<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Mark One
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED MAY 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
COMMISSION FILE NO. 1-11288
APPLIED POWER INC.
(Exact name of Registrant as specified in its charter)
<TABLE>
<S> <C>
WISCONSIN 39-0168610
--------- ----------
(State of incorporation) (I.R.S. Employer Id. No.)
</TABLE>
13000 WEST SILVER SPRING DRIVE
BUTLER, WISCONSIN 53007
MAILING ADDRESS: P. O. BOX 325, MILWAUKEE, WISCONSIN 53201
(Address of principal executive offices) (Zip Code)
(414) 781-6600
(Registrant's telephone number)
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 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
------- -------
Number of outstanding shares of Class A Common Stock: 13,350,607 as of
June 30, 1995.
The Index to Exhibits appears on Page 13.
1
<PAGE> 2
APPLIED POWER INC.
INDEX
<TABLE>
<CAPTION>
Page No.
---------
<S> <C>
PART I - FINANCIAL INFORMATION
- ------------------------------
Item 1 - Unaudited Condensed Consolidated Financial Statements
Condensed Consolidated Statement of Earnings -
Three and Nine Months Ended
May 31, 1995 and 1994 3
Condensed Consolidated Balance Sheet -
May 31, 1995 and August 31, 1994 4
Condensed Consolidated Statement of Cash Flows -
Nine Months Ended May 31, 1995 and 1994 5
Notes to Condensed Consolidated Financial Statements 6
Item 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations 8
PART II - OTHER INFORMATION
- ---------------------------
Item 6 - Exhibits and Reports on Form 8-K 11
SIGNATURE 12
- ---------
12
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
APPLIED POWER INC.
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
May 31, May 31,
--------------------- ---------------------
1995 1994 1995 1994
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Sales $139,353 $111,328 $389,653 $316,801
Cost of Products Sold 85,717 68,796 240,553 198,004
-------- -------- -------- --------
Gross Profit 53,636 42,532 149,100 118,797
Engineering, Selling and Administrative Expenses 39,378 30,338 110,199 89,139
-------- -------- -------- --------
Operating Earnings from Continuing Operations 14,258 12,194 38,901 29,658
Other Expense (Income)
Net interest expense 2,508 2,959 8,162 8,478
Amortization of intangible assets 611 1,235 2,656 3,770
Other - net 236 95 1,650 246
-------- -------- -------- --------
Earnings from Continuing Operations Before
Income Tax Expense 10,903 7,905 26,433 17,164
Income Tax Expense 3,598 2,562 9,049 5,596
-------- -------- -------- --------
Earnings from Continuing Operations 7,305 5,343 17,384 11,568
Discontinued Operations, net of income taxes
Earnings from operations previously
credited to reserve for estimated loss
on disposition - - - (348)
Extraordinary Loss from Early Extinguishment
of Debt, net of income taxes of $2,423 - - (4,920) -
-------- -------- -------- --------
Net Earnings $ 7,305 $ 5,343 $ 12,464 $ 11,220
======== ======== ======== ========
Earnings (Loss) Per Share
Continuing Operations $ 0.53 $ 0.40 $ 1.27 $ 0.87
Discontinued Operations - - - (0.03)
Extraordinary Charge - - (0.36) -
-------- -------- -------- --------
Net Earnings Per Share $ 0.53 $ 0.40 $ 0.91 $ 0.85
======== ======== ======== ========
Weighted Average Shares Outstanding (In Thousands) 13,764 13,375 13,685 13,233
======== ======== ======== ========
Cash dividends paid per share $ 0.03 $ 0.03 $ 0.09 $ 0.09
======== ======== ======== ========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements
3
<PAGE> 4
APPLIED POWER INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNT)
<TABLE>
<CAPTION>
May 31, August 31,
1995 1994
----------- ----------
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 3,243 $ 1,907
Net accounts receivable 71,958 64,259
Net inventories 103,483 94,949
Prepaid expenses 12,075 13,694
-------- --------
Total Current Assets 190,759 174,809
Other Assets 7,208 6,390
Goodwill 55,537 56,708
Other Intangibles 10,691 11,750
Net Property, Plant and Equipment 67,061 67,745
-------- --------
Total Assets $331,256 $317,402
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Short-term borrowings $ 20,040 $ 14,707
Trade accounts payable 37,082 35,219
Accrued compensation and benefits 18,622 16,335
Income taxes payable 4,687 8,190
Current maturities of long-term debt 38,991 10,792
Other current liabilities 18,289 16,722
-------- --------
Total Current Liabilities 137,711 101,965
Long-Term Debt, less current maturities 40,350 77,956
Deferred Income Taxes 15,105 16,768
Other Deferred Liabilities 14,645 13,402
Shareholders' Equity
Common stock, $.20 par value, authorized
40,000,000 shares, issued and
outstanding 13,317,057 and 13,152,454
shares, respectively 2,693 2,630
Additional paid-in capital 26,255 23,648
Retained earnings 87,072 75,802
Cumulative translation adjustments 7,425 5,231
-------- --------
Total Shareholders' Equity 123,445 107,311
-------- --------
Total Liabilities and Shareholders' Equity $331,256 $317,402
======== ========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements
4
<PAGE> 5
APPLIED POWER INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(DOLLARS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended May 31,
--------------------------
1995 1994
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES
- --------------------
Net Earnings From Continuing Operations $ 12,464 $ 11,568
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Non-cash charge - Extraordinary loss on debt extinguishment 4,920 -
Depreciation and amortization 13,749 14,733
Provision for deferred taxes (1,663) (2,294)
Changes in operating assets and liabilities,
excluding the effects of business acquisitions and disposals:
Accounts receivable (8,913) (8,846)
Inventories (6,525) (7,085)
Prepaid expenses and other assets 160 1,530
Trade accounts payable 1,011 3,504
Other liabilities 3,806 1,347
Income taxes payable (3,888) 68
-------- --------
Net Cash Provided by Operating Activities 15,121 14,525
INVESTING ACTIVITIES
- --------------------
Proceeds on the sale of property, plant and equipment 595 449
Additions to property, plant and equipment (10,618) (9,068)
Cash used for business acquisitions (699) (2,446)
Other 151 97
-------- --------
Net Cash Used in Investing Activities (10,571) (10,968)
FINANCING ACTIVITIES
- --------------------
Extinguisment of private placement debt (64,350) -
Make-whole provision - extinguishment (3,960) -
Net borrowings (repayments) under credit agreements 58,356 (8,801)
Net borrowings (repayments) on short-term credit facilities 5,733 (4,976)
Net commercial paper (repayments) borrowings (5,691) 4,969
Addition to accounts receivable financed 5,000 -
Dividends paid on common stock (1,194) (1,174)
Stock options exercised 2,670 1,047
-------- --------
Net Cash Used in Financing Activities (3,436) (8,935)
Effect of Exchange Rate Changes on Cash 222 38
-------- --------
Net Cash Provided By (Used in) Continuing Operations 1,336 (5,340)
DISCONTINUED OPERATIONS ACTIVITIES
- ----------------------------------
Proceeds from sale of Datafile - 6,222
Other - 663
-------- --------
Net Cash Provided by Discontinued Operations - 6,885
-------- --------
Net Increase in Cash and Cash Equivalents 1,336 1,545
Cash and Cash Equivalents - Beginning of Period 1,907 1,320
-------- --------
Cash and Cash Equivalents - End of Period $ 3,243 $ 2,865
======== ========
</TABLE>
See accompaning Notes to Condensed Consolidated Financial Statements
5
<PAGE> 6
APPLIED POWER INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements of
Applied Power Inc. (the "Company") have been prepared in accordance with
generally accepted accounting principles for interim financial reporting and
with the instructions of Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
For additional information, refer to the consolidated financial statements and
footnotes thereto in the Company's 1994 Annual Report on Form 10-K.
In the opinion of management, all adjustments considered necessary for a fair
presentation have been made. Such adjustments consist of only those of a
recurring nature, other than the extraordinary charge discussed in Note D -
"Extraordinary Charge" and the foreign currency exchange loss discussed in Note
E - "Foreign Currency Exchange Loss". Operating results for the three and nine
months ended May 31, 1995 are not necessarily indicative of the results that
may be expected for the fiscal year ending August 31, 1995.
NOTE B - DISCONTINUED OPERATIONS
The Company completed the sale of certain assets of Wright Line's Datafile
business in October, 1993. A short time later, Wright Line sold its Tapeseal
product line to a third party. In the second quarter of fiscal 1994, the
Company announced its decision to retain the remaining Wright Line business,
which had been included in discontinued operations since the third quarter of
1992. For further information, refer to Note B - "Discontinued Operations" in
Notes to Consolidated Financial Statements in the Company's 1994 Annual Report
on Form 10-K.
NOTE C - ACQUISITIONS
On September 2, 1994, the Company acquired the assets of its master distributor
in Brazil for $699 in cash (the "Brazil Acquisition"). Approximately $365 of
the purchase price was assigned to goodwill. The operating results of the new
entity, subsequent to its acquisition, are included in the Condensed
Consolidated Statement of Earnings.
On March 21, 1994, the Company increased its ownership interest in Applied
Power Korea from approximately 50% to 90%. Cash of $912 was used in the
acquisition which generated goodwill of $572. The results of operations of
this subsidiary have historically been included in the Condensed Consolidated
Statement of Earnings.
Effective October 1, 1993, the Company completed the acquisition of certain
assets of Palmer Industries, Inc. ("Palmer") for approximately $1,534 in cash
and a $350 note. Approximately $490 of the purchase price was assigned to
goodwill. Palmer, based in Alexandria, Minnesota, is a leading manufacturer of
plastic and metal staples, fasteners and straps. The operating results of
Palmer subsequent to October 1, 1993 are included in the Condensed Consolidated
Statement of Earnings.
NOTE D - EXTRAORDINARY CHARGE
During the quarter ended February 28, 1995, the Company recorded an
extraordinary loss of $4,920 ($.36 per share) in anticipation of the March 30,
1995 extinguishment of $64,350 of 9.92% Senior Unsecured Notes. The pre-tax
extraordinary loss of $7,343 is comprised of an estimated make whole provision
of $4,050, costs associated with the cancellation of underlying interest rate
swap agreements of $3,047, and the write-off of deferred finance costs of $246.
The funds used to retire the debt and pay the make whole obligation were
obtained from new borrowings under a temporary $40,000 expansion of an existing
revolving credit facility. The new borrowings are subject to the same terms,
rates and covenants as the existing $40,000 multicurrency revolver, except that
the new $40,000 credit expansion expires August 31, 1995. In conjunction with
the refinancing, the Company entered into interest rate caps on a notional
$60,000 in borrowings that limits the maximum applicable base rate (three month
LIBOR) to 8.0%. Currently the Company incurs interest at .3% - .45% above three
month LIBOR. The interest rate caps expire in
6
<PAGE> 7
March, 1997. The Company anticipates securing permanent financing prior to the
end of the current fiscal year, August 31, 1995.
NOTE E - FOREIGN CURRENCY EXCHANGE LOSS
Earnings from continuing operations for the three and nine months ended May 31,
1995 include a $1.3 million foreign currency exchange loss ($.06 per share,
after tax) for the devaluation of the Mexican peso. Applied Power S.A. de
C.V., the Company's Mexican subsidiary, had certain U.S. dollar denominated
liabilities which were impacted by the devaluation. During the second quarter,
the Company restructured various financial obligations of its Mexican
subsidiary to reduce the earnings impact of any potential further devaluation
of the peso.
NOTE F - SUBSEQUENT EVENT
The Company acquired all of the outstanding stock of New England Controls, Inc.
("NECON") on June 28, 1995 for approximately $2.1 million in cash. NECON, based
in Milford, Connecticut, is a manufacturer of electrical switches.
7
<PAGE> 8
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
RESULTS OF OPERATIONS
The Company reported record sales and earnings for the quarter ended May 31,
1995. Earnings from continuing operations before extraordinary charges were
$7,305, or $.53 per share, compared to $5,343, or $.40 per share, recorded in
the comparable prior year period. For the first nine months of fiscal 1995,
earnings from continuing operations before extraordinary charges were $17,384,
or $1.27 per share, a 50% improvement over the comparable prior year earnings of
$11,568, or $.87 per share.
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
SALES BY SEGMENT Three Months Ended Nine Months Ended
- -------------------------------------------------------------------------------------------------------------
May 31, May 31,
- -------------------------------------------------------------------------------------------------------------
1995 1994 CHANGE 1995 1994 CHANGE
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Distributed Products Group $69,257 $55,960 24% $194,109 $162,245 20%
Engineered Solutions Group 52,555 43,815 20% 144,832 119,093 22%
Wright Line 17,541 11,553 52% 50,712 35,463 43%
- -------------------------------------------------------------------------------------------------------------
Total $139,353 $111,328 25% $389,653 $316,801 23%
=============================================================================================================
</TABLE>
Third quarter sales were the strongest of the fiscal year, with a 25% increase
over the comparable period last year. Geographically, all regions exhibited
strong double-digit sales growth rates, including Japan. Sales from the
Distributed Products Group, which consists of Enerpac and GB Electrical,
increased 24% and 20% for the three and nine month periods ended May 31, 1995,
respectively. Excluding the impact of favorable foreign currency translation
due to the weaker U.S. dollar, Distributed Products Group sales increased 19%
and 16% for the three and nine month periods. This sales growth results from
stronger worldwide economies, new product introductions, the impact of the
Brazil Acquisition, and continued geographic expansion into developing markets.
The Engineered Solutions Group, consisting of Barry Controls, Power-Packer and
APITECH, reported third quarter and year-to-date sales gains of 20% and 22% over
the comparable prior year periods. Excluding the impact of favorable foreign
currency translation, sales increased 13% and 16% for the three and nine month
periods. Strong European cab-tilt and convertible top system sales by
Power-Packer, as well as overall improvement in the North American and European
transportation and industrial markets were the key contributors.
Wright Line's sales increased 52% in the third quarter, bringing its
year-to-date sales growth to 43% over the first nine months of fiscal 1994. The
growth was primarily due to the strength of its product offering and
distribution effectiveness into the fast growing local area computer network
market with its LAN Management System. Also contributing were new products,
including the Addendum laboratory furniture and MediaLinx product lines.
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------
GROSS PROFIT BY SEGMENT Three Months Ended Nine Months Ended
- -------------------------------------------------------------------------------------------------------------
May 31, May 31,
- -------------------------------------------------------------------------------------------------------------
1995 1994 CHANGE 1995 1994 CHANGE
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Distributed Products Group $29,790 $24,732 20% $82,516 $71,194 16%
Engineered Solutions Group 15,221 12,259 24% 41,505 32,935 26%
Wright Line 8,625 5,541 56% 25,079 14,668 71%
- -------------------------------------------------------------------------------------------------------------
Total $53,636 $42,532 26% $149,100 $118,797 26%
=============================================================================================================
</TABLE>
Gross profit increased 26% over the prior year for both the three and nine month
periods ending May 31, 1995, attributable to the corresponding increases in
sales volume. Favorable manufacturing efficiencies, volume and product mix at
Wright Line and within the Engineered Solutions Group were partially offset by
the impact of unfavorable product mix within the Distributed Products Group
businesses. The overall impact is an increase in the Company's nine month gross
profit percentage from 37.5% to 38.3%.
8
<PAGE> 9
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------
OPERATING EXPENSES Three Months Ended Nine Months Ended
- -------------------------------------------------------------------------------------------
May 31, May 31,
- -------------------------------------------------------------------------------------------
1995 1994 CHANGE 1995 1994 CHANGE
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Engineering $ 4,223 $ 3,727 13% $ 11,828 $ 9,993 18%
Selling & Marketing 23,054 17,754 30% 65,050 52,871 23%
Administration 12,101 8,857 37% 33,321 26,275 27%
- -------------------------------------------------------------------------------------------
Total $39,378 $30,338 30% $110,199 $89,139 24%
===========================================================================================
</TABLE>
Third quarter and year-to-date operating expenses were 30% and 24% higher than
that reported in the comparable prior year periods, respectively.
Approximately $1,615 and $3,108 of the three and nine month increases,
respectively, were attributable to foreign currency translation. Engineering
expenses for the first nine months of the current fiscal year were 18% higher
than the prior year, reflecting increased new product development expenditures,
mostly within the Engineered Solutions Group. The increase in selling and
marketing expense was primarily sales volume driven, consisting of incremental
commissions, advertising and general selling costs. Administration expense
increased due to additional employee benefit, legal, information technology and
geographic expansion expenditures. The Company continued selective personnel
reductions in Enerpac's European operations, and transferred the Vlier business
unit to the Barry Controls facility in Brighton, Massachusetts. Related costs
in the third quarter of Fiscal 1995 totaled $1.6 million, $1.1 million of which
was included in administration expense. Operating expenses have remained at
approximately 28% of sales during the comparative nine months periods.
Interest expense for the three and nine months ended May 31, 1995 was lower
than the comparative prior year periods as a result of lower interest rates,
resulting from the refinancing (see Liquidity and Capital Resources) and lower
outstanding indebtedness.
Amortization expense for the three and nine month periods ended May 31, 1995
was significantly less than the prior year due to certain GB Electrical
intangible assets becoming fully amortized during the second quarter of fiscal
1995.
The Company recognized a $1,331 foreign currency loss in the second quarter of
fiscal 1995 attributable to the devaluation of the Mexican peso. The Company's
Mexican subsidiary had certain U.S. dollar denominated liabilities which were
impacted by the devaluation. The resulting loss is included in "Other - net"
in the accompanying Condensed Consolidated Statement of Earnings. The Company
restructured various financial obligations of its Mexican subsidiary to reduce
the earnings impact of any potential further devaluation of the peso.
Included under the caption "Discontinued Operations, net of income taxes" in
the Condensed Consolidated Statement of Earnings for the nine months ended
May 31, 1994 are the earnings of the retained Wright Line operations for the
first quarter of fiscal 1994, which had previously been credited to the
discontinued operations reserve. For further information, see Note B -
"Discontinued Operations" in Notes to Condensed Consolidated Financial
Statements.
The Company recorded an extraordinary loss of $4,920 ($.36 per share) in
February, 1995 in anticipation of the March 30, 1995 extinguishment of $64,350
of 9.92% Senior Unsecured Notes. The pre-tax extraordinary loss of $7,343 is
comprised of an estimated make whole provision of $4,050, costs associated with
the cancellation of the underlying interest rate swap agreements of $3,047, and
the write-off of deferred finance costs of $246. The refinancing will provide
the Company with more flexibility as to repayment and geographic placement of
debt, as well as lower interest costs.
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents totaled $3,243 at May 31, 1995 and $1,907 at
August 31, 1994. In order to minimize interest expense, the Company
intentionally maintains low cash balances by using available cash to reduce
short-term bank borrowings.
Cash generated from operations, after considering non-cash items and changes in
operating assets and liabilities, totaled $15,121 and $14,525 for the three
month periods ended May 31, 1995 and 1994, respectively. Approximately $29,470
of cash was generated from earnings and non-cash charges during the nine months
ended
9
<PAGE> 10
May 31, 1995, which was reduced by $15,438 of increases in inventory and
receivables attributable to business expansion.
Capital expenditures totaled $10,618 and $9,068 for the nine month periods
ended May 31, 1995 and 1994, respectively. In June, 1995, Wright Line began
construction of an addition to its facility in Worcester, Massachusetts which
will house a new paint line system. Estimated costs are slightly over $4.0
million for this project, which is expected to be completed by January 1, 1996.
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
TOTAL CAPITALIZATION May 31, 1995 August 31, 1994
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Shareholders' Equity $123,445 52% $107,311 47%
Total Debt 99,381 42% 103,455 46%
Deferred Income Taxes 15,105 6% 16,768 7%
- --------------------------------------------------------------------------------
Total $237,931 100% $227,534 100%
================================================================================
</TABLE>
During the nine months ended May 31, 1995, total debt decreased by $4,074, due
in part to cash generated from the sale of an additional $5,000 of accounts
receivable under the Company's accounts receivable financing program. Debt as
a percentage of total capitalization declined to 42% at the end of the quarter,
compared to 46% at the beginning of the current fiscal year. Dividends of
$1,194 were paid, while the exercise of stock options generated an additional
$2,670 of cash.
The Company extinguished all $64,350 of its 9.92% Senior Unsecured Notes on
March 30, 1995. The funds used to retire the $64,350 of debt and disburse make
whole payments totaling approximately $3,960 were obtained from new borrowings
under a temporary $40,000 expansion of the Company's existing $40,000
multicurrency revolving credit agreement. The new borrowings are subject to
the same terms, rates and covenants as the existing $40,000 multicurrency
revolver, except that the new $40,000 credit expansion expires August 31, 1995.
The Company expects to replace the temporary variable rate financing with a
permanent variable rate facility prior to August 31, 1995. In conjunction with
the refinancing, the Company entered into interest rate caps on a notional
$60,000 in borrowings that limits the maximum applicable base rate (three month
LIBOR) to 8.0%. Currently, the Company incurs interest at .3% - .45% above
three month LIBOR. The interest rate caps expire in March, 1997.
The Company anticipates that the funds generated from operations and available
under short-term credit lines will be adequate to meet operating, debt service
and capital expenditure requirements for the foreseeable future.
10
<PAGE> 11
PART II - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) See Index to Exhibits on page 13, which is incorporated herein by
reference.
(b) The Company filed a Current Report on Form 8-K dated March 3, 1995,
announcing the refinancing of all $64 million of its 9.92% Senior Unsecured
Notes on March 30, 1995, and the recognition of a foreign currency exchange
loss due to the recent devaluation of the Mexican peso.
11
<PAGE> 12
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.
APPLIED POWER INC.
------------------
(Registrant)
<TABLE>
<S> <C> <C>
Date: July 14, 1995 By: /s/Robert C. Arzbaecher
-----------------------
Robert C. Arzbaecher
Vice President and
Chief Financial Officer
(Principal Financial Officer
and duly authorized to sign
on behalf of the registrant)
</TABLE>
12
<PAGE> 13
APPLIED POWER INC.
INDEX TO EXHIBITS
FISCAL 1995 THIRD QUARTER 10-Q
<TABLE>
<CAPTION>
Exhibit
Number Description Page No.
- ------- -------------------------------------------- --------
<S> <C> <C>
11 Computation of Earnings Per Share 14
27 Financial Data Schedule 15
</TABLE>
13
<PAGE> 1
Exhibit 11
APPLIED POWER INC.
COMPUTATION OF EARNINGS PER SHARE
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
May 31, May 31,
-------------------- --------------------
1995 1994 1995 1994
------- ------- ------- -------
<S> <C> <C> <C> <C>
PRIMARY:
Average shares outstanding 13,307 13,075 13,251 13,034
Net effect of dilutive options based
on the treasury stock method
using average market price 457 300 434 199
------- ------- ------- -------
Total 13,764 13,375 13,685 13,233
Net earnings (loss):
Continuing operations $ 7,305 $ 5,343 $17,384 $11,568
Discontinued operations - - - (348)
Extraordinary loss on debt extinguishment - - (4,920) -
------- ------- ------- -------
Net Earnings $ 7,305 $ 5,343 $12,464 $11,220
Primary earnings (loss) per share:
Continuing operations $ 0.53 $ 0.40 $ 1.27 $ 0.87
Discontinued operations - - - (0.03)
Extraordinary loss on debt extinguishment - - (0.36) -
------- ------- ------- -------
Net Earnings $ 0.53 $ 0.40 $ 0.91 $ 0.85
======= ======= ======= =======
FULLY DILUTED: (A)
Average shares outstanding 13,307 13,075 13,251 13,034
Net effect of dilutive options based
on the treasury stock method
using the greater of average
or period-end market price 461 300 485 269
------- ------- ------- -------
Total 13,768 13,375 13,736 13,303
Net earnings (loss):
Continuing operations $ 7,305 $ 5,343 $17,384 $11,568
Discontinued operations - - - (348)
Extraordinary loss on debt extinguishment - - (4,920) -
------- ------- ------- -------
Net Earnings $ 7,305 $ 5,343 $12,464 $11,220
Fully diluted earnings (loss) per share:
Continuing operations $ 0.53 $ 0.40 $ 1.27 $ 0.87
Discontinued operations - - - (0.03)
Extraordinary loss on debt extinguishment - - (0.36) -
------- ------- ------- -------
Net Earnings $ 0.53 $ 0.40 $ 0.91 $ 0.84
======= ======= ======= =======
</TABLE>
(A) Dilution of less than 3%; therefore not presented in Condensed
Consolidated Statement of Earnings.
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM APPLIED
POWER INC.'S FORM 10-Q FOR THE QUARTER ENDED MAY 31, 1995 AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1995
<PERIOD-START> SEP-01-1994
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<CASH> 3,243
<SECURITIES> 0
<RECEIVABLES> 69,392
<ALLOWANCES> 3,844
<INVENTORY> 103,483
<CURRENT-ASSETS> 190,759
<PP&E> 149,080
<DEPRECIATION> 82,019
<TOTAL-ASSETS> 331,256
<CURRENT-LIABILITIES> 137,711
<BONDS> 79,341
<COMMON> 2,693
0
0
<OTHER-SE> 120,752
<TOTAL-LIABILITY-AND-EQUITY> 331,256
<SALES> 389,653
<TOTAL-REVENUES> 389,653
<CGS> 240,553
<TOTAL-COSTS> 240,553
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 8,162
<INCOME-PRETAX> 26,433
<INCOME-TAX> 9,049
<INCOME-CONTINUING> 17,384
<DISCONTINUED> 0
<EXTRAORDINARY> (4,920)
<CHANGES> 0
<NET-INCOME> 12,464
<EPS-PRIMARY> 0.91
<EPS-DILUTED> 0.91
</TABLE>
