SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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): 09-26-95
AMERON, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-9102 77-0100596
(State or other jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
245 South Los Robles Ave., Pasadena, California 91101
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (818) 683-4000
Item 5 OTHER EVENTS
The attached announcement was released to the news media on
September 26, 1995.
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.
AMERON, INC.
Date: September 26, 1995 By: /s/ Javier Solis
Senior Vice President and
Secretary
AMERON, INC.
NEWS RELEASE
September 26, 1995
For immediate release
Contact: Gary Wagner, Senior Vice President,
Chief Financial Officer
PASADENA, Calif. - Ameron, Inc., (NYSE:AMN) today reported earnings of
$1.16 per share on sales of $137.4 million for its third quarter, which ended
Aug. 31, 1995. This compares favorably to earnings of $1.04 cents
per share on sales of $108.4 million for the same period in 1994.
Year-to-date results were $2.20 per share on sales of $354.0 million
compared to $1.86 per share on sales of $302.3 million the prior year.
"When we consider that last year's nine-month results included 46
cents of non-recurring income from the sale of a subsidiary in Colombia,
it is clear that the quality of earnings from ongoing operations has shown
substantive improvement," said James S. Marlen, Ameron chairman, president
and chief executive officer.
Marlen noted that several affiliated companies continued to pay cash
dividends in the third quarter of 1995. "Receipt of these dividends and
recognition of income are consistent with our more conservative
approach of recording equity income only to the extent that cash dividends
are anticipated," he said.
Ameron's concrete and steel pipe operations in the western states
reported significantly higher sales and income for both the quarter and
year to date, chiefly because of ongoing deliveries to the Los Vaqueros
project in Northern California, the largest pipe contract in Ameron
history. Work also continued on two other major pipelines in California.
Quarterly and nine-month sales and income were also up sharply for
Ameron's worldwide fiberglass pipe business. The improvement resulted
primarily from increased shipments to petroleum projects in Central Africa
and the Middle East from Ameron operations in The Netherlands. Growing
demand from refinery and marine markets in the Pacific Rim, served by
Ameron's Singapore operation, also contributed to the upswing. Domestic
sales and earnings were down for the quarter and year to date because
of lower demand from petroleum-related markets in the United States.
Third-quarter sales were about even for Ameron's worldwide protective
coatings business, but income was down considerably compared to last
year's record performance. A major factor in the shortfall was the continuing
effect of higher raw material costs that have impacted margins throughout
the coatings industry. Income from European operations declined
significantly due to escalating raw material prices and a continuing
shift in product mix caused by reduced shipments to North Africa. Overall
earnings were also much lower for the year to date. Third-quarter sales
for Ameron's new PSX line of patented "engineered siloxane" products were
strong, especially in England, where PSX coatings were chosen for a
major gas project.
Sales and income for Ameron's construction products business in Hawaii
were moderately higher for the quarter and nine months despite the
continuing economic slowdown in the Islands. The domestic pole products
business also posted improved sales and earnings for the quarter and year
to date.
<TABLE>
<CAPTION>
Consolidated Statements of Income
(in thousands except per share data) Three Months Ended Nine Months Ended
August 31 August 31
- -----------------------------------------------------------------------------------
1995 1994 1995 1994
- -----------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Sales $137,421 $108,376 $353,978 $302,318
Cost of Sales 103,990 82,012 267,379 225,785
-------- -------- -------- --------
Gross Profit 33,431 26,364 86,599 76,533
Selling, General and
Administrative Expenses 25,664 21,850 71,173 65,934
Other Income 543 4,189 2,615 8,489
-------- -------- -------- --------
Income before Interest and
Income Taxes 8,310 8,703 18,041 19,088
Interest, net 2,986 2,605 8,913 7,619
-------- -------- -------- --------
Income before Income Taxes 5,324 6,098 9,128 11,469
Provision for Income Taxes 1,873 2,440 3,195 4,588
-------- -------- -------- --------
Income of Consolidated
Companies 3,451 3,658 5,933 6,881
Equity in Earnings of Affiliated
Companies, net of taxes 1,126 414 2,761 414
-------- -------- -------- --------
Net Income $ 4,577 $ 4,072 $ 8,694 $ 7,295
======== ======== ======== ========
Per Share (based on average of
3,951,549 shares in 1995 and
3,922,854 shares in 1994)
Net Income $ 1.16 $ 1.04 $ 2.20 $ 1.86
======== ======== ======== =======
Cash Dividends Paid $ .32 $ .32 $ .96 $ .96
======== ======== ======== =======
</TABLE>
<TABLE>
<CAPTION>
Consolidated Balance Sheets
(in thousands)
August 31 Nov. 30
- ---------------------------------------------------------------------
1995 1994
- ---------------------------------------------------------------------
<S>
Assets
Current Assets <C> <C>
Cash and equivalents $ 8,360 $ 9,030
Receivables, net 115,018 97,519
Inventories 85,115 71,644
Other 9,112 9,898
---------- ---------
217,605 188,091
Investments and
Advances in
Affiliated Companies 37,149 37,315
Property, Plant and
Equipment, net 113,450 112,953
Other Assets 14,071 12,497
---------- ---------
Total Assets $ 382,275 $ 350,856
========== =========
Liabilities and Equity
Current Liabilities
Short-term borrowings $ 1,682 $ 2,931
Current portion of
long-term debt 5,758 9,674
Trade payables 33,259 25,507
Accrued liabilities and other 45,458 48,974
---------- ---------
86,157 87,086
Deferred Income Taxes,
Credits and Reserves 48,806 46,116
Long-Term Debt 116,416 92,847
Stockholders' Equity
Common stock 12,801 12,772
Additional paid
in capital 15,022 14,658
Retained earnings 144,494 139,586
Cumulative translation
adjustments 1,358 570
Treasury stock (42,779) (42,779)
---------- ---------
Total Stockholders' Equity 130,896 124,807
Total Liabilities and ---------- ---------
Stockholders' Equity $ 382,275 $ 350,856
========== ==========
</TABLE>
<TABLE>
<CAPTION>
Consolidated Statements of Cash Flows
(thousands) Nine Months Ended
August 31
- -----------------------------------------------------------------------------------
1995 1994
- -----------------------------------------------------------------------------------
<S>
Operating Activities <C> <C>
Net income $ 8,694 $ 7,295
Adjustments to reconcile
net income to net cash 14,246 11,567
Changes in operating assets
and liabilities (25,195) (17,783)
-------- --------
(2,255) 1,079
Investing Activities
Proceeds from sale of assets 427 2,793
Additions to property, plant and equipment (11.447) (8,695)
Other (1,857) (2,136)
-------- --------
(12,877) (8,038)
Financing Activities
Short and long-term borrowings, net 17,957 4,909
Dividends on common stock (3,786) (3,757)
Other 9 397
-------- --------
14,180 1,549
Effect of exchange rate changes on cash 282 346
-------- --------
Net change in cash $ (670) $(5,064)
======== =========
</TABLE>
