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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) April 22, 1998
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PARK-OHIO INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Ohio 0-3134 34-6520107
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
23000 Euclid Avenue
Cleveland, Ohio 44117
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (216) 692-7200
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ITEM 5. OTHER EVENTS
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On April 22, 1998, the Company issued a press release announcing the
results of the first quarter of 1998. A copy of the press release is attached
as Exhibit 99.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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1. (c) Exhibits
99 Press Release of Park-Ohio Industries, Inc.
dated April 22, 1998.
SIGNATURES
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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.
Dated: April 23, 1998 PARK-OHIO INDUSTRIES, INC.
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(Registrant)
By: /s/ James S. Walker
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Name: James S. Walker
Title: Vice President and Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Exhibit
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99 Press Release of Park-Ohio Industries, Inc.
dated April 22, 1998.
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Exhibit 99
[LOGO]
PARK-OHIO
FOR IMMEDIATE RELEASE CONTACT: EDWARD F. CRAWFORD
PARK-OHIO INDUSTRIES, INC.
(216) 692-7200
PARK-OHIO REPORTS RECORD RESULTS FOR 1998 FIRST QUARTER
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Sales up 46 percent
Net Income up 28 percent
Earnings per share up 30 percent
CLEVELAND, OHIO, April 22, 1998 -- Park-Ohio Industries, Inc. (NASDAQ:PKOH)
today announced results for the first quarter ended March 31, 1998.
Park-Ohio reported 1998 first quarter sales of $136,503,000 and net income
for the quarter of $2,874,000 or $.26 a share on a diluted basis reflecting the
application of FASB 128. For the same period in 1997, sales were $93,806,000 and
net income was $2,242,000 or $0.20 a share on a diluted basis.
Edward F. Crawford, Chairman and Chief Executive Officer, stated "We are
pleased with the contribution made by all our business groups to the increase in
net income, especially in light of the increased interest costs resulting from
the issuance of the 9 1/4% senior subordinated notes due 2007. We continue to
seek accretive acquisition candidates, particularly for our Integrated Logistics
segment. The previously announced Direct Fastener acquisition has been
completed, and we are currently in the due diligence stage with respect to
several targets."
Park-Ohio also announced that it would be seeking shareholder approval for
the creation of a holding company at its annual shareholders meeting scheduled
for May 28, 1998. The Company believes the holding company will provide the
company with greater strategic and financial flexibility.
Park-Ohio, headquartered in Cleveland, Ohio, is a diversified logistics and
manufacturing company and its stock is traded on the NASDAQ National Market.
23000 EUCLID AVENUE * CLEVELAND, OHIO 44117 * 216-692-7200/ FAX 216-692-7174
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CONSOLIDATED CONDENSED BALANCE SHEETS
PARK-OHIO INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
March 31 December 31 March 31
1998 1997 1997
(Unaudited) (Unaudited) (Unaudited)
----------- ---------- -----------
(In Thousands)
ASSETS
<S> <C> <C> <C>
Current Assets
Cash and cash equivalents $ 783 $ 1,814 $ 1,681
Accounts receivable, net 96,134 86,787 64,998
Inventories 147,376 129,512 85,742
Deferred taxes 3,240 3,240 3,000
Other current assets 4,359 5,075 7,334
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Total Current Assets 251,892 226,428 162,755
Property, Plant and Equipment 140,783 132,864 113,388
Less accumulated depreciation 63,146 59,795 54,848
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77,637 73,069 58,540
Other Assets
Excess purchase price over net
assets acquired 71,109 68,996 44,209
Deferred taxes 12,960 12,960 14,100
Other 32,232 31,656 20,673
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116,301 113,612 78,982
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$445,830 $413,109 $300,277
======== ======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Trade accounts payable $ 48,965 $ 49,470 $ 31,122
Accrued expenses 38,220 27,466 19,398
Current portion of long-term liabilities 2,222 2,223 6,936
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Total Current Liabilities 89,407 79,159 57,456
Long-Term Liabilities, less current portion
Long-term debt 189,709 172,283 67,794
Other postretirement benefits 27,215 27,537 28,055
Other 4,460 4,295 4,787
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221,384 204,115 100,636
Convertible Senior Subordinated Debentures 0 0 22,235
Shareholders' Equity 135,039 129,835 119,950
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$445,830 $413,109 $300,277
======== ======== ========
</TABLE>
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CONSOLIDATED CONDENSED STATEMENTS OF INCOME (UNAUDITED)
PARK-OHIO INDUSTRIES, INC. AND SUBSIDIARIES
(In Thousands, Except per Share Data)
Three Months Ended
March 31
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1998 1997
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Net sales $136,503 $93,806
Gross profit 23,332 15,043
Income before income taxes 5,043 3,558
Income taxes 2,169 1,316
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Net income $ 2,874 $ 2,242
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Earnings per share:
Basic $ 0.26 $ 0.21
Diluted 0.26 0.20
Common shares used in the computation
Basic 10,996 10,666
Diluted 11,246 12,124
Other Financial Data:
EBITDA $ 12,926 $ 7,429
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Note A--On August 1, 1997, the Company acquired substantially all of the shares
of Arden Industrial Products, Inc. ("Arden") for cash of approximately $44
million. The transaction has been accounted for as a purchase. Arden is
a national distributor of specialty and standard fasteners to the industrial
market.
