 4,370 7,157
Accrued expenses and other current
liabilities 32,546 21,633
--------- ---------
Total current liabilities 150,170 139,861
--------- ---------
Other liabilities:
Long-term debt 68,147 77,646
Deferred income taxes 10,082 9,986
Other noncurrent liabilities 31,726 30,743
--------- ---------
Total other liabilities 109,955 118,375
--------- ---------
Total liabilities 260,125 258,236
--------- ---------
Shareholders' investment:
Preferred stock, $0.025 par value,
authorized 16,000 shares, issued - none - -
Common stock, $0.625 par value,
authorized 80,000 shares, issued
30,342 shares 18,964 18,964
Additional paid-in capital 8,039 6,457
Retained earnings 281,079 243,606
Foreign currency translation adjustment 3,425 186
Treasury stock at cost: 634 and 718
shares, respectively (14,579) (13,598)
Restricted stock - unamortized value (3,115) (3,870)
--------- ---------
Total shareholders' investment $ 293,813 $ 251,745
--------- ---------
Total liabilities and shareholders'
investment $ 553,938 $ 509,981
========= =========
<FN>
(See accompanying notes to consolidated financial statements.)
</TABLE>
<PAGE>
<TABLE>
MODINE MANUFACTURING COMPANY
CONSOLIDATED STATEMENTS OF EARNINGS
For the three months ended December 26, 1994 and 1993
For the nine months ended December 26, 1994 and 1993
(In thousands, except per-share amounts)
(Unaudited)
<CAPTION>
Three months ended Nine months ended
-------------------- --------------------
December 26 December 26
-------------------- --------------------
1994 1993 1994 1993
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Sales $240,505 $172,351 $670,701 $476,486
Cost of sales 170,912 119,939 476,703 331,994
-------- -------- -------- --------
Gross profit 69,593 52,412 193,998 144,492
Selling, general, and administrative expenses 39,894 33,914 112,828 89,695
-------- -------- -------- --------
Income from operations 29,699 18,498 81,170 54,797
Non-operating income 1,619 1,626 5,782 4,194
Interest expense (1,511) (1,318) (4,920) (3,810)
Non-operating expense (1,569) (911) (3,521) (2,926)
-------- -------- -------- --------
Earnings before income taxes 28,238 17,895 78,511 52,255
Provision for income taxes 10,825 7,269 29,467 20,118
-------- -------- -------- --------
Earnings before cumulative effect of accounting change 17,413 10,626 49,044 32,137
Cumulative effect of change in accounting for income taxes - - - 899
-------- -------- -------- --------
Net earnings $ 17,413 $ 10,626 $ 49,044 $ 33,036
======== ======== ======== ========
Earnings per share of common stock before
cumulative effect of accounting change $0.57 $0.35 $1.61 $1.06
Cumulative effect per share of accounting change - - - 0.03
-------- -------- -------- --------
Net earnings per share of common stock* $0.57 $0.35 $1.61 $1.09
======== ======== ======== ========
Dividends per share $0.13 $0.115 $0.39 $0.345
======== ======== ======== ========
Average common shares and common share
equivalents outstanding 30,563 30,539 30,546 30,436
======== ======== ======== ========
<FN>
(See accompanying notes to consolidated financial statements.)
*See EXHIBIT 11 for computation of earnings per share.
</TABLE>
<PAGE>
<TABLE>
MODINE MANUFACTURING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended December 26, 1994 and 1993
(In thousands)
(Unaudited)
<CAPTION>
Nine Months Ended
--------------------
December 26
--------------------
1994 1993
--------------------
<S> <C> <C>
Net cash provided by operating activities $ 48,421 $ 60,756
Cash flows from investing activities:
Expenditures for property, plant, and equipment
(23,135) (22,233)
Acquisitions, net of cash acquired - (11,302)
Investments in affiliates 1,500 -
Proceeds from dispositions of assets 198 99
Other - net 503 1,041
-------- --------
Net cash (used for) investing activities (20,934) (32,395)
-------- --------
Cash flows from financing activities:
(Decrease)/increase in short-term debt - net (8,987) 1,416
Additions to long-term debt 887 34,130
Reductions of long-term debt (11,479) (43,009)
Issuance of common stock, including treasury stock 4,407 2,511
Purchase of treasury stock (4,885) (3,277)
Cash dividends paid (11,576) (10,195)
-------- --------
Net cash (used for) financing activities (31,633) (18,424)
Net (decrease)/increase in cash and cash equivalents (4,146) 9,937
Cash and cash equivalents at beginning of period 38,523 33,583
-------- --------
Cash and cash equivalents at end of period $ 34,377 $ 43,520
======== ========
<FN>
(See accompanying notes to consolidated financial statements)
</TABLE>
<PAGE>
MODINE MANUFACTURING COMPANY
----------------------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
------------------------------------------------------
1. The amounts of raw material, work in process and finished
goods cannot be determined exactly except by physical
inventories. Based on partial interim physical inventories
and percentage relationships at the time of complete
physical inventories, Management believes the amounts shown
below are reasonable estimates of raw material, work in
process and finished goods.
(In Thousands)
----------------------------------------------------------------
December 26, 1994 March 31, 1994
----------------------------------------------------------------
Raw materials $ 36,582 $ 27,952
Work in process 30,022 32,066
Finished goods 48,586 44,305
--------- ---------
Total inventories $ 115,190 $ 104,323
--------- ---------
2. Property, plant, and equipment is composed of:
(In Thousands)
----------------------------------------------------------------
December 26, 1994 March 31, 1994
----------------------------------------------------------------
Gross, property, plant
& equipment $ 369,338 $ 346,586
Less accumulated
depreciation (204,162) (182,624)
--------- ---------
Net property, plant
& equipment $ 165,176 $ 163,962
--------- ---------
3. On September 23, 1994, the Company sold its 36-percent
interest in McQuay do Brasil to Drexton Finance S.A. in a
cash transaction. The sale did not have a significant
financial impact upon the Company. The Company had
originally acquired its share in the joint venture in 1985
when it purchased the heat-transfer operations of McQuay, Inc.
4. On July 20, 1994, shareholders approved an increase in the
number of authorized common and preferred shares of capital
stock to 80,000,000 and 16,000,000, respectively. The par
value of the common and preferred shares remains at $0.625
and $0.025, respectively. On January 18, 1995, the Board of
Directors amended a shareholders rights agreement, commonly
referred to as a "poison pill" defense for hostile
takeovers, that was initiated in 1986 by extending the final
expiration date of the rights from October 27, 1996, to
October 27, 2006.
<PAGE>
5. In the first nine months of fiscal 1995, the Company
established additional reserves of $483,000 to cover
potential environmental cleanup costs. Liabilities for
environmental matters are recorded when assessments and/or
remedial efforts are probable and the costs can be
reasonably estimated.
Recent developments concerning legal proceedings reported in
the Company's Form 10K Report for the year ended March 31,
1994 are updated in Part II Other Information, Item 1. Legal
Proceedings. While the outcome of these proceedings is
uncertain, in the opinion of the Company's management, any
liabilities that may result from such proceedings are not
reasonably likely to have a material effect on the Company's
consolidated financial condition. All legal and court
expenses associated with these cases continue to be expensed
as incurred.
6. The accompanying consolidated financial statements, which
have not been audited by independent certified public
accountants, were prepared in conformity with generally
accepted accounting principles and such principles were
applied on a basis consistent with the preparation of the
consolidated financial statements in the Company's March 31,
1994 Annual Report filed with the Securities and Exchange
Commission. The financial information furnished includes
all normal recurring accrual adjustments which are, in the
opinion of Management, necessary for a fair statement of
results for the interim period. Results for the first nine
months of fiscal 1994-95 are not necessarily indicative of
the results to be expected for the full year.
7. Certain notes and other information have been condensed or
omitted from these interim financial statements which
consolidate both domestic and foreign wholly-owned
subsidiaries. Therefore, such statements should be read in
conjunction with the consolidated financial statements and
related notes contained in the Company's 1993-94 Annual
Report to stockholders which statements and notes were
incorporated by reference in the Company's Form 10-K Report
for the year ended March 31, 1994.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
------------------------------------
RESULTS OF OPERATIONS
---------------------
Comparison of the Third Quarter of 1994-95 with the Third Quarter of 1993-94
- ----------------------------------------------------------------------------
Net sales for the third quarter of fiscal 1994-95 were a record
$240.5 million, up 39.5% from the $172.4 million reported in the
third quarter of last year. European acquisitions made in
October 1993 and in December 1993 accounted for about 60% of the
third quarter's sales gains. All major product categories grew
substantially, with the greatest percentage increases in
vehicular condensers and evaporators and in charge-air coolers.
Sales to all of Modine's major markets grew, with car and truck
markets having the biggest relative gains. Excluding revenues
from the acquisitions, sales to the off-highway vehicle market
showed the strongest growth rate.
Gross margin decreased 1.5%, as a percent of sales, over the
third quarter of the previous year to 28.9% from 30.4%. The
decrease is the result of a larger mix of lower gross margin
sales by European companies acquired last year and a lag in
recovering rising raw material costs.
Selling, general and administrative expenses declined 3.1% as a
percent of sales over last year's third quarter. Overall,
selling, general and administrative expenses were up 17.6%, but
only 1.5% when excluding the period of time the European
companies acquired in 1993 were not included in both quarters.
Average debt levels during the quarter were approximately $11
million higher than the third quarter a year ago leading to an
increase in interest expense of 14.6% to $1.5 million. The
higher debt levels were the result of acquired debt and borrowing
relative to the acquisitions that occurred in 1993.
The effective tax rate declined 2.3% to 38.3%. Varying tax rates
worldwide contributed to this change.
Net earnings for the third quarter were $17.4 million, or $.57 per
share, up 63.9% from last year's $10.6 million, or $.35 per share.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
------------------------------------
RESULTS OF OPERATIONS
---------------------
Comparison of the First Nine Months of 1994-95 with the First Nine
- ------------------------------------------------------------------
Months of 1993-94
- -----------------
Net sales for the first nine months of fiscal 1994-95 were a record
$670.7 million, up 40.8% from the $476.5 million reported in the first
nine months of last year. European acquisitions made in October 1993
and in December 1993 accounted for nearly 64 percent of the first nine
months sales' gains. The acquisitions' largest influence continued to
be in the passenger-car and the light-truck market followed by their
effect on the medium/heavy truck and industrial markets. Shipments
to all major markets and product lines continued to advance, even
without the influence of the acquisitions.
Gross margin decreased 1.4%, as a percent of sales, over the first nine
months of the previous year to 28.9% from 30.3%. The decrease is the
result of a larger mix of lower gross margin sales by European companies
acquired last year and a lag in recovering rising raw material costs.
Selling, general and administrative expenses declined 2.0%, as a percent
of sales, over last year's first nine months. Overall, selling, general
and administrative expenses were up 25.8%, but only 5.8% when excluding
the period of time the European companies acquired in 1993 were not
included in both nine month periods. The main factors contributing to
the 5.8% increase were higher distribution and selling costs resulting
from increased sales volume.
Average debt levels during the nine month period were approximately $12.1
million higher than the similar nine month period a year ago, resulting in
a 29.1% increase in interest expense to $4.9 million. The higher debt
levels are the result of acquired debt and borrowing relative to the
acquisitions that occurred in 1993. Net non-operating income increased
by $1.0 million, as the first quarter in the prior year included one-time
charges to reduce the book value of assets not in use. Also affecting net
non-operating income were improved joint venture earnings, gains recognized
on transactions denominated in foreign currencies in the current year and
lower royalty income as the result of Austria Warmetauscher GmbH becoming
a wholly owned subsidiary in the prior year.
The effective tax rate, excluding accounting changes, declined by 1% to 37.5%.
Net earnings for the nine months were $49.0 million, or $1.61 per share,
up 52.6% from last year's $32.1 million, or $1.06 per share, before an
accounting change for taxes, and 48.5% more than the previous year's net
earnings of $33.0 million, or $1.09 per share, after the accounting change.
Outlook for the Remainder of the Year
- -------------------------------------
Modine's business levels continued to be very strong during the
third quarter and support the full year projection made in
October of a 30- to 35-percent increase in sales and a 40- to 50-
percent gain in net earnings.
<PAGE>
FINANCIAL CONDITION
-------------------
Comparison between December 26, 1994 and March 31, 1994
- -------------------------------------------------------
Current Assets
- --------------
Cash and cash equivalents decreased by $4.1 million to a total of $34.4
million. Expenditures for property, plant and equipment, debt repayments,
and dividend payments exceeded cash provided by operating activities.
Net trade receivables increased $29.9 million primarily from stronger sales
volume.
Overall inventory levels increased by $10.9 million with the largest
increases occurring in aftermarket and HVAC products. Increased sales
volumes, rising material costs and an effort to meet higher order
fulfillment rates in the automotive aftermarket were the major factors
leading to the increase.
Deferred income taxes and other current assets increased $3.2 million.
A large portion of the increase occurred in foreign currency contracts used
to hedge foreign denominated accounts receivable from customers overseas.
Working capital increased approximately 22% to $161.5 million from $131.9
million while the current ratio increased to 2.1 to 1 from 1.9 to 1. While
a number of categories experienced changes, the largest item contributing to
the overall increase was higher accounts receivable.
Property, Plant and Equipment
- -----------------------------
Net property, plant and equipment increased $1.2 million to $165.2 million
as capital expenditures and foreign currency translations exceeded
depreciation and retirements. Outstanding material commitments for capital
expenditures were $9.7 million at December 26, 1994, compared to $5.8 million
at March 31, 1994. Most of the commitments relate to plant expansions, tooling
for new products, and process improvements. The outstanding commitments will
be financed through internally generated cash.
Deferred Charges and Other Assets
- ---------------------------------
Deferred charges and other assets increased $2.8 million. The net increase
is primarily the result of continuing recognition of the surplus in the
Company's overfunded pension plans.
Current Liabilities
- -------------------
Accounts payable and various accrued expenses increased $19.7 million. Normal
timing differences, an increase in foreign currency contracts used to hedge
foreign denominated accounts receivables and higher sales related accruals
such as commissions, rebates, warranties and advertising accounted for the
majority of the increase. Accrued income taxes decreased $2.8 million from
timing differences in the payment of estimated tax liabilities.
<PAGE>
Debt
- ----
Total debt declined $16.1 million to $83.1 million. Reductions in European
operating debt and normally scheduled domestic repayments were partially
offset by exchange rate fluctuations. Unused bank lines of credit increased
by approximately $12.2 million to $29.9 million at December 26, 1994. The
increase relates to expanded borrowing capacity for the Company's European
operations.
Shareholders' Investment
- ------------------------
Total shareholders' investment increased by $42.1 million to a total of
$293.8 million. The net increase resulted primarily from record net earnings
of $49.0 million for the first nine months. Another item contributing to the
change was the positive foreign currency translation impact of $3.2 million,
as the value of the dollar declined. Dividends paid to shareholders of $11.6
million and other smaller changes to the capital accounts also contributed to
the overall change.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
In the normal course of business, the Company and its subsidiaries are named
as defendants in various lawsuits and enforcement proceedings by private
parties, the Occupational Safety and Health Administration, the Environmental
Protection Agency, other governmental agencies, and others in which claims,
such as personal injury, property damage, or antitrust and trade regulation
issues, are asserted against the Company. While the outcome of these
proceedings is uncertain, in the opinion of the Company's management and
counsel, any liabilities that may result from such proceedings are not
reasonably likely to have a material effect on the Company's liquidity,
financial condition or results of operations. Many of the pending damage
claims are covered by insurance and, in addition, the Company from time to
time establishes reserves for uninsured liabilities.
The Mitsubishi and Showa Litigation
-----------------------------------
In November, 1991, the Company filed a lawsuit in the Federal District Court
in Milwaukee, Wisconsin against Mitsubishi Motor Sales of America, Inc. and
Showa Aluminum Corporation, alleging infringement of the Company's Patent
No. 4,998,580 on parallel-flow air-conditioning condensers. The suit seeks
an injunction to prohibit continued infringement and accounting for damages,
a trebling of such damages for willful infringement, and reimbursement of
attorneys' fees. In December of 1991, the Company submitted a complaint
to the U. S. International Trade Commission (ITC) requesting that the ITC
ban the import and sale of parallel-flow air-conditioning condensers and
systems or vehicles that contain them, which are the subject of the
aforementioned lawsuit. In July 1993, the ITC reversed an earlier ruling
by a hearing officer and upheld, as valid and enforceable, the Company's
4,998,580 patent on parallel-flow air-conditioning condensers. The ITC
also ruled that specific condensers from the two Japanese companies did
not infringe the Company's patent. Each of the parties appealed to the
U.S. Court of Appeals for the Federal Circuit the portion of the ITC opinion
adverse to them. In July of 1994 Showa filed a lawsuit against the Company
<PAGE>
in the Federal District Court in Columbus, Ohio alleging infringement by the
Company of Showa's patents pertaining to double circuit condensers and
baffles therefor. In December of 1994, the Company filed another lawsuit
against Mitsubishi Motor Sales of America, Inc. and Showa Aluminum
Corporation in the Federal District Court in Milwaukee, Wisconsin
pertaining to the Company's newly-issued Patent No. 5,372,188 also
pertaining to parallel-flow air-conditioning condensers. All legal and
court costs associated with these cases have been expensed as they were
incurred.
The McHenry EPA Litigation
--------------------------
In June 1991, the U.S. Department of Justice, acting at the request of
the federal Environmental Protection Agency (EPA), filed suit against
the Company in the U.S. District Court for the Northern District of
Illinois. The complaint alleged violations of the federal Clean Water
Act at a manufacturing facility owned by the Company in McHenry, Illinois.
The alleged violations consisted of effluent discharges in excess of
permitted amounts and noncompliance with reporting and monitoring
requirements. Settlement negotiations have resulted in an agreement
whereby the company has paid a fine of $750,000 and agreed to change
the effluent discharge system. Full reserves were established in fiscal
1993 for the fine and the $1,300,000 necessary for pond sludge removal.
All legal and court costs associated with the case have been expensed as
they were incurred.
Other previously reported legal proceedings have been settled or the
issues resolved so as to not merit further reporting.
Item 5. Other Information.
As previously reported, in May of 1986, the Board of Directors authorized
the Company to acquire up to 10% per year of the issued and outstanding
shares of the common stock of the Company. Pursuant to this authorization,
the Company purchases shares of its common stock from time to time as such
shares become available on the open market or in private transactions for
resale to the employee stock purchase plans and for other corporate purposes.
Since December 31, 1993, the Company has purchased at market price a total
of 286,055 shares, 117,779 shares of which were purchased during the fourth
fiscal quarter of 1993-94, and 168,276 shares of which were purchased
from April 1, 1994 through December 31, 1994. The Company currently has
624,553 shares (as of January 31, 1995) in its Treasury.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
--------
The following exhibits are included for information only unless
specifically incorporated by reference in this report:
Reference Number
per Item 601 of
Regulation S-K Page
- ----------------
4(a) Rights Agreement dated as of October 16,
1986 between the Registrant and First
Chicago Trust Company of New York (Rights
Agent) (filed by reference to the Exhibit
contained in the Registrant's Form 10-K
for the fiscal year ended March 31, 1992).
4(b) The amount of long-term debt authorized
under any instrument defining the rights
of holders of long-term debt of the
Registrant, other than as noted above,
does not exceed ten percent of the total
assets of the Registrant and its
subsidiaries on a consolidated basis.
Therefore, no such instruments are
required to be filed as exhibits to this
Form 10-Q. The Registrant agrees to
furnish copies of such instruments to the
Commission upon request.
11* Computation of per share earnings 15
*Filed herewith.
(b) Reports on Form 8-K:
-------------------
The Company filed no reports on Form 8-K for the quarterly period
ended December 26, 1994.
Subsequent to the end of the quarter, the Company filed one
report on Form 8-K regarding the Board of Directors January 18,
1995 amendment to the Rights Agreement between the Registrant and
First Chicago Trust Company of New York. The final expiration
date of the Rights was extended from October 27, 1996 to October 27,
2006. The date of the report is January 18, 1995. See also
footnote 4 to the Notes to Consolidated Financial Statements
herein.
<PAGE>
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.
MODINE MANUFACTURING COMPANY
----------------------------
(Registrant)
By: A. D. REID
------------------------------
A. D. Reid, Vice President,
Finance and Chief Financial
Officer (Principal Financial
Officer)
Date: February 6, 1995 By: W. E. PAVLICK
------------------------------
W. E. Pavlick, Senior Vice
President, General Counsel
and Secretary
<PAGE>
<TABLE>
EXHIBIT 11
MODINE MANUFACTURING COMPANY
COMPUTATION OF PER SHARE EARNINGS
(In thousands, except per share amounts)
<CAPTION>
Three months ended Nine months ended
--------------------- -----------------------
December 26 December 26
--------------------- -----------------------
1994 1993 1994 1993
--------------------- -----------------------
<S> <C> <C> <C> <C>
Primary
- -------
Weighted average shares outstanding 29,702 29,574 29,672 29,548
Share equivalents for period prior to
exercise (options exercised) 18 8 50 42
Net shares issuable, assuming exercise
of options using average market price
and employing the treasury stock method. 843 957 824 846
-------- -------- -------- --------
Average common share and common
share equivalents 30,563 30,539 30,546 30,436
======== ======== ======== ========
Net earnings for the period $ 17,413 $ 10,626 $ 49,044 $ 33,036
======== ======== ======== ========
Net earnings per share of common stock $0.57 $0.35 $1.61 $1.09
======== ======== ======== ========
Fully Diluted
- -------------
Weighted average shares outstanding 29,702 29,574 29,672 29,548
Share equivalents for period prior to
exercise (options exercised) 18 9 53 44
Net shares issuable, assuming exercise
of options using ending market price
(unless antidilutive) and employing
the treasury stock method 844 1,021 824 1,021
-------- -------- -------- --------
Average common share and common
share equivalents 30,564 30,604 30,549 30,613
======== ======== ======== ========
Net earnings for the period $ 17,413 $ 10,626 $ 49,044 $ 33,036
======== ======== ======== ========
Net earnings per share of common stock $0.57 $0.35 $1.61 $1.08
======== ======== ======== ========
<PAGE>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AND CONSOLIDATED STATEMENT OF EARNINGS FOR
PERIOD ENDING 12/26/94 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1995
<PERIOD-START> APR-1-1994
<PERIOD-END> DEC-26-1994
<CASH> 34,377
<SECURITIES> 0
<RECEIVABLES> 146,379
<ALLOWANCES> 6,175
<INVENTORY> 115,190
<CURRENT-ASSETS> 311,623
<PP&E> 369,338
<DEPRECIATION> 204,162
<TOTAL-ASSETS> 553,938
<CURRENT-LIABILITIES> 150,170
<BONDS> 68,147
<COMMON> 18,964
0
0
<OTHER-SE> 274,849
<TOTAL-LIABILITY-AND-EQUITY> 553,938
<SALES> 670,701
<TOTAL-REVENUES> 670,701
<CGS> 476,703
<TOTAL-COSTS> 476,703
<OTHER-EXPENSES> 0
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<INCOME-PRETAX> 78,511
<INCOME-TAX> 29,467
<INCOME-CONTINUING> 49,044
<DISCONTINUED> 0
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<NET-INCOME> 49,044
<EPS-PRIMARY> 1.61
<EPS-DILUTED> 1.61
</TABLE>
