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): 9-25-97
AMERON INTERNATIONAL CORPORATION
(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 (626) 683-4000
Item 5 Other Events.
The attached announcement was released to the news media on
September 25, 1997.
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 INTERNATIONAL CORPORATION
Date: September 25, 1997 By: /s/ Javier Solis
Javier Solis
Senior Vice President and
Secretary
September 25, 1997
For immediate release:
Budget National and Analyst Wire
Contacts:
Gary Wagner, Senior Vice President, Chief Financial Officer,
and Dan Stracner, Vice President, Public Affairs: 626/683-4000
Ameron International reports strong third-quarter sales and earnings
Pasadena, Calif.-Ameron International Corporation (NYSE: AMN) today
reported strong earnings of $1.72 per share on sales of $146 million for
its third quarter, which ended Aug. 31, compared to $1.50 per share on
sales of $134 million for the similar period in 1996. Year-to-date
earnings were $3.25 per share on sales of $386 million, a significant
improvement over $2.71 per share on sales of $366 million for the same
period last year. These earnings represent an 18% year-over-year increase
in net income for the quarter and a 23% increase for the nine months.
James S. Marlen, Ameron chairman, president and chief executive
officer, attributed the improved performance primarily to the third
straight quarter of higher sales and earnings from the company's
worldwide protective coatings business. Coatings sales volume in the United
States and Europe continued at record high levels both for the quarter and
nine months, due in large part to Ameron's acquisition of the Devoe marine
coatings business in October 1996 and the Valspar maintenance coatings
business in March 1997. "We're pleased that this sales increase came not
only from our acquisitions, but also from our core Ameron coatings
business, which has experienced considerable growth in offshore and
industrial maintenance markets around the world," Marlen said.
Ameron's worldwide fiberglass pipe business continued to report
improved earnings for the year to date. Another recent acquisition, Centron
International, made a strong contribution. A leading supplier to the global
oilfield, Centron has made major inroads into growing South American
markets in 1997 and also has strengthened Ameron's position in traditional
markets. During the quarter, Ameron consolidated two domestic fiberglass
pipe plants into one manufacturing facility, closing a smaller plant in
South Carolina and relocating its equipment to a larger existing plant in
Texas. "This consolidation has improved our operating efficiencies and
reduced costs associated with several of our major product lines," Marlen
said. Ameron will soon complete construction of a new manufacturing
facility in Malaysia to take advantage of the growing demand for fiberglass
pipe in Asian markets, currently supported by Ameron's operation in
Singapore.
As reported earlier, Ameron's concrete and steel pipe business in the
western United States had a slow start in fiscal 1997 because of weather-
related and customer-requested delays that affected delivery timing and
impacted the first half. However, conversion of a strong backlog into sales
continued accelerating in the third quarter, and operating results improved
significantly.
Although the construction products business in Hawaii remained
profitable, sales and earnings for the quarter and year-to-date were lower
because of the ongoing depressed economic situation in the construction
sector in the Islands. Management has completed a major reorganization,
including a 20 percent reduction in salaried staff, to keep costs in line
with expected revenues.
Three of Ameron's joint ventures had good operational results for the
quarter and nine months: Tamco, a steel mini-mill in Southern California;
Bondstrand, Ltd., a fiberglass pipe manufacturer in Saudi Arabia; and
Gifford-Hill-American, a concrete pipe manufacturer in Texas. "We recently
appointed a new CEO and CFO at Tamco, and we expect them to help energize
that company to take advantage of a healthy market," Marlen said.
"Bondstrand, Ltd. also has a new CEO with extensive experience in the
worldwide fiberglass pipe field."
"Overall, we're pleased with the progress our company has made," Marlen
said. "We've been working to upgrade our product lines and to improve the
balance of Ameron's business mix. We're achieving our main strategic goal
of delivering consistent earnings growth."
Ameron International Corporation is a multinational manufacturer of
highly engineered products for the construction, industrial, chemical and
energy markets. The company operates businesses in North America, Latin
America, Europe and Asia. Ameron is a leading producer of fiberglass,
concrete and steel pipe systems; high-performance coatings; and other
specialized construction products.
Ameron International Corporation
Consolidated Statements of Income
Third Quarter Ended August 31,
(in thousands except share and per share data)
1997 1996
--------- ---------
Sales $146,323 $133,622
Cost of Sales 107,833 97,402
--------- ---------
Gross Profit 38,490 36,220
Selling, General
and Administrative Expenses 27,375 26,274
--------- ---------
Operating Profit 11,115 9,946
Royalty, Equity and
Other Income 3,128 1,590
--------- ---------
Income before Interest
and Income Taxes 14,243 11,536
Interest, net 3,396 2,349
--------- ---------
Income before Income Taxes 10,847 9,187
Income Taxes 3,797 3,215
--------- ---------
Net Income $ 7,050 $ 5,972
========= =========
Per Share (based on average of
4,082,831 shares in 1997 and
3,977,481 shares in 1996):
Net Income $ 1.72 $ 1.50
========= =========
Cash Dividends Paid $ .32 $ .32
========= =========
Ameron International Corporation
Consolidated Statements of Income
Nine Months Ended August 31,
(in thousands except share and per share data)
1997 1996
--------- ---------
Sales $386,109 $366,006
Cost of Sales 284,728 273,571
--------- ---------
Gross Profit 101,381 92,435
Selling, General
and Administrative Expenses 80,107 73,723
--------- ---------
Operating Profit 21,274 18,712
Royalty, Equity and
Other Income 8,073 5,694
--------- ---------
Income before Interest
and Income Taxes 29,347 24,406
Interest, net 8,950 7,796
--------- ---------
Income before Income Taxes 20,397 16,610
Income Taxes 7,139 5,813
--------- ---------
Net Income $ 13,258 $ 10,797
========= =========
Per Share (based on average
of 4,082,831 shares in 1997 and
3,977,481 shares in 1996):
Net Income $ 3.25 $ 2.71
========= =========
Cash Dividends Paid $ .96 $ .96
========= =========
Ameron International Corporation
Consolidated Statements of Cashflow
Nine Months Ended August 31,
(in thousands)
1997 1996
--------- ---------
Operating Activities
Net Income $ 13,258 $ 10,797
Adjustments to reconcile
net income to net cash 13,614 12,599
Changes in operating assets
and liabilities (43,505) 7,577
--------- ---------
Cash Provided (Used) By
Operations (16,633) 30,973
Investing Activities
Proceeds from sale of assets 532 987
Additions to property, plant
and equipment,
and Acquisitions (17,607) (19,700)
Other, net (2,277) (1,959)
--------- ---------
Cash used by investing
activities (19,352) (20,672)
Financing Activities
Short and long-term
borrowings, net 44,076 30,080
Dividends on common stock (3,843) (3,802)
Other, net 667 88
--------- ---------
Cash provided by
financing activities 40,900 26,366
Effect of exchange rate
changes on cash (794) (150)
--------- ---------
Net change in cash $ 4,121 $ 36,517
========= =========
Ameron International Corporation
Consolidated Balance Sheets
(in thousands)
August 31, November 30,
1997 1996
--------- ---------
ASSETS
Current Assets
Cash and equivalents $ 22,502 $ 18,381
Receivables, net 112,336 105,534
Inventories 106,683 84,971
Other 14,880 14,737
--------- ---------
Total current assets 256,401 223,623
Investments and Advances -
Affiliated Companies 34,129 33,722
Property, Plant and Equipment,
net 126,430 125,687
Other Assets 30,059 28,634
--------- ---------
Total Assets $447,019 $411,666
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term borrowings $ 1,368 $ 1,242
Current portion of
long-term debt 17,639 17,753
Trade payables 31,346 36,715
Accrued liabilities and other 43,887 46,055
--------- ---------
Total current liabilities 94,240 101,765
Long-Term Debt, less
current portion 154,407 112,598
Other Liabilities 50,142 52,505
--------- ---------
Total Liabilities 298,789 266,868
Stockholders' Equity
Common stock 12,944 12,895
Additional paid-in capital 16,830 16,212
Retained earnings 166,736 157,321
Cumulative translation
adjustments (5,501) 1,149
Treasury stock (42,779) (42,779)
--------- ---------
Total Stockholders' Equity 148,230 144,798
--------- ---------
Total Liabilities and
Stockholders' Equity $447,019 $411,666
========= =========