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): February 9, 1996
ASTEC INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Tennessee
(State or other jurisdiction of incorporation)
0-14714
(Commission File Number)
62-0873631
(IRS Employer Identification No.)
4101 Jerome Avenue
Chattanooga, Tennessee 37407
(Address of Principal Executive Offices)
(423) 867-4210
(Registrant's telephone number, including area code)
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Item 5. Other Events.
Astec Industries, Inc. (the "Company") has determined that it will no longer
fund the operations of Astec-Europa GmbH, its wholly owned subsidiary engaged
in the manufacture and sale of asphalt plants and certain related equipment in
Hasselroth, Germany, as the result of operating
losses incurred by Astec-Europa during the period ended December 31, 1995.
Given the current negative net worth of Astec-Europa, on February 9, 1996 its
management was required by German law to file a request for bankruptcy in
Germany.
A copy of the press release issued by the Company with respect to this event is
filed herewith as Exhibit 21 and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
21 Press Release, dated February 20, 1996.
<PAGE>
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 hereunto duly authorized.
ASTEC INDUSTRIES, INC.
Date: February 22, 1996 By:
/s/ J. Don Brock
President and Chairman of the Board
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
Exhibits TO CURRENT REPORT ON FORM 8-K
Dated February 9, 1996
ASTEC INDUSTRIES, INC.
<PAGE>
INDEX TO EXHIBITS
Sequential
Exhibit Page No.
EXHIBIT
21 Press Release, dated February 20, 1996.
<PAGE>
EXHIBIT 21
Form of Press Release
For Additional Information Contact:
Albert E. Guth, Sr. Vice President
Phone: (423) 867-4210
ASTEC INDUSTRIES INC.
Chattanooga, Tennessee, February 20, 1996. Astec Industries, Inc. (OTC) today
announced it has determined that it will no longer support Astec-Europa GmbH,
its wholly-owned subsidiary engaged in the manufacture and sale of asphalt
plants and certain related equipment in Germany. Pre-tax
losses related to Astec-Europa for the fourth quarter of 1995 were
approximately $9,797,000. These
losses include the write-off of the Company's investment in Astec-Europa as
well as losses from operations. On an after-tax basis, the net losses related
to Astec-Europa are approximately $5,891,000 for the fourth quarter.
The Company also announced net income for the year ended December 31, 1995,
of $2,340,000 or $0.23 per share, after absorbing the losses from the German
operations, compared to net income of
$23,436,000 or $2.38 per share, for the year ended December 31, 1994. 1994
results included income of $14,947,000 from the patent litigation with CMI.
Net income from domestic operations for 1995
was $9,068,000. Net sales for the year ended December 31, 1995 were
$242,601,000 compared to net
sales for the year ended December 31, 1994 of $213,806,000. Weighted average
common and common equivalent shares outstanding in 1995 were 10,071,930
compared to 9,843,980 for 1994.
Net loss for the fourth quarter of 1995 was $5,454,000 or $0.54 per share
compared to net income for the fourth quarter of 1994 of $12,217,000 or
$1.23 per share. Net sales for the fourth quarter of 1995
were $49,674,000 compared to $55,865,000 for the fourth quarter of 1994.
Weighted average common and common equivalent shares outstanding in the fourth
quarter were 10,092,199 compared to 9,971,364 for the fourth quarter of 1994.
Dr. J. Don Brock, Chairman and Chief Executive Officer of Astec Industries,
Inc. said "even though net sales for the fourth quarter were down slightly we
remain optimistic that 1996 will be a better year
than 1995. We expect earnings to be much improved in 1996 absent losses from
the German operations. We are also seeing some improvement in a couple of our
U.S. subsidiaries. Even though the Company will not be manufacturing in
Germany, Astec will continue to market into Europe either
on a direct basis or through a licensee to manufacture the Astec product line
in Europe."
Astec Industries, Inc., a manufacturer of asphalt mixing plants, paving
equipment, heat transfer equipment, aggregate crushing equipment, excavating
and trenching equipment, asphalt recycling
equipment, and soil remediation equipment is traded over-the-counter and
is reported on the NASDAQ National Market System under the symbol ASTE.
