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): March 22, 2000
AMERON INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-9102 77-0100596
(State or other jurisdiction (Commission (IRS 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 March 22, 2000.
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: March 23, 2000 By: ----------------------------
Javier Solis
Senior Vice President and Secretary
N E W S R E L E A S E
March 22, 2000
Contacts:
James S. Marlen, Chairman, President and Chief Executive Officer
Gary Wagner, Senior Vice President, Chief Financial Officer
Telephone: 626-683-4000
AMERON INTERNATIONAL REPORTS STRONGER-
THAN-EXPECTED FIRST-QUARTER EARNINGS
PASADENA, Calif. Ameron International Corporation (NYSE: AMN)
today reported results for the first quarter ended February 29, 2000:
Earnings per diluted share totaled $.24 on sales of $121.4 million,
compared to earnings of $.25 per share on sales of $122.9 million for
the first quarter of fiscal 1999.
James Marlen, Ameron's Chairman, President and Chief Executive
Officer, stated, "We are pleased with Ameron's first-quarter results.
While flat compared to the same period in 1999, Ameron's performance
in the first quarter of 2000 exceeded our previous expectations
because of the strength of our Concrete & Steel Pipe and Construction
& Allied Products businesses, as well as the strong performance of
Ameron's joint venture, TAMCO."
Concrete & Steel Pipe had higher sales and profits in the first
quarter of 2000 because of favorable weather conditions and consistent
demand for pipe products. Construction & Allied Products had flat
sales, but profits declined because of a strike at one of Ameron's
operations in Hawaii. Ameron's pole business made up most of the
shortfall in Hawaii, benefiting from strong construction spending for
new housing and roadways.
The Coatings and Fiberglass-Composite Pipe businesses were
impacted by the prolonged lack of spending in a number of key markets,
such as offshore and marine. Both businesses reported lower sales and
profits in the first quarter of 2000, compared to the same period in
1999. Coatings was unprofitable in the first quarter, primarily
because of weak demand in Europe.
James Marlen stated, "Despite continued softness in Coatings and
Fiberglass-Composite Pipe markets, we were able to exceed
expectations. As we previously indicated, improvement by the Coatings
and Fiberglass-Composite Pipe businesses is not expected until the
second half of the year. Although orders for fiberglass pipe for use
in oil production have increased substantially, other anticipated
improvements are not expected until later in the year. We remain
optimistic that full-year results should exceed the record level of
1999."
Ameron International Corporation is a multinational manufacturer
of highly-engineered products and materials for the industrial,
chemical, oil and construction markets. Traded on the New York Stock
Exchange (AMN), Ameron is a leading producer of high-performance
coatings; fiberglass-composite piping; concrete and steel pipe systems
and specialized construction products. The Company operates
businesses in North America, South America, Europe, Australasia and
Asia. It also participates in several joint-venture companies in the
U.S., Saudi Arabia and Mexico.
Cautionary statement for purposes of the "Safe Harbor" provisions
of The Private Securities Litigation Reform Act of 1995: Any
statements in this report that refer to Ameron's estimated or
anticipated future results are forward-looking and reflect the
Company's current analysis of existing trends and information. Actual
results may differ from current expectations based on a number of
factors affecting Ameron's businesses, including competitive
conditions and changing market situations. Matters affecting the
economy generally, including the state of economies worldwide, can
affect Ameron's results. Forward-looking statements represent the
Company's judgment only as of the date of this report. Since actual
results could differ materially, the reader is cautioned not to rely
on these forward-looking statements. Moreover, Ameron disclaims any
intent or obligation to update these forward-looking statements.
Ameron International Corporation
Consolidated Statements of Income
Three Months Ended February 29 & 28,
(In thousands, except share and per share data)
(Unaudited)
2000 1999
--------- ---------
Sales $ 121,365 $ 122,899
Cost of Sales ( 93,312) ( 92,018)
--------- ---------
Gross Profit 28,053 30,881
Selling, General and Administrative Expenses ( 27,142) ( 29,760)
Royalty, Equity and Other Income 3,633 3,824
--------- ---------
Income before Interest and Income Taxes 4,544 4,945
Interest Expense, Net ( 3,276) ( 3,469)
--------- ---------
Income before Income Taxes 1,268 1,476
Provision for Income Taxes ( 317) ( 472)
--------- ---------
Net Income $ 951 $ 1,004
========= =========
Net Income Per Basic Share (Based on
Weighted Average Shares Outstanding
of 3,991,912 Shares in 2000 and
4,016,712 Shares in 1999) $ .24 $ .25
========= =========
Net Income Per Diluted Share (Based on
Diluted Common Shares Outstanding
of 4,002,853 Shares in 2000 and
4,026,602 Shares in 1999) $ .24 $ .25
========= =========
Cash Dividends Paid $ .32 $ .32
========= =========
Ameron International Corporation
Condensed Consolidated Statements of Cash Flows
Three Months Ended February 29 & 28,
(In thousands)
(Unaudited)
2000 1999
--------- ---------
Operating Activities
Net Income $ 951 $ 1,004
Adjustments to Reconcile Net Income
to Net Cash Provided by Operations 6,798 7,184
Changes in Operating Assets
and Liabilities (10,470) (11,059)
--------- ---------
Net Cash Used in Operations ( 2,721) ( 2,871)
Investing Activities
Proceeds from Sale of Assets 75 1,069
Additions to Property, Plant
and Equipment ( 4,126) ( 3,787)
Other, Net - ( 2,513)
--------- ---------
Net Cash Used in Investing Activities ( 4,051) ( 5,231)
Financing Activities
Short and Long-Term Borrowings, Net 5,341 7,282
Dividends on Common Stock ( 1,277) ( 1,279)
Purchase of Treasury Stock - ( 1,235)
--------- ---------
Net Cash Provided by Financing Activities 4,064 4,768
Effect of Exchange Rate Changes on
Cash and Cash Equivalents 146 ( 193)
--------- ---------
Net Change in Cash and Cash Equivalents $ ( 2,562) $ ( 3,527)
========= =========
Ameron International Corporation
Consolidated Balance Sheets
(In thousands)
February 29,
2000 November 30,
(Unaudited) 1999
--------- ---------
ASSETS
Current Assets
Cash and Cash Equivalents $ 7,959 $ 10,521
Receivables, Net 116,629 118,900
Inventories 96,079 95,488
Other Current Assets 19,784 17,745
--------- ---------
Total Current Assets 240,451 242,654
Investments and Advances -
Affiliated Companies 20,628 23,046
Property, Plant and Equipment, Net 148,329 149,597
Other Assets 44,338 43,670
--------- ---------
Total Assets $ 453,746 $ 458,967
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-Term Borrowings $ 3,244 $ 3,479
Current Portion of Long-Term Debt 12,570 12,595
Trade Payables 36,150 36,667
Accrued Liabilities 40,649 43,552
Income Taxes Payable 16,319 18,848
--------- ---------
Total Current Liabilities 108,932 115,141
Long-Term Debt, Less Current Portion 140,373 135,237
Other Long-Term Liabilities 29,457 30,469
--------- ---------
Total Liabilities 278,762 280,847
Stockholders' Equity
Common Stock 13,007 13,007
Additional Paid-In Capital 17,857 17,857
Retained Earnings 204,010 204,336
Accumulated Other Comprehensive Loss (15,696) (12,886)
Treasury Stock (44,194) (44,194)
--------- ---------
Total Stockholders' Equity 174,984 178,120
--------- ---------
Total Liabilities and Stockholders' Equity $ 453,746 $ 458,967
========= =========
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<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> NOV-30-2000 NOV-30-1999
<PERIOD-END> FEB-29-2000 FEB-28-1999
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