<PAGE>
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant /X/
Filed by a Party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/X/ Definitive Proxy Statement
/ / Definitive Additional Materials
/ / Soliciting Material Pursuant to Exchange Act Rule 14a-11(c) or 14a012
THE RAYMOND CORPORATION
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
(Name of Registrant as Specified In Its Charter)
CATHY J. HAWKES
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box):
/X/ $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or
14a-6(i)(2).
/ / $500 per each part to the controversy pursuant to Exchange Act Rule
14a-6(i)(3).
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and
0-11.
1) Title of each class of securities to which transaction applies:
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2) Aggregate number of securities to which the transaction applies;
------------------------------------------------------------------------
3) Per unit or other underlying value of transaction computed pursuant
to Exchange Act Rule 0-11:
------------------------------------------------------------------------
4) Proposed maximum aggregate value of transaction:
-----------------------------------------------------------------------
/ / Check box if any part of the fee is offset by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount previously paid:
-----------------------------------------------------------------------
2) Form, Schedule or Registration Statement No.
-----------------------------------------------------------------------
3) Filing Party:
-----------------------------------------------------------------------
4) Date Filed:
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- -------------------
Set forth the amount on which the filing fee is calculated and state how it was
determined.
<PAGE>
<PAGE> 2
THE RAYMOND CORPORATION
ANNUAL MEETING OF SHAREHOLDERS
We hope you will attend the Annual Meeting of Shareholders of The
Raymond Corporation which will be held on Saturday, April 30, 1994 at
11:00 A.M., at the Greene Central High School, South Canal Street, Greene,
New York. After the meeting we invite you to be our guest for lunch at The
Raymond Corporation. Admittance to the luncheon will be through the
entrance in the south parking lot opposite the Product Tent. The south
parking is located between the factory and the Greene Central High School.
IF YOU ARE PLANNING TO ATTEND THE MEETING AND/OR THE LUNCHEON, PLEASE
INDICATE BELOW AND RETURN THIS CARD WITH YOUR PROXY.
/ / I am planning to attend the meeting.
/ / I am also planning to stay for the luncheon following the meeting.
Please make _________ reservations for me for lunch.
_________________________________________________________________________
SIGNATURE OF SHAREHOLDER
_________________________________________________________________________
ADDRESS
_________________________________________________________________________
(THIS IS NOT A PROXY)
<PAGE>
<PAGE> 3
THE RAYMOND CORPORATION
PROXY FOR ANNUAL MEETING
SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned appoints CHRISTIAN D. GIBSON, GEORGE G. RAYMOND, JR.
and PAUL J. STERNBERG, and any one of them, with power of substitution,
attorneys and proxies to represent the undersigned at the Annual Meeting
of Shareholders of THE RAYMOND CORPORATION to be held on Saturday April
30, 1994 at 11:00 A.M. in the Greene Central High School, South Canal
Street, Greene, New York, and at any adjournment or adjournments thereof,
with all power which the undersigned would possess if personally present,
and to vote all shares of stock which the undersigned may be entitled to
vote at said meeting.
TO VOTE IN ACCORDANCE WITH THE BOARD OF DIRECTORS' RECOMMENDATIONS,
JUST SIGN THE REVERSE SIDE; NO BOXES NEED TO BE CHECKED.
THE BOARD OF DIRECTORS RECOMMENDS VOTES FOR THE ELECTION OF DIRECTORS
AND FOR PROPOSAL (2):
(1) The election of Directors
/ / FOR all nominees listed below / / WITHHOLD AUTHORITY
(except as withheld in the space to vote for all nominees
provided below) listed below
JAMES F. MATTHEWS, JOHN E. MOTT AND ARTHUR M. RICHARDSON
(INSTRUCTION: TO WITHHOLD AUTHORITY TO VOTE FOR ANY NOMINEE(S), WRITE THE
NAME OF THE NOMINEE(S) IN THE SPACE PROVIDED BELOW.)
(Continued and to be SIGNED on Reverse Side)
(2) FOR / / AGAINST / / ABSTAIN / / the appointment of Ernst & Young as
auditors for the year 1994.
(3) In accordance with their judgment upon such other matters as may
properly come before the meeting.
WHERE A VOTE IS NOT SPECIFIED, THE SHARES REPRESENTED BY THIS PROXY
WILL BE VOTED FOR THE ELECTION OF DIRECTORS AND FOR PROPOSAL (2).
The undersigned acknowledges receipt with this Proxy of the Notice of
Annual Meeting and Proxy Statement dated March 30, 1994.
Dated:__________________________ , 1994
__________________________________________
(SIGNATURE OF SHAREHOLDER)
__________________________________________
(SIGNATURE OF SHAREHOLDER)
IMPORTANT: Please date this Proxy and sign
exactly as your name(s) appear hereon. In
signing as attorney, executor, administrator,
trustee or guardian, please give full
title as such, and, if signing for a
corporation, please give your title.
When shares are in the names of more than one
person, each should sign the Proxy.
<PAGE>
<PAGE> 4
The Raymond Corporation
P.O. Box 130
Greene, New York 13778-0130
----------
Notice of 1994 Annual Meeting
and
Proxy Statement
----------
L
O YOUR VOTE
IS IMPORTANT
Please sign and date
your proxy and promptly
G return it in the enclosed
envelope.
O
<PAGE>
<PAGE> 5
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
to be held April 30, 1994
To the Shareholders:
Please Take Notice that the Annual Meeting of Shareholders of The Raymond
Corporation (the "Corporation") will be held on Saturday, April 30, 1994
at 11:00 A.M. local time, in the Greene Central High School, South Canal
Street, Greene, New York for the following purposes:
(1) To elect three (3) Directors to serve for terms of three (3)
years, and until their respective successors are elected and
qualified;
(2) To approve the appointment of auditors for the year 1994; and
(3) To transact such other business as may properly come before
the meeting.
The Board of Directors has fixed the close of business on March 11, 1994
as the record date for the determination of shareholders of the
Corporation entitled to notice of and to vote at the meeting, or any
adjournment or adjournments thereof, and only shareholders of record at
such time and date are entitled to notice of and to vote at the meeting.
By Order of the Board of Directors,
/s/ Paul J. Sternberg
- ---------------------------
Paul J. Sternberg
Secretary
March 30, 1994
In order to assure your representation at the meeting, please promptly
date, sign and mail the enclosed Proxy, which is being solicited on behalf
of the Board of Directors. A self-addressed return envelope, which
requires no postage if mailed in the United States, is enclosed for that
purpose.
<PAGE>
<PAGE> 6
Dear Shareholders,
You are cordially invited to attend the Annual Meeting of Shareholders
on Saturday, April 30, 1994 at 11:00 A.M. in the Greene Central High
School, South Canal Street, Greene, New York.
Mr. Christian D. Gibson, who joined the Company in 1943 and became a
director in 1956, has decided not to stand for reelection as a director
this year and will become Director Emeritus. We are grateful for his
dedicated service as a Board member and his many contributions as a
Raymond employee.
We are pleased that Mr. James F. Matthews, President of The Matco
Group, Incorporated, is a nominee for director for the first time.
Very truly yours,
/s/ George G. Raymond, Jr.
------------------------------
George G. Raymond, Jr.
Chairman of the Board
<PAGE>
<PAGE> 7
PROXY STATEMENT
To the Shareholders of The Raymond Corporation:
This Proxy Statement and the enclosed form of proxy will be mailed to
shareholders on or about March 30, 1994 in connection with the
solicitation of proxies by the Board of Directors of The Raymond
Corporation (the "Corporation"), a New York corporation, to be used at
the Annual Meeting of Shareholders to be held on Saturday, April 30, 1994
at 11:00 A.M. local time, in the Greene Central High School, South Canal
Street, Greene, New York for the purposes set forth in the foregoing
Notice of Annual Meeting of Shareholders. The Corporation's corporate
headquarters are located at South Canal Street, P. O. Box 130, Greene, New
York, 13778-0130.
The form of proxy enclosed may be revoked at any time before it is
voted by filing with the Secretary a written revocation or a proxy bearing
a later date, or by attending and voting at the meeting. If a shareholder
specifies on an effective proxy how it is to be voted on any of the
business to come before the meeting, it will be voted in accordance with
such specifications. If no specification is made on an effective proxy, it
will be voted by the persons named as proxy holders:
FOR the election as directors of the Corporation of the three nominees
for director for three-year terms, as listed under the caption "Election
of Directors", and
FOR the approval of the selection by the Board of Directors of Ernst &
Young as auditors for the Corporation for the 1994 fiscal year.
In the event other business is brought before the meeting, the
enclosed proxy gives discretionary authority to the persons named therein
to vote the shares represented by an effective proxy in accordance with
their judgment.
The election of directors will require the affirmative vote of a
plurality of the votes cast, in person or by proxy, at the meeting.
Abstentions and broker non-votes will not be counted as affirmative votes
at the meeting.
At the close of business on March 11, 1994, the record date for the
determination of shareholders entitled to vote at the meeting, there were
outstanding and entitled to vote 6,028,391 shares of the Corporation's
common stock, each of which entitles the holder to one vote.
<PAGE>
<PAGE> 8
Security Ownership of Management
The following table sets forth, as of March 11, 1994, the number of
shares of the Corporation's Common Stock beneficially owned by each of its
directors and nominees for director, each executive officer named in the
Summary Compensation Table, and all directors and officers as a group,
based upon information obtained from such persons:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
Amount and Nature of Beneficial Ownership
---------------------------------------------------
Sole Voting Options
and Exercisable Other Percent
Name of Individual Investment Within Beneficial of
or Group Power 60 days Ownership Class
-----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Ross K. Colquhoun .......................... 116,584 86,077 -0- 3.2%
Christian D. Gibson ........................ 32,802 6,640 37,980(2) 1.2%
James F. Matthews .......................... -0- -0- -0- *
John E. Mott ............................... 1,728 4,180 -0- *
Michael R. Porter .......................... 1,200 5,225 -0- *
George G. Raymond, Jr....................... 584,170 -0- 160,557(3) 15.9%
263,229(4)
Arthur M. Richardson ....................... 300 6,640 -0- *
Dr. M. Richard Rose ........................ 5,994 6,640 -0- *
Daniel F. Senecal .......................... 1,400 6,640 37,980(2) *
Robert L. Tarnow ........................... 4,500 6,640 -0- *
Lee J. Wolf ................................ 1,613 5,113 1,527(1) 3.3%
37,980(2)
160,557(3)
James W. Davis ............................. 3,000 28,550 604(5) *
Jerome R. Dinn ............................. 3,763 5,800 -0- *
Margaret L. Gallagher ...................... 10,301 26,850 -0- *
William B. Lynn ............................ -0- 30,436 9,382(1) 1.2%
37,980(2)
All officers and directors as a group (19
persons).................................. 768,180 258,681 474,420 23.6%
- ------------------------------------------------------------------------------------------------------
</TABLE>
* Indicates less than one percent ownership.
(1) Shares held jointly with spouse.
(2) Shares held in the Corporation's Profit Sharing Plans of which Messrs.
Gibson, Senecal, Wolf and Lynn are trustees.
(3) Shares held by the Raymond Foundation, of which Messrs. Raymond and
Wolf are trustees.
(4) Shares held in family trusts; Mr. Raymond is co-trustee.
(5) Shares held in The Raymond Corporation Savings Plan as of 12/31/93.
<PAGE>
<PAGE> 9
Security Ownership of Certain Beneficial Owners
Based on filings with the Securities and Exchange Commission the
following persons and institutions are known by the Corporation to
beneficially own more than five percent of the outstanding shares of
Common Stock of the Corporation:
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
Name and Address of Shares Beneficially % of
Title of Class Beneficial Owner Owned(1) Class
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Common Stock.................. The Huntington Trust Company, N. A. 1,120,760(2) 18.6%
41 South High Street, Suite 3400
Columbus, Ohio 43287
- -------------------------------------------------------------------------------------------------------------------
Common Stock.................. George G. Raymond, Jr. 1,007,956(3) 16.7%
Chairman of the Board
The Raymond Corporation
Greene, New York 13778-0130
- -------------------------------------------------------------------------------------------------------------------
Common Stock.................. FMR Corp. 765,700(4) 12.7%
82 Devonshire Street
Boston, Massachusetts 02109
- -------------------------------------------------------------------------------------------------------------------
Common Stock.................. Madeleine R. Young 507,204(5) 8.4%
401 E. Linton Boulevard
Apartment 629
DelRay Beach, Florida 33483
- -------------------------------------------------------------------------------------------------------------------
Common Stock.................. Pioneering Management Corporation 336,050(6) 5.6%
60 State Street
Boston, Massachusetts 02114
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) Shareholder has sole voting and sole dispositive power unless
otherwise indicated.
(2) The Huntington Trust Company, N.A.("Huntington") reports sole voting
power over 153,528 shares and no shared voting power; shared dispositive
power over 1,120,760 shares. Huntington is the bank depository for various
Raymond family-owned shares.
(3) Includes 160,557 shares held by the Raymond Foundation, of which Mr.
Raymond is a trustee. Includes 250,947 shares in family trusts of which
Mr. Raymond, Madeleine R. Young and The Huntington Trust Company of
Florida, N.A. are co-trustees and 12,282 shares in a family trust of which
Mr. Raymond and Marine Midland Bank, N. A. are co-trustees. Mr. Raymond
has shared voting and dispositive power over 423,786 shares.
(4) FMR Corp. reports sole voting power over 534,300 shares and no shared
voting power.
(5) Includes 160,557 shares held by the Raymond Foundation, of which Mrs.
Young is a trustee. Includes 250,947 shares in family trusts of which The
Huntington Trust Company of Florida, N.A., Mrs. Young and George G.
Raymond, Jr. are co-trustees. Mrs. Young reports shared voting and shared
dispositive power over 411,504 shares.
(6) Pioneering Management Corporation reports shared dispositive power
over 336,050 shares.
<PAGE>
<PAGE> 10
Election of Directors
The Board of Directors is currently composed of 10 directors. The
Board is divided into three classes as nearly equal in number as possible.
At each Annual Meeting, directors constituting one class are nominated for
election.
Three (3) directors of the Corporation are to be elected at this
meeting to serve for terms of three (3) years, and until their respective
successors are elected and qualified.
The shares represented by the enclosed proxy will be voted for the
election of James F. Matthews, John E. Mott and Arthur M. Richardson
unless authority to vote the shares for the election of directors is
withheld. The Board of Directors believes that all nominees will be
available and able to serve as directors. If for any reason any nominee
becomes unavailable prior to the Annual Meeting to serve, it is expected
that either (a) that the persons named in the proxy will vote for another
nominee or nominees to be selected by the Board of Directors, or (b) that
the number of directors will be reduced accordingly.
The following table contains certain information as of March 11, 1994,
with respect to the persons who have been nominated to serve three-year
terms as directors and for the Corporation's other directors who are
currently serving terms expiring in 1995 and 1996.
Information Concerning Nominees for Election as
Directors and Other Directors of The Raymond Corporation
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Name, Served Expiration
Business as a of
Experience & Director Present
Directorships Age Since Term
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Nominees (3)
- ----------------------------------------------------------------------------------------------------------
James F. Matthews, President 59
of The Matco Group, Incorporated,
PHOTO a diversified holding company;
Director, Brandt Technologies, Inc.
- ----------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<PAGE> 11
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Name, Served Expiration
Business as a of
Experience & Director Present
Directorships Age Since Term
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
John E. Mott, Secretary- 69 1974 1994
Raymond Industrial Equipment,
Limited; formerly Chairman of
PHOTO the Board, Raymond Industrial
Equipment, Limited; formerly
Vice President-International
Operations of the Corporation.
- ----------------------------------------------------------------------------------------------------------
Arthur M. Richardson, President, 67 1984 1994
Richardson Capital Corporation;
formerly Chairman of the Board,
Security Norstar Bank; Director,
PHOTO Goulds Pumps, Inc.; Director,
Rochester Gas and Electric Corporation; Director,
Transmation Corp.;
Trustee, University of Rochester.
- ----------------------------------------------------------------------------------------------------------
Other Directors (7)
- ----------------------------------------------------------------------------------------------------------
Ross K. Colquhoun, President 63 1984 1995
and Chief Executive Officer of
the Corporation; Chairman,
G.N. Johnston Equipment Co. Ltd.;
PHOTO Chairman, Associated Material
Handling Industries, Inc.; formerly
President, G.N. Johnston Equipment
Co. Ltd.; President, Industrial Truck
Association.
- ----------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<PAGE> 12
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Name, Served Expiration
Business as a of
Experience & Director Present
Directorships Age Since Term
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Michael R. Porter, President, 47 1989 1996
Nexus Corporation, greenhouse
manufacturer; formerly
President of Phiji Group, Inc.,
investment company; formerly
PHOTO President and General Manager,
Diversified Transmission Products,
Borg Warner Automotive Inc.;
formerly Vice President and General
Manager, Borg Warner Automotive
Transmission and Engine Components.
- ----------------------------------------------------------------------------------------------------------
George G. Raymond, Jr., Chairman 72 1946 1996
of the Board of the Corporation;
Lifetime Trustee, Alfred University.
PHOTO
- ----------------------------------------------------------------------------------------------------------
Dr. M. Richard Rose, Former 61 1979 1996
President, Rochester Institute of
Technology; Director, Rochester Gas
PHOTO and Electric Corporation; Director,
Baldwin Technology Company, Inc.;
Director, Webcraft Technologies, Inc.;
Trustee, Roberts Wesleyan College.
- ----------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<PAGE> 13
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Name, Served Expiration
Business as a of
Experience & Director Present
Directorships Age Since Term
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Daniel F. Senecal, President 50 1988 1995
and Chief Executive Officer,
Werres Corporation.
PHOTO
- ----------------------------------------------------------------------------------------------------------
Robert L. Tarnow, Chairman of 69 1982 1995
the Board, Goulds Pumps, Inc.;
Director, Utica Mutual Insurance
Company; Director, Bausch and
PHOTO Lomb, Inc.; Director, Graham Corp.;
Trustee, Rochester Institute of
Technology.
- ----------------------------------------------------------------------------------------------------------
Lee J. Wolf, Consultant to the 78 1973 1995
Corporation; formerly Senior Vice
President-Finance and Treasurer
of the Corporation, and formerly
PHOTO President, Raymond Leasing
Corporation; Director Emeritus,
Endicott Trust Company.
- ----------------------------------------------------------------------------------------------------------
</TABLE>
Unless otherwise indicated, the principal occupations of all the
directors have been set forth for five years or more, except that certain
of the directors have served their present employers in other executive
capacities during such period. Mr. Raymond may be considered, because of
his stock ownership, a "control person" of the Corporation.
<PAGE>
<PAGE> 14
Compliance with Section 16(a) of the Exchange Act
To the Corporation's knowledge, based solely on review of the copies
of such reports furnished to the Corporation and written representations
that no other reports were required during the 1993 fiscal year ended
December 31, 1993 , all Section 16(a) filing requirements applicable to
its officers, directors and greater than ten percent beneficial owners
were complied with.
Information Concerning The Organization and Compensation of the Board of
Directors
During 1993 there were 5 meetings of the Board of Directors of the
Corporation. Committees of the Board include the Executive, Finance, Human
Resource, Executive Compensation, Audit and Pension Plan Review
Committees. There is no nominating committee. The nominating function is
fulfilled by the Human Resource Committee.
The Executive Committee presently has four members: Messrs. Colquhoun,
Raymond, Richardson and Rose. The function of this committee is to act in
place of the Board between Board Meetings in the event a matter requires
immediate attention. This committee held two meetings in 1993.
The Finance Committee presently has four members: Messrs. Richardson,
Porter, Raymond and Wolf. The function of this committee is to review
capital requirements and make recommendations to the Board of Directors
with respect thereto. This committee held two meetings in 1993.
The Human Resource Committee presently has four members: Messrs. Rose,
Raymond, Richardson and Tarnow. The Committee has the responsibility of
reviewing management practices and matters of employee relations, training
programs and affirmative action. The Human Resource Committee held four
meetings in 1993.
The Executive Compensation Committee presently has three members:
Messrs. Rose, Richardson and Tarnow. The Executive Compensation Committee
reviews the Corporation's compensation philosophy and programs, sets
compensation for the Chief Executive Officer and authorizes executive
compensation to officers. It also is responsible for the administration of
the Corporation's Stock Option Plan. The Executive Compensation Committee
held three meetings in 1993.
The Audit Committee presently has four members: Messrs. Mott, Porter,
Richardson and Tarnow, none of whom are employees of the Corporation. The
functions of the Audit Committee are to receive and review the audits of
the Corporation's books by outside independent auditors, to monitor the
internal audit function, to consider matters of accounting policy and to
investigate and make a recommendation to the Board of Directors each year
with respect to the appointment of independent auditors for the following
year. This committee held two meetings in 1993.
The Pension Plan Review Committee presently has five members: Messrs.
Gibson, Mott, Porter, Senecal and Wolf. This Committee reviews the Pension
Plan of the Corporation and makes recommendations to the Board with
respect thereto. This committee held two meetings in 1993.
<PAGE>
<PAGE> 15
Pursuant to the Bylaws of the Corporation, Mr. Colquhoun is an ex
officio member of all committees of the Board except for the Audit
Committee and the Executive Compensation Committee.
During 1993, all incumbent directors attended 100 percent of the Board
Meetings and meetings of committees on which they served.
Director Compensation
Directors who are not employees of the Corporation receive or are
credited with the following fees: annual retainer, $12,000 per year; $800
for each Board meeting attended and $800 for each committee meeting
attended with a maximum of one paid committee meeting fee per day.
Christian D. Gibson and Lee J. Wolf are consultants to the
Corporation. With many years of combined service to the Corporation as
past employees and presently as directors, their expertise and knowledge
are highly regarded. Mr. Gibson and Mr. Wolf are each paid a yearly
consulting fee of $6,000. The Corporation considers the terms of Mr.
Gibson's and Mr. Wolf's consulting agreements to be reasonable and to
contain terms substantially similar to those the Corporation would have
effected with unrelated parties. The consulting agreements expire December
31, 1994.
Members of the Board of Directors participate in the Corporation's
Stock Option Plan. The Plan provides each of the outside directors with
automatic annual grants to purchase for up to ten years that number of
shares of the Corporation's common stock equal to the average compensation
paid to the non-employee directors divided by the fair market value per
share on the date of the grant.
Non-employee directors also may participate in the Corporation's
Deferred Compensation Plan for Exempt Employees, which permits deferral of
compensation and provides for interest at the prime rate on the amounts
deferred. In 1993, Mr. Wolf participated in the Plan.
<PAGE>
<PAGE> 16
EXECUTIVE COMPENSATION COMMITTEE REPORT
ON
EXECUTIVE COMPENSATION
The Executive Compensation Committee is comprised of independent
outside directors, Dr. M. Richard Rose, Chairman, Arthur M. Richardson and
Mr. Robert L. Tarnow. The Committee establishes compensation policies and
the compensation paid to the CEO and Executive Officers of the
Corporation. The policies are designed to provide competitive and fair
levels of compensation that integrate pay with the Corporation's annual
and long-term performance goals, reward above average corporate
performance, recognize individual and group initiatives and achievements,
and assist the Corporation in attracting and retaining qualified
executives.
The compensation policies are designed to facilitate the Corporation's
business goals of providing customers with quality products and services
and shareholders and investors with a reasonable return on their
investment. These policies include:
An emphasis on variable and at risk compensation that is dependent
upon the level of success in meeting specified individual and group goals.
A significant amount of pay for senior executives in the form of
long-term and at risk pay to focus attention on the long-term value of
shareholder investment, and the balancing of short-term and long-term
business goals.
A component encouraging executives to become shareholders of the
Corporation and in turn to promote identification with Corporation and
shareholder interests.
A total compensation program that reflects current market practices
that will attract and retain a stable, successful management team.
The key elements of the Corporation's executive compensation are base
salary, annual cash incentives and long-term incentives in the form of
stock options. Each is addressed separately below. The compensation
program is reviewed annually by the Executive Compensation Committee and
compared with other North American manufacturing companies of comparable
sales volume, employment levels and product and service offerings, as well
as with a broader group of the Standard & Poor's 500 companies.
Base Salaries
The Compensation Committee annually reviews each executive's base
salary. Base salaries are targeted at the average for comparable North
American manufacturing companies. Base salaries for executives are
initially determined by evaluating the executive's level of
responsibility, prior experience, breadth of knowledge, abilities,
internal equity issues and external pay practices. Increases to base
salaries are influenced by individual performance, market trends and the
Corporation's financial position.
<PAGE>
<PAGE> 17
The base salary for the Corporation's President & Chief Executive
Officer, Ross K. Colquhoun, was reviewed in March of 1993 by the Executive
Compensation Committee. In view of the Corporation's steady progress in
meeting its business goals, a base salary increase of five percent for Mr.
Colquhoun was authorized effective July 1993, which coincided with an all
Corporation wage review. The Committee concluded Mr. Colquhoun has
directly influenced the Corporation's steady and positive financial growth
as well as the increased presence of Raymond products in domestic and
international markets.
Annual Incentives
The annual incentive plan promotes the Corporation's pay for
performance philosophy by providing executives with direct financial
incentives in the form of annual cash bonuses. Annual bonus awards allow
the Corporation to communicate specific goals of primary importance during
the coming year and motivate executives to achieve these goals.
The plan established by the Executive Compensation Committee in
December 1992 for 1993, was based on a formula which relates pretax
profits to the Corporation's net worth. The Executive Compensation
Committee believes that a bonus based on these factors aligns the
President & CEO's reward directly to shareholder investment value. A bonus
of $100,935 was awarded to the President & CEO per the formula.
An additional bonus of $57,260 was awarded by the Executive
Compensation Committee to Mr. Colquhoun in 1993 based on his outstanding
performance in leading the Corporation, and the Corporation's achievement
of its financial goals.
Long Term Incentives
Long term incentives are provided pursuant to The Raymond Corporation
Stock Option Plan.
Stock options are a component of the compensation plan which are
expected to provide executives with long term incentives and ones which
are competitive within the labor market while being reflective of prior
performance. This compensation element encourages executives to focus on
the creation of shareholder long-term investment value and promotes equity
ownership in the Corporation.
In accordance with the plan, Mr. Colquhoun was awarded 21,350
non-qualified options at a value of $16.88 per share in 1993 for his
performance. Additionally, Mr. Colquhoun received income from the exercise
of options granted prior to 1993.
Summary
The Executive Compensation Committee believes that the compensation
program for the President & CEO and corporate executives is appropriate
given the Corporation's superior performance in 1993 and in consideration
of compensation programs offered by comparable companies. The Executive
Compensation Committee believes the annual performance pay is
appropriately linked to individual performance, annual financial
performance of the Corporation and shareholder value.
Dr. M. Richard Rose, Chairman
Arthur M. Richardson
Robert L. Tarnow
<PAGE>
<PAGE> 18
Executive Compensation
The following table sets forth information with respect to the Chief
Executive Officer and the four most highly compensated executive officers
of the Corporation.
SUMMARY COMPENSATION TABLE
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------------
Annual Compensation Long Term Comp-
ensation Awards
--------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) (d) (e) (g) (i)
Name and
Principal Other Annual Securities Underlying All Other
Position Year Salary($) Bonus($) Compensation($) Options/SARS (#) Compensation($)
--------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Ross K. Colquhoun 1993 305,257 158,195 0 21,350 10,853(1)(2)
President
& CEO 1992 295,249 71,390 0 28,600 9,013(1)
1991 281,762 54,534 0 36,850 8,399(1)
--------------------------------------------------------------------------------------------------------------------------
William B. Lynn 1993 132,789 68,042 0 8,200 2,395(1)(2)
Executive
Vice President 1992 131,830 35,695 0 10,550 1,579(1)
1991 130,203 0 0 11,660 1,270(1)
--------------------------------------------------------------------------------------------------------------------------
Jerome R. Dinn 1993 119,469 52,028 0 5,800 2,528(1)(2)
Vice President-
Sales & Quality 1992 111,214 35,695 0 8,700 1,619(1)
1991 107,206 0 38,143(3) 4,300 1,209(1)
--------------------------------------------------------------------------------------------------------------------------
Margaret L. 1993 114,165 52,028 0 6,700 1,882(1)(2)
Gallagher
Vice President- 1992 109,508 35,695 0 6,500 1,286(1)
Marketing
1991 108,667 0 0 7,150 1,225(1)
--------------------------------------------------------------------------------------------------------------------------
James W. Davis 1993 108,430 52,028 0 6,350 2,423(1)(2)
Vice President-
Engineering 1992 104,202 35,695 0 10,200 1,187(1)
1991 101,999 0 0 11,000 1,004(1)
</TABLE>
(1) Insurance premiums paid for benefit of named executive.
(2) Includes profit sharing amounts of $1,517 to Mr. Colquhoun, $685 to
Mr. Lynn, $602 to Mr. Dinn, $561 to Ms. Gallagher and $1,022 to Mr.
Davis.
(3) Sales Commissions.
<PAGE>
<PAGE> 19
Performance Graph
The following performance graph compares the performance of the
Corporation's Common Stock for the last five fiscal years to the Standard
& Poor's 500 Index and the Value Line Machinery Peer Group, which consists
of 33 companies.
GRAPH SUBMITTED VIA FORM SE
Employment and Change in Control Agreements
At the 1988 Annual Meeting, shareholders ratified an employment
agreement entered into by the Corporation with Ross K. Colquhoun, (the
"Employment Agreement"), the President and Chief Executive Officer of
the Corporation. Pursuant to the Employment Agreement, in addition to
being entitled to participate in benefits generally available to executive
officers, after Mr. Colquhoun's retirement at age 65 he will be entitled
to receive during his lifetime, a supplemental annual pension payment of
40% of his then most recent base salary or may elect to receive an
equivalent total benefit with actuarially reduced payments payable during
his lifetime and that of his surviving spouse. The Corporation has
purchased a whole life insurance policy with rights of conversion to an
annuity contract to fund such benefits at age 65. If Mr. Colquhoun retires
after age 62 but before age 65 with the approval of the Board of
Directors, he will be entitled to a supplemental pension benefit in an
amount equivalent to the annuity which can be provided under said policy
at the date of retirement.
The Employment Agreement is terminable by either party at any time. If
Mr. Colquhoun resigns prior to a change in control, other than because of
a material breach of the Employment Agreement by the Corporation, or if he
is terminated by the Corporation for cause, or as a result of death or
permanent disability, he will not be entitled to further compensation. If
(other than following a change in control) Mr. Colquhoun resigns as a
result of a material breach of the Employment Agreement or is terminated
<PAGE>
<PAGE> 20
without cause, he will be entitled to receive his current salary and
benefits for one year. Such amounts and benefits will be reduced by
compensation or benefits received by Mr. Colquhoun from other employment,
but he will receive at least six monthly payments of salary. "Cause" is
defined as a material misappropriation of funds or property, unreasonable
and persistent neglect of or refusal to perform his duties, or conviction
of a felony.
If Mr. Colquhoun's employment is terminated after a change in control
by the Corporation, without cause, or by Mr. Colquhoun within twenty-four
months after a change in control (other than when he is over age 65), Mr.
Colquhoun or his estate will be entitled to receive an amount payable in
36 monthly installments equal to 2.99 times his average compensation for
the five years preceding the change in control subject to limitations on
excess parachute payments in the Internal Revenue Code. In addition, the
Corporation will continue his insurance benefits for three years and will
purchase an annuity contract to fund his supplemental pension benefit as
though he had retired at age 65.
The Corporation has Executive Agreements with James W. Davis, Jerome
R. Dinn, Margaret L. Gallagher and William B. Lynn. The agreements
provide, in the event of a change in control of the Corporation, for the
continuation of employment of the executive for a period of three years at
salary and benefit levels not less than that which existed immediately
prior to the change in control. In the event of termination of employment
without cause during this three-year period, the executive's salary and
benefits continue for the remainder of the three-year period, reduced by
salary and benefits earned in subsequent employment.
<PAGE>
<PAGE> 21
The following table shows, as to the Chief Executive Officer and the
four most highly compensated executive officers of the Corporation,
information about option grants in the last fiscal year under the
Corporation's Stock Option Plan.
OPTION/SAR GRANTS IN THE LAST FISCAL YEAR
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------------
Potential Realizable Value At
Assumed Annual Rates of
Stock Price Appreciation
Individual Grants For Option Term
- ---------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) (d) (e) (f) (g)
Number of
Securities
Underlying Percent of
Options/ Total Options/SARs Exercise
SARs Granted to or Base
Granted Employees in Price Expiration
Name (#) Fiscal 1993 ($/SH) Date 5%($)(1) 10%($)(1)
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Ross K. Colquhoun 21,350(2) 31.2% $16.88 3/04/03 $226,737 $574,529
- ---------------------------------------------------------------------------------------------------------------------------------
William B. Lynn............... 8,200(2) 12.0 16.88 3/04/03 87,084 220,662
- ---------------------------------------------------------------------------------------------------------------------------------
Jerome R. Dinn................ 5,800(2) 8.5 16.88 3/04/03 61,596 156,078
- ---------------------------------------------------------------------------------------------------------------------------------
Margaret L. Gallagher......... 6,700(2) 9.8 16.88 3/04/03 71,154 180,297
- ---------------------------------------------------------------------------------------------------------------------------------
James W. Davis................ 6,350(2) 9.3 16.88 3/04/03 67,437 170,879
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) The assumed annual rates of appreciation of five and ten percent would
result in the price of the Corporation's common stock increasing to
$27.50 and $43.79, respectively, from the $16.88 market price on the
date of grants. Over the last 10 years, the market price of the
Corporation's stock has increased at a compounded annual rate of 2.1%.
(2) Stock options granted on March 5, 1993 under the Corporation's Stock
Option Plan. Options became fully exercisable on March 5, 1994.
<PAGE>
<PAGE> 22
The following table shows aggregate option exercises in the last
fiscal year and fiscal year-end option values for the Chief Executive
Officer and the four most highly compensated executive officers.
AGGREGATED OPTION/SAR EXERCISES IN LAST FISCAL YEAR
AND
FISCAL YEAR-END OPTION/SAR VALUES
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) (d) (e)
Number of Securities Underlying Value of Unexercised
Number of Unexercised Options/SARs at In-The-Money
Securities December 31, 1993 Options/SARs
Underlying (Shares) At December 31, 1993 (1)
Options/SARs Value ------------------------------------------------------------
Name Exercised(#) Realized($) Exercisable Unexercisable Exercisable Unexercisable
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Ross K. Colquhoun 60,173 $407,258 64,727 21,350 $364,455 $ -0-
- ---------------------------------------------------------------------------------------------------------------------------------
William B. Lynn 23,724 179,115 22,236 8,200 15,831 -0-
- ---------------------------------------------------------------------------------------------------------------------------------
Jerome R. Dinn 13,000 119,369 -0- 5,800 -0- -0-
- ---------------------------------------------------------------------------------------------------------------------------------
Margaret L. Gallagher 10,500 46,563 20,150 6,700 134,672 -0-
- ---------------------------------------------------------------------------------------------------------------------------------
James W. Davis -0- -0- 22,200 6,350 150,963 -0-
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) Computed based upon the difference between aggregate fair market value
on December 31, 1993 and aggregate exercise price.
Pension Plans
The Corporation has trusteed non-contributory defined benefit pension
plans. All present U. S. employees over age 21 who have one or more years
of service and who became employees prior to age 60 and Canadian employees
with more than three months of service are eligible under these plans. A
total of 1,158 employees participated in 1993.
<PAGE>
<PAGE> 23
Estimated annual pensions at age 65, the assumed normal retirement
age, for representative years of benefit service are as follows:
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------
Highest
Consecutive
Three Year Average Years of Credited Service (2)
----------------------------------------------------
Remuneration (1) 15 20 25 30 35
- ------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
$100,000 $ 9,941 $13,255 $16,569 $ 19,883 $ 23,197
200,000 19,883 26,510 33,138 39,766 46,393
300,000 29,824 39,766 49,707 59,648 69,590
400,000 39,766 53,021 66,276 79,531 92,786
500,000 49,707 66,276 82,845 99,414 115,983
600,000 59,648 79,531 99,414 119,297 139,180
- ------------------------------------------------------------------------------
</TABLE>
(1) The average annual earnings (salary and bonus) shown in the Summary
Compensation Table for Messrs. Colquhoun, Lynn, Dinn, Ms. Gallagher
and Mr. Davis approximates covered compensation under the plan.
(2) The years of credited service for individuals listed in the Summary
Compensation Table are 6 years for Mr. Colquhoun; 19 years for Mr.
Lynn; 4 years for Mr. Dinn, 17 years for Ms. Gallagher, and 5 years
for Mr. Davis.
Pension benefits are computed on a straight life annuity basis for
representative years of benefit service and are not subject to any
deduction for Social Security or other offset amounts.
<PAGE>
<PAGE> 24
Certain Relationships and Related Transactions
Ross K. Colquhoun, the President and Chief Executive Officer of the
Corporation, is Chairman of the Board of G.N. Johnston Co. Ltd.
("Johnston") and of Associated Material Handling Industries, Inc.
("Associated"), both dealers of the Corporation's products. Mr.
Colquhoun also owns, indirectly through a wholly-owned corporation, 26
percent of the outstanding stock of each of these companies. The
Corporation owns 45 percent of the outstanding stock of Johnston and 47
percent of the outstanding stock of Associated. The remainder is owned by
executives of these companies. Prior to becoming the Corporation's
President and Chief Executive Officer in 1987, Mr. Colquhoun was President
of Johnston, the exclusive dealer of the Corporation's products in Canada.
The Corporation's sales to Johnston and Associated, which aggregated
$35,291,000 in 1993, were made in the ordinary course of business and on
the Corporation's standard terms for dealers.
Pursuant to the terms of his employment agreement, Mr. Colquhoun had a
loan from the Corporation which outstanding balance of $200,000 plus
interest was repaid in its entirety on March 22, 1993.
Pursuant to the terms of his employment agreement, George G. Raymond,
Jr. has an interest free loan from the Corporation of $150,252, which was
the balance outstanding at March 11, 1994 and which also was the maximum
outstanding in 1993.
The Corporation, through a wholly-owned Canadian subsidiary, has made
advances to Johnston at variable interest rates. Advances were made with
funds earned in Canada by the Corporation. The balance at December 31,
1993, which also was the maximum amount outstanding in 1993, was
$1,578,000.
Pursuant to agreements among the Corporation and the shareholders of
Johnston and Associated, respectively, the Corporation is obligated to
purchase for adjusted book value, as defined in the agreements entered
into in 1968 and 1980, the shares of the other shareholders, including Mr.
Colquhoun, when they cease to be officers, directors or employees of
Johnston or Associated.
Daniel F. Senecal, a director of the Corporation, is the President,
Chief Executive Officer, Director and 36 percent shareholder of Werres
Corporation, a dealer of the Corporation's products. The Corporation's
sales to Werres Corporation, which aggregated $4,765,000 in 1993, were
made in the ordinary course of business and on the Corporation's standard
terms for dealers. In addition, the Corporation paid Werres Corporation
<PAGE>
<PAGE> 25
$640,000 in 1993 for agency and service fees with respect to sales and
deliveries by the Corporation to certain customers.
Pursuant to a Shareholder Agreement effective October 1, 1987 among
Stephen S. Raymond, Raymond Sales Corporation and Raymond Handling
Concepts Corporation, which is a Raymond dealership in California
("RHC"), in 1990, Stephen S. Raymond exercised an option and purchased a
26 percent interest in RHC for the sum of $266,235. Stephen S. Raymond is
the son of George G. Raymond, Jr., Chairman of the Board of the
Corporation.
The Corporation maintains officers' and directors' indemnification
insurance with Chubb Group (Federal Insurance Company), which it renewed
in 1993 at an annual premium expense of $55,000.
PROPOSAL TO APPROVE APPOINTMENT OF INDEPENDENT AUDITORS
The Board of Directors recommends shareholder approval of the Board's
action in appointing Ernst & Young as independent auditors of the
Corporation and its subsidiaries for the year 1994. Ernst & Young,
formerly known as Ernst & Whinney, has served as auditors for the
Corporation for 16 years, and based upon a review by the Audit Committee
of the Board of Directors of Ernst & Young's performance and fees, the
Audit Committee recommended to the Board of Directors their retention for
1994. Accordingly, the following resolution will be offered at the
Meeting:
"RESOLVED, that the appointment by the Board of Directors of The
Raymond Corporation of Ernst & Young as auditors of the Corporation
and its subsidiary companies for the fiscal year ending December 31,
1994, is hereby approved."
Representatives of the firm of Ernst & Young will be present at the
Annual Meeting. They will have an opportunity to make a statement if they
so desire and will be available to respond to appropriate questions.
ANNUAL REPORT
The Annual Report of the Corporation, including audited financial
statements for the year 1993, accompanies this Proxy Statement or has been
previously mailed to shareholders.
OTHER MATTERS
The Board of Directors knows of no other matters to be presented at
the Meeting. If other matters properly come before the Meeting the persons
named in the enclosed proxy will have discretionary authority to vote such
proxy in accordance with their best judgment on such matters.
<PAGE>
<PAGE> 26
SHAREHOLDER PROPOSALS FOR 1995 ANNUAL MEETING OF SHAREHOLDERS
In order for shareholder proposals for the 1995 Annual Meeting of
Shareholders to be eligible for inclusion in the Corporation's Proxy
Statement, they must be received by the Corporation at its principal
office (South Canal Street, Greene, New York, 13778) prior to November 29,
1994.
COST OF SOLICITATION
This solicitation is made on behalf of the Board of Directors of the
Corporation. The cost of solicitation of proxies in the accompanying form
will be paid by the Corporation. The Corporation will also, pursuant to
regulations of the Securities and Exchange Commission, make arrangements
with brokerage houses and other custodians, nominees and fiduciaries to
send proxies and proxy materials to their principals and will reimburse
them for their reasonable expenses in so doing. In addition to
solicitation by use of the mails, certain directors, officers and
employees of the Corporation may solicit the return of proxies by
telephone, telegram, or personal interviews. The Corporation has retained
Morrow & Co., Inc., New York, New York, to assist in the solicitation of
proxies and will pay approximately $3,500 in fees for the solicitation of
proxies to such firm, plus reimbursement of expenses.
By Order of the Board of Directors
/s/ Paul J. Sternberg
------------------------------
Paul J. Sternberg
Secretary
Greene, New York
March 30, 1994
<PAGE>
<PAGE> 27
The Raymond Corporation
Contents
Financial Highlights.................................................. 1
Letter to the Shareholders............................................ 2
Review of Operations.................................................. 3
Financial Summary: Current and Ten Year............................... 10
Management's Discussion & Analysis.................................... 12
Financial Statements.................................................. 18
Notes to Financial Statements......................................... 24
Directors' Affiliations and Committees................................ 33
Officers.............................................................. 34
Subsidiaries and External Services.................................... 34
The Raymond Dealer Network............................................ 35
Form 10-K Availability Notice of Annual Meeting
A copy of The Raymond Corporation's The Annual Meeting of Shareholders
Annual Report to the Securities and of The Raymond Corporation will be
Exchange Commission (Form 10-K) may held Saturday, April 30, 1994 at
be obtained at no charge to any 11 a.m. in the Greene Central High
shareholder, by writing to: School, South Canal Street,
The Raymond Corporation Greene, New York 13778.
Shareholder Relations Dept.
P.O. Box 130
Greene, New York 13778-0130
<PAGE>
<PAGE> 28
Financial Highlights
1993 1992
-------------------------
Annual Data
Total Revenues.................................. $171,949,285 $148,733,352
Net Income...................................... 5,006,813 3,961,006
Net Income Per Share............................ .83 .66
Orders Received................................. 181,648,721 138,308,617
Order Backlog................................... 52,296,732 31,919,295
Year End Data
Total Assets.................................... 190,748,702 153,843,665
Manufacturing Working Capital................... 68,825,175 39,322,454
Manufacturing Current Ratio..................... 4.4 to 1 3.1 to 1
Long Term Obligations........................... 81,509,500 47,875,776
Shareholders' Equity............................ 73,052,713 69,447,327
Book Value per Common Share..................... 12.12 11.55
Ratio of Long Term Obligations to Total Capital. .53 to 1 .41 to 1
Number of Shareholders of Record................ 2,523 2,671
Number of Employees............................. 1,195 1,120
Revenues per Employee........................... 143,891 132,798
Number of Shares Outstanding.................... 6,028,391 6,012,028
<PAGE>
<PAGE> 29
To Our Shareholders
These are exciting times at The Raymond Corporation. Our success in
providing our customers with products designed to be "right from the
first day" is paying off and reaffirming our position of leadership in
our industry.
Our focus for 1993 was growth, stability and profit through the
introduction of cost effective efficiencies in manufacturing, continued
product development and expanded distribution in North America and around
the globe.
New robotic work cells, the introduction of laser cutting technologies and
the latest machining centers have improved capacity and significantly
reduced cost in material and assembly.
The new EASi Reach and Orderpicker trucks were received enthusiastically
by our customers and their success is reflected in additional market
share, record order entry levels and record backlog for Raymond.
The combination of cost reduction and the growth in sales has produced the
opportunity for our continued profitability.
Raymond technology, design and manufacturing expertise and efficiency is
receiving notice around the world. Our marketplace now includes Europe,
Singapore, Mexico and Australia. Our new distribution partners are
experiencing great initial success with our products in these new markets.
Our commitment to change and improvement continues. As we move forward our
new capabilities will help us anticipate and exceed the expectation of our
customers and for ourselves as we refine, energize and grow our business.
Ross K. Colquhoun
President and Chief Executive Officer
George G. Raymond, Jr.
Chairman of the Board
PHOTO PHOTO
Ross K. Colquhoun George G. Raymond, Jr.
President, Chief Executive Officer & Chairman of the Board
Director
<PAGE>
<PAGE> 30
Review of Operations
Our success in growing our business has been in taking charge of our own
future. We will continue to deliver on our commitment to customer
satisfaction and remain a dominant force in our industry.
We emphasize four areas in re-engineering our future - ongoing development
of products that exceed our customers' expectations, enhanced
distribution, becoming an active world supplier through strategic
partnerships and continuous improvements in our manufacturing processes.
Each has equal importance for building on our growth in 1993.
Technology is the building block for new product development and growth in
market share. Raymond continues to build on the success of its new lift
truck controls technology by using the technology to respond to the needs
of our customers. The result is products that are affordable, productive,
ergonomically advanced and designed for ease of maintenance.
Orders received for 1993 were a record $182 million. There was significant
growth in orders for Raymond products as well as growth in orders for
trucks built for Material Handling Associates, Inc. and B.T. Industries AB
("BT"), two companies for which Raymond manufactures products for
distribution in North America and Europe, respectively.
Concurrent product development made it possible for Raymond to make a
number of significant product introductions in 1993, further
differentiating Raymond products from those of narrow aisle competitors.
Raymond introduced a new generation of reach trucks with the launch of the
new EASi series Reach-Fork(Reg) truck in June featuring Ergonomically
Advanced Systems with the Intellidrive(Reg) control system. The EASi Reach
offers customers the benefits of affordability, productivity, operator
comfort, and maintainability. Comfortable, simultaneous function controls
minimize at risk movements, and digital displays provide real-time
information to the operator.
PHOTO
Denise Dedrick operates a semi-automatic insertion machine used to
populate circuit boards. The process improves quality, increases
productivity and conducts in-circuit tests at the component level.
<PAGE>
<PAGE> 31
Raymond also introduced regenerative braking to allow recycling of energy
back into the battery, improving overall efficiency while extending
component life. The truck also has an innovative motor impeller design,
ensuring a superior air flow system which improves component life and
further enhances operator comfort. Raymond introduced both 36 volt and 24
volt EASi Reach models in 1993.
With the launch of the new EASi Reach, Raymond also introduced SMARTi (TM),
the System Management and Recording Tool for Intellidrive(Reg) control
systems, a new operations management tool offered exclusively by Raymond.
Order picking operations require flexibility and adaptability to a
customer's changing needs. That's why Raymond launched the EASi
Orderpicker in September. EASi Orderpickers have the unique ability to be
field-modified to suit the changing needs of customers. Options that can
be field-installed include the intelliguide (TM) wire or rail guidance
systems, the advanced intellispeed (TM) system, SMARTi, and conversion from
24 to 36 volts.
With lift heights up to 60 feet, the Raymond(Reg) SRT Model 589 now also
features a new design for both the operator envelope and the steering
control system. The operator-up truck is used in very narrow aisle
applications, offering full capacity and full speeds at all heights. The
ergonomically designed operator envelope features bidirectional controls.
Reduced fatigue and easier maneuverability result from an all-new
electronic steering system.
Two new Walkies were introduced this year. The 4,000 and 8,000 pound
models are designed to help increase productivity in grocery, retail,
general and refrigerated warehousing and paper industries. We now offer a
full range of transistor-controlled 4,000, 6,000 and 8,000 pound Walkies.
As a result of our efforts in 1993, customers will benefit from the 1994
introduction of an ergonomically advanced control handle on all Raymond
Walkies.
Customer acceptance of these new products has been gratifying and is
reflected in the record order entry rates. These customers know Raymond is
the recognized
PHOTO
This new Walkie handle is designed to match the natural,
ergonomically-neutral position of the hands.
<PAGE>
<PAGE> 32
leader for delivering quality. In that spirit, Raymond has developed the
CCA (Continuing Customer Audit) Program, a direct link with customers
designed to address their concerns and solicit their ideas about
continuously improving Raymond products. This ensures Raymond consistently
delivers on its promise - right from the first day.
Raymond's success in the marketplace has translated into increased
profitability for the Company. The EASi products are designed for
manufacturability, and design improvements can be quickly and easily
incorporated through the controls technology, resulting in increased
margins.
Others have recognized Raymond's achievements in new product design and
development. UnIPEG, the University Industry Public Partnership for
Economic Growth, presented Raymond with its first annual Golden Technology
Award. The award was given for excellence in the processes and product
development of the EASi Swing-Reach(Reg) truck.
PHOTO
Raymond has introduced a new level of performance for reach trucks,
offering customers an unprecedented elevated height of 400 inches with
impressive capacities.
PHOTO
H. Graham Jones, Executive Director, New York State Science and Technology
Foundation (left) and E. Kay Adams, Executive Director of UnIPEG (right)
present the Golden Technology Award to Mike Ward, Jim Davis and Dave
Radley of Raymond.
<PAGE>
<PAGE> 33
PHOTO
The new reach truck attachment robotic cell in Brantford is fully
automated and features automatic part recognition and flexibility to do a
variety of weldments, saving time and money.
1993 was an extremely busy and successful year, both at Raymond/Brantford
and at the Greene manufacturing facility, as record numbers of orders were
both received and shipped. We are increasing output by continuing to
implement work cells and flow manufacturing, eliminating non-value added
processes, and building quality into the products in the manufacturing
methods.
The Corporation's commitment to continuous improvement at the Brantford
facility continued unabated, with the installation of a unique robotic
cell that automatically welds the mast attachments for all reach trucks.
This latest acquisition along with plans to expand the plant during the
first half of 1994, will further enhance Raymond/Brantford's position as
one of the most modern and efficient forklift manufacturing plants in the
world.
In Greene we have added a laser cutting machine to significantly reduce
the cost and cycle time of flame cutting, while adding flexibility and
improved quality to the process. Processes that used to take hours are now
accomplished in just minutes. In addition, a new Monarch machining center
enables us to improve our mast upright work cell's efficiency and quality.
The Orderpicker and Swing-Reach(Reg) truck lines now operate as continuous
flow assembly lines.
Quality is not an "extra." Customers today expect, and will receive from
Raymond, products that are right from the first day.
PHOTO
Raymond produces masts of consistently higher quality with reduced cycle
times in the new mast upright work cell in Greene.
<PAGE>
<PAGE> 34
PHOTO
The laser cutting machine produces quality parts with significantly
reduced time to complete the process.
<PAGE>
<PAGE> 35
PHOTO
More than 40 Raymond instructors, including President & C.E.O. Ross
Colquhoun, devote their time to the D.A.R.T. program for Raymond
salespeople.
Investing in D.A.R.T., the Dealer Alliance for Recruiting and Training,
results in profits for the Corporation and Dealers both now and in the
future. Raymond is working aggressively to expand and enhance the
distribution system. One-third of the sales force has now been trained
through D.A.R.T.
Several Dealer transitions further strengthened the Network, offering
opportunities to consolidate and grow in several key markets.
The National Accounts program is growing. Our target companies are the
large market leaders with high visibility in their industries who are
capable of proving consistently high annual purchase volumes. We have been
successful in expanding our customer base with these key national
accounts.
Growth in our distribution system to reach new global markets continues
and the results have been exciting. Shipments to BT Industries, a
strategic European partner, of the Swing-Reach(Reg) truck are growing
steadily. The Dealerships in Mexico and Australia are serving areas of
growing opportunity. Raymond also has signed an agreement with Goldbell
appointing the Singapore company a Raymond Dealer.
Raymond also has agreed to supply Orderpickers to Jungheinrich, a German
company. The products will be marketed under their name.
As Raymond products gain world recognition, opportunities continue to
develop to further expand our distribution to international markets.
Your Company also has restructured its balance sheet and improved its
financial strength during 1993 by the issuance of $57.5 million of
Subordinated Convertible Debentures. Some of the benefits realized
include: extension of the maturity on Company indebtedness, reduction in
interest rates and availability of cash to finance international
<PAGE>
<PAGE> 36
expansion, product development and increased distribution for North
America.
Should conversion of the debentures into common stock at some future date
take place, the capitalization of The Raymond Corporation would be
favorably and dramatically changed. Your Company's net worth would
increase and its debt simultaneously decrease, providing a bigger and
stronger financial base upon which to support our planned growth.
Raymond's leadership and innovation in creating a full new line of
ergonomically advanced lift trucks which are microprocessor-controlled and
programmable to a customer's specific needs represents the most
significant development in today's materials handling industry.
PHOTO
European customers now enjoy the benefits of Raymond design and technology
found in the Swing-Reach truck produced for European distribution by BT.
PHOTO
Mentor Tom Barker watches Raymond apprentice Stephanie Alger conduct an
in-circuit testing operation.
<PAGE>
<PAGE> 37
With these accomplishments, Raymond commands a position of leadership in
the narrow aisle materials handling marketplace. But we recognize that the
journey is ongoing if we intend to continue to grow the Company in a
number of ways.
In that spirit, Raymond became a national pilot program for the Cornell
University Youth Apprenticeship Program. In its third year, the program
offers opportunities for students and their Raymond mentors to grow in
skills and understanding of what tomorrow's workplace will need to
successfully compete.
Education and training beyond their primary area of expertise adds value
and growth to our workforce. To this end, Raymond provides employees the
opportunity to pursue both undergraduate and advanced degrees through the
Raymond Tuition Assistance Program. Beyond the education in their field of
expertise, employees grow in ways that give them greater job satisfaction
and a renewed enthusiasm for their field of study.
Record sales for the year 1993 were achieved at the Parts Distribution
Center and a new monthly sales record was established in October.
In April, the Parts Distribution Center began a Distribution Requirements
Planning (DRP) program and finished the training by summer's end. Focusing
on continuous improvement, employees can now identify areas for
improvement while forming Small Group Improvement Activities (SGIA's).
Helping to identify problems and find solutions, the SGIA process has
proven to be a useful tool.
Implementation of the new warehouse system by the Parts Distribution
Center was a major project in 1993. The new system includes
state-of-the-art conveyor systems and intellipick(Reg) software and
hardware with bar code identification. New fork trucks were also added to
make the warehouse operation more efficient and a showplace for Raymond
Dealers and customers.
Raymond has expanded environmental and recycling programs in 1993,
continuing our tradition of environmental awareness which began many years
ago - long before many companies even considered such measures. A process
is in place which allows Raymond to recycle previously landfilled waste
materials. Recycled products include fluids, steel, glass, aluminum,
plastic and paper.
One final area of growth is difficult to measure, but exciting to observe
- it is the growing enthusiasm among Raymond employees that the ideas,
efforts and energy of recent years are resulting in growth and prosperity
for the Company.
<PAGE>
<PAGE> 38
Financial Summary: Current and Ten Year
The Raymond Corporation and Subsidiaries
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Years ended December 31, 1993 1992 1991 1990 1989
- --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Summary of Operations
Net sales, leasing and rental revenues $169,489 $146,662 $138,824 $145,525 $163,541
Other income 2,460 2,071 1,871 1,823 1,770
-----------------------------------------------------------
Total revenues 171,949 148,733 140,695 147,348 165,311
-----------------------------------------------------------
Cost of sales and rentals 127,911 109,716 109,180 109,953 130,752
Expenses 31,282 27,586 28,725 28,930 29,890
Interest expense:
Lease financing 3,044 3,391 3,590 3,792 3,502
Other 1,765 1,567 2,032 2,151 2,651
-----------------------------------------------------------
Total costs and expenses 164,002 142,260 143,527 144,826 166,795
-----------------------------------------------------------
7,947 6,473 (2,832) 2,522 (1,484)
Income tax expense (benefit) 3,202 2,664 (930) 1,092 (506)
------------------------------------------------------------
Income (loss) before equity in earnings of
unconsolidated investees 4,745 3,809 (1,902) 1,430 (978)
Net equity earnings _ unconsolidated
investees 262 152 377 503 1,374
-----------------------------------------------------------
Income (loss) from continuing operations 5,007 3,961 (1,525) 1,933 396
Income (loss) from discontinued operations _ _ _ _ (1,616)
------------------------------------------------------------
Net income (loss) $5,007 $3,961 $(1,525) $1,933 $(1,220)
===========================================================
- --------------------------------------------------------------------------------------------------------
Statistical Information
Per common share:
Income from continuing operations $.83 $.66 $(.25) $.32 $.07
Net income .83 .66 (.25) .32 (.20)
Cash dividends _ _ _ _ .35
Book value 12.12 11.55 11.33 11.57 11.25
Weighted average number of shares
outstanding 6,023,473 6,010,667 6,009,184 6,009,024 6,006,060
Cash dividends $_ $_ $_ $_ $2,117
Order backlog 52,297 31,919 31,430 29,673 38,442
Net income from continuing operations as % of
total revenues 2.9 2.7 (1.1) 1.3 .2
Net income as % of average shareholders'
equity 7.0 5.8 (2.2) 2.8 (1.8)
- --------------------------------------------------------------------------------------------------------
Financial Position
Working capital $82,917 $49,000 $31,259 $30,535 $27,412
Total assets 190,749 153,844 152,443 153,008 156,672
Long-term obligations 81,510 47,876 39,128 35,571 31,913
Shareholders' equity 73,053 69,447 68,099 69,530 67,544
</TABLE>
<PAGE>
<PAGE> 39
Financial Summary: Current and Ten Year
The Raymond Corporation and Subsidiaries
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Years ended December 31, 1988 1987 1986 1985 1984 1983
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Summary of Operations
Net sales, leasing and rental revenues $151,920 $126,011 $124,929 $115,242 $108,782 $78,569
Other income 1,191 838 1,605 1,604 2,047 1,574
-----------------------------------------------------------------------
Total revenues 153,111 126,849 126,534 116,846 110,829 80,143
-----------------------------------------------------------------------
Cost of sales and rentals 121,224 97,180 92,594 77,530 72,264 57,098
Expenses 26,575 25,018 22,510 23,293 20,187 17,901
Interest expense:
Lease financing 3,607 3,431 2,489 2,939 2,503 2,043
Other 1,400 411 703 628 907 1,229
-----------------------------------------------------------------------
Total costs and expenses 152,806 126,040 118,296 104,390 95,861 78,271
-----------------------------------------------------------------------
305 809 8,238 12,456 14,968 1,872
Income tax expense (benefit) (181) (624) 3,201 4,779 5,934 636
-----------------------------------------------------------------------
Income (loss) before equity in earnings of
unconsolidated investees 486 1,433 5,037 7,677 9,034 1,236
Net equity earnings _ unconsolidated
investees 943 930 973 556 482 725
-----------------------------------------------------------------------
Income (loss) from continuing operations 1,429 2,363 6,010 8,233 9,516 1,961
Income (loss) from discontinued operations 282 261 217 (455) 169 _
-----------------------------------------------------------------------
Net income (loss) $1,711 $2,624 $6,227 $7,778 $9,685 $1,961
=======================================================================
- ---------------------------------------------------------------------------------------------------------------------
Statistical Information
Per common share:
Income from continuing operations $.24 $.39 $1.01 $1.39 $1.62 $.34
Net income .29 .44 1.04 1.32 1.65 .34
Cash dividends .47 .47 .47 .47 .45 .40
Book value 11.65 11.63 11.53 11.08 10.38 9.32
Weighted average number of shares
outstanding 5,994,208 5,987,681 5,967,140 5,908,328 5,870,796 5,786,628
Cash dividends $2,821 $2,815 $2,796 $2,760 $2,647 $2,318
Order backlog 46,427 42,655 33,157 40,050 26,110 25,901
Net income from continuing operations as % of
total revenues .9 1.9 4.7 7.0 8.6 2.4
Net income as % of average shareholders'
equity 2.5 3.8 9.3 12.3 16.9 3.6
- ---------------------------------------------------------------------------------------------------------------------
Financial Position
Working capital $41,268 $53,807 $46,107 $45,006 $52,419 $47,944
Total assets 169,476 156,684 128,129 130,085 117,169 102,688
Long-term obligations 36,428 39,943 24,462 30,969 25,739 26,022
Shareholders' equity 69,803 69,616 68,828 65,471 60,962 53,908
</TABLE>
<PAGE>
<PAGE> 40
Management's Discussion and Analysis of
Financial Condition and Results of Opertions
The Raymond Corporation and Subsidiaries
Overview
The Company operates predominantly in one business segment, that
being the design, manufacture, sale, leasing and short-term
rental of materials handling systems. Revenues are realized
predominantly through its North American Dealer Network although
the Company has been expanding internationally with minimal
capital investment through distribution and O.E.M. (Original
Equipment Manufacturer) supply agreements.
Lease financing and short-term rental operations are conducted
through Raymond Leasing Corporation, a wholly-owned subsidiary.
The assets and liabilities pertaining to these operations are
classified under the caption Financial Services in the
consolidated balance sheets.
The major components of the Company's international operations
are Raymond Industrial Equipment, Ltd. a wholly-owned Canadian
manufacturing subsidiary and G.N. Johnston Equipment Co. Ltd.
(Johnston), the exclusive Canadian distributor that is 45% owned
by R.H.E. Ltd, a wholly-owned subsidiary of the Company. Foreign
exchange exposure on international operations is limited
primarily to the Canadian dollar and is minimized through the
purchase of foreign currency exchange contracts.
Within the Company's single line of business, the mix of major
products is shown below:
Percentage of Total Revenues 1993 1992 1991
- ------------------------------------------------------------
Narrow aisle applications:
Lift trucks 38% 34% 36%
Automated materials handling
equipment 16% 18% 15%
All other lift trucks 22% 21% 22%
Repair and replacement parts 18% 20% 19%
Leasing and rentals 6% 7% 8%
<PAGE>
<PAGE> 41
Net Sales
In 1993, net sales were a record $161.3 million, an increase of
approximately $23.5 million or 17.0% from 1992. Net sales in 1992
were $137.8 million, up approximately $8.2 million or 6.3% from
1991. The increase in net sales in 1993 resulted primarily from
increased unit sales through the Company's various distribution
channels. Sales growth in the traditional Dealer Network was
achieved through the continued market acceptance of the Company's
new products as well as the ergonomic and technological
enhancements to existing products. The Company also continued its
sales efforts through D.A.R.T. (the Dealer Alliance for
Recruiting and Training), Raymond's program to increase and
improve the sales force at the Dealership level. Sales through
the Company's National Accounts program were another major reason
for this increase. The National Accounts program offers, in
cooperation with the Company's Dealer Network, selected large
customers single source coordination of their materials handling
and service needs. Trucks shipped to Material Handling
Associates, Inc. (M.H.A.), our 50% owned joint venture with
Mitsubishi Caterpillar Forklift America, Inc., also contributed
significantly to the increase in sales. The Company's entry into
the European market through its O.E.M. supply agreement with B.T.
Industries AB has resulted in additional revenue growth.
The improvement in 1992 net sales also was attributable to
increased unit sales due to market acceptance of the Company's
new products and increased sales efforts through D.A.R.T. In
addition, there was a substantial increase in the sale of repair
and replacement parts in 1992 due in part to the Raymond "Z" and
motor rebuild programs. The Raymond "Z" program offers new
non-Raymond service parts to Dealers and the motor rebuild
program is a source for customers to locate factory-warranted
alternatives to a new motor.
Rental Revenues
Rental revenues were $1.6 million in 1993 as compared to $1.4
million for both 1992 and 1991. The increase in 1993 reflects
rental revenues recognized from a new National Accounts customer.
<PAGE>
<PAGE> 42
Lease Finance Revenues
Lease finance revenues decreased by approximately
$0.7 million or 10.4% to $6.7 million in 1993. In 1992, lease
finance revenues decreased by $0.4 million or 4.6% to $7.4
million as compared to the $7.8 million recognized in 1991. The
decline in revenues reflects the reduced effective interest rate
of the lease portfolio. Although the lease portfolio increased
$1.9 million in 1993, the majority of the additions occurred in
the fourth quarter of the year and did not significantly impact
the earned revenue.
The decrease in 1992 resulted from the decline of $2.0 million in
the size, as well as the reduced effective interest rate of, the
lease portfolio.
Other Income
Other income was $2.5, $2.1 and $1.9 million in 1993, 1992 and
1991, respectively. The primary components of other income during
these years were interest income, foreign currency exchange
gains, license and royalty fees, facility rental income and parts
return charges. The additional other income recognized in 1993
was primarily the result of a new license fee agreement.
Cost of Sales
Cost of sales as a percentage of net sales was 78.2%, 78.3% and
82.5% in 1993, 1992 and 1991, respectively. In 1993, the
continued success of the Company's new intellidrive(R) products,
improved manufacturing capabilities and cost reductions all
helped to improve product margins. These improvements enabled the
Company to increase sales through the National Accounts program
and MHA and maintain a stable cost of sales percentage. In
addition, as a result of the increase in unit sales in 1993, the
higher margin replacement parts sales constituted a smaller
percentage of total sales. Also, increased expenditures were
incurred in 1993 for the disposition of products liability
litigation.
The decrease in 1992 resulted primarily from lower manufacturing
costs for the Company's new products achieved through research
and development efforts and improved manufacturing capabilities.
Increased sales volume of higher margin repair and replacement
parts also contributed to this improvement.
<PAGE>
<PAGE> 43
Cost of Rentals
Cost of rentals, which consist primarily of depreciation and
maintenance, were $1.8 million in 1993 and 1992 and $2.2 million
in 1991. Costs remained relatively stable in 1993 as did the size
of the rental fleet. The 1992 decrease reflected the planned
decrease in the size of the rental fleet.
Selling, General and Administrative Expenses
Selling, general and administrative expenses of $26.0, $22.7 and
$25.2 million were 15.1%, 15.3% and 17.9% of total revenues in
1993, 1992 and 1991, respectively. The increase in expenses in
1993 resulted primarily from expanded engineering and research
and development activities associated with the Company's
continued product development and increased sales expenses
incurred to support the increased sales volume. The Company's
aggressive efforts to contain administrative and other operating
costs in order to better focus its resources enabled it to reduce
selling, general and administrative costs as a percentage of
total revenues. In 1992, a portion of the Company's engineering
costs were reimbursed by a joint venture company and other customers.
Interest Expense
Interest expense related to lease financing of $3.0,
$3.4 and $3.6 million represented 45.7%, 45.6% and 46.1% of lease
finance revenues in 1993, 1992 and 1991, respectively. The
decrease in interest expense both in 1993 and 1992 reflects the
decline in average borrowings.
Other interest expense incurred by the manufacturing divisions
was $1.8, $1.6 and $2.0 million in 1993, 1992 and 1991,
respectively. The increase in 1993 reflects the new financing
arrangements more fully discussed in Liquidity and Sources of
Capital. The decrease in 1992 was attributable both to a decline
in the outstanding principal amount of indebtedness and a decline
in the interest rates on certain variable rate indebtedness.
<PAGE>
<PAGE> 44
Other Expenses
Other expenses were $4.0, $4.3 and $3.5 million or 2.3%, 2.9% and
2.5% of total revenues in 1993, 1992 and 1991, respectively. The
primary components of other expenses are cash discounts allowed
Dealers for the timely payment of invoices, the provision for bad
debts and amortization of loan issuance expenses. The 1993
decrease reflects a reduction in bad debt charges which was
partially offset by the increased amortization of loan expenses.
The percentage increase in 1992 was due to bad debt charges
incurred for certain lease receivables.
Income Tax Expense
The Company utilized the liability method of accounting for
income taxes as set forth in Statement of Financial Accounting
Standards No. 96 "Accounting for Income Taxes," for the period
1989 through 1992. In the first quarter of 1993, the Company
adopted the new Statement of Financial Accounting Standards No.
109, "Accounting for Income Taxes," which had no material effect
on the Company's operating results or financial position and, as
permitted under the new rules, prior years' financial statements
have not been restated.
Federal, state and foreign income taxes of $3.2 million in 1993
represented a combined effective tax rate of 40.3%. In 1992, the
total provision for income taxes of $2.7 million reflected a rate
of 41.2% and in 1991, the total benefit for income taxes of $0.9
million was a rate of 32.8%. In 1993 and 1992, taxes on foreign
subsidiaries and state income taxes accounted for the majority of
the increase in the effective tax rate from the expected U.S.
federal statutory rate of 34.0%. The domestic federal tax benefit
for 1991 was partially offset by state and foreign income taxes.
Note G to the Consolidated Financial Statements shows the detail
components of the effective tax rate. For federal income tax
purposes, the Company has approximately $2.1 million of
alternative minimum tax payments available to offset future
domestic regular income taxes payable to the extent such regular
taxes exceed alternative minimum taxes payable.
Earnings of Unconsolidated Investees
The Company's primary unconsolidated investee is Johnston.
Johnston is the exclusive Canadian distributor for all of the
Company's products with sales and service outlets in the
principal business regions of the Dominion of Canada. Other
unconsolidated investees include several Dealerships located
throughout the United States.
<PAGE>
<PAGE> 45
Earnings of unconsolidated investees were $0.3, $0.2 and $0.4 million
in 1993, 1992 and 1991, respectively. The improved earnings of domestic
unconsolidated investees was the reason for the improvement noted in
1993. The decreased earnings in 1992 primarily
reflected the initial cost for these dealers to hire and train
new salespeople in accordance with the D.A.R.T. program.
The $5.3 million increase in investments in and advances to
unconsolidated investees at December 31, 1993 reflects additional
investments and financing provided to U.S. Dealerships to enable
them to invest in the salespeople and other resources necessary
to increase their market share and profitability.
Liquidity and Sources of Capital
The Company's manufacturing working capital was $68.8 million at
December 31, 1993 and its ratio of manufacturing current assets
to manufacturing current liabilities was 4.4 to 1.0. Financial
Services total debt was a conservative 50.3% of the net
investment in leases at December 31, 1993. At December 31, 1993
the Company had cash and cash equivalents of $28.6 million and
unused lines of credit aggregating $9.1 million.
The Company used $1.5 million to fund operating activities in
1993, a decrease of $10.5 million from the $9.0 million provided
by operating activities in 1992. This decrease is primarily
attributable to increases in accounts receivable and the
investment in leases which reflect the increased sales volume,
changes in other elements of manufacturing working capital and
the decrease in dividends received from unconsolidated investees.
Cash used for investing activities reflects increased capital
expenditures incurred to upgrade the manufacturing and
distribution facilities, increased investment in unconsolidated
investees and proceeds received from the sale of a facility.
Cash provided by financing activities reflects the issuance of
long-term debt. In December 1993, the Company issued $57.5
million of 6 1/2% convertible debentures due in 2003.
Approximately $27 million of the proceeds was used to repay
existing indebtedness, including $21 million incurred earlier in
1993.
<PAGE>
<PAGE> 46
Cash flows from operating activities generated $9.0 million in
1992, an increase of $10.9 million from the $1.9 million used to
fund operations in 1991. This increase is primarily attributable
to the $5.5 million improvement in net income, a decrease in the
deferred tax benefit and dividends received from equity
investees. The net cash provided from operations in 1992 enabled
the Company to reduce total debt by $5.5 million. In December
1992, the Company obtained $17.5 million of long-term debt.
Proceeds of the long-term debt were primarily used to reduce
short-term borrowings. Cash used for investing activities of $1.1
million in 1992 was comparable to the $1.0 million used in 1991.
Maintaining a sound and flexible financial structure through
conservative financial strategies continues to be a high priority
for The Raymond Corporation. In the fourth quarter of 1989, the
Board of Directors voted to suspend the payment of cash dividends
on the Company's common stock. Payment of dividends in the future
will depend on a variety of factors including the Company's
earnings, cash flow and financial resources.
The Company's overall financial condition remained strong through
1993. As discussed in Note E to the Consolidated Financial
Statements, Raymond Leasing Corporation is subject to certain
debt agreements that limit cash dividends and loans to the
Company. These restrictions are not expected to affect the
Company's ability to meet its working capital requirements.
Management foresees no changes in circumstances which would
result in any material decrease or deficiency in the Company's
liquidity or sources of capital.
The Company has no significant commitments for capital
expenditures but has plans to expand the manufacturing facility
in Brantford and will continue its policy of upgrading its
manufacturing equipment as appropriate.
Changing Price Levels
To the extent permitted by competition in general, the Company
recovers increased costs by increasing selling prices over time.
However, as a result of intense price competition, the Company
has not significantly increased its selling prices during the
past three years. Cost containment, technological improvements,
and improved manufacturing methods continue to be emphasized as a
means to improve product margins.
<PAGE>
<PAGE> 47
The Company uses the FIFO method of accounting for its
inventories. Although management believes that the FIFO method is
the method that most appropriately matches revenues and expenses,
the costs of products sold reported in the financial statements
under this method are historical costs which are subject to
inflationary distortion during times of rapidly increasing prices.
The charges to operations for depreciation represent the
allocation of historical costs incurred over past years and are
less than if they were based on the current costs of productive
capacity being consumed. Approximately 35% of the Company's
properties have been acquired over the past five years. Assets
acquired in prior years will, of course, be replaced at higher
costs. This will take place over many years. These new assets
will result in higher depreciation charges but in many cases, due
to technological improvements, there will be operating cost
savings as well. The Company considers these matters in
determining its pricing policies.
The present tax laws do not allow deductions for adjustments for
the impact of inflation. Thus, taxes are levied on the Company at
rates which in real terms exceed established statutory rates. In
general, during periods of inflation this tax policy results in a
tax on shareholders' investment in the Company.
Contingencies
The Company is currently defending approximately 80 products
liability and similar lawsuits involving industrial accidents.
The number of outstanding lawsuits has remained relatively
constant over the past several years.
The Company views these actions as part of the ordinary course of
its business. Management believes that none of these lawsuits
will individually have a material adverse effect on the Company.
Taken as a whole, the damages claimed would, if awarded and
upheld, have a material adverse effect on the Company but actual
costs of judgments, settlements and costs of defense have not had
such an effect to date. The actual costs of these actions, as
well as the related expenses of administration, litigation and
insurance, have averaged less than 2% of total revenues over the
last three years. The effect of these lawsuits on future results
of operations cannot be predicted because any such effect depends
on the operating results of future periods and the amount and
timing of the resolution of these proceedings. The Company has a
policy of aggressively defending products liability lawsuits,
which generally take several years to ultimately resolve. A
combination of self-insured retention and insurance is used to
manage these risks and management believes that the insurance
coverage and reserves established for self-insured risks are
adequate. The Company's Dealers contribute to the funding of the
Company's products liability program and, in turn, the Company
indemnifies the Dealers against products liability expense and
manages products liability claims.
<PAGE>
<PAGE> 48
The Company is also one of thirteen defendants in a private
environmental lawsuit pertaining to a potential site remediation.
The plaintiffs have alleged that scrap metal purchased from the
Company was coated with certain solvents and/or cutting oils.
Plaintiffs have the burden of proving the nature and extent of
the Company's contribution to the site, as well as the burden of
proving what portion of the material delivered to the site was
"hazardous" as that term is defined in the environmental
statutes. The Company is aggressively defending the claim and
does not believe it is likely to have a material adverse effect
on the Company.
Other Matters
Effective January 1, 1993 the Company adopted the provisions of
Statement of Financial Accounting Standards No. 106, "Employer's
Accounting for Postretirement Benefits Other Than Pensions." This
Statement requires the costs of providing such benefits, which
consist of health care coverage for certain existing U.S.
retirees at March 31, 1993, to be accrued as they are earned. The
effect of adopting the new rules increased postretirement benefit
cost by $194,000 and decreased 1993 net income by approximately
$116,000. Postretirement benefit cost for 1992 and 1991, which
was recorded on a cash basis was not restated.
Outlook
Orders received in 1993 were a record $181.6 million, an increase
of $43.3 million or 31.3.% from the orders received in 1992. In
1992, orders received were $138.3 million, an increase of $6.9
million or 5.3% from the orders received in the previous year.
At December 31, 1993, the Company's order backlog (unfilled new
equipment orders) of $52.3 million was also a record and up $20.4
million or 63.8% when compared with the $31.9 million reported a
year ago. The existing backlog and the current order entry rate
provide a solid foundation for the upcoming year.
Utilizing existing resources including the remaining proceeds
from the issuance of the convertible debentures, the Company
intends to focus on continued product development, improvements
in the manufacturing processes, enhanced distribution and
increased participation in international markets through
distribution and O.E.M. supply agreements.
<PAGE>
<PAGE> 49
PHOTO
Apprentice Matt Hunt (right) reviews the procedures for orderpicker
inspection with his mentor, Dave Driscoll.
Responsibility for Financial Statements
Management has prepared the financial statements and other sections of
this Annual Report and is responsible for all information and
representations contained therein. The Raymond Corporation and
subsidiaries maintain a system of internal accounting control designed to
provide reasonable assurance that transactions are executed in accordance
with management's authorization and are recorded properly to permit the
preparation of financial statements in accordance with generally accepted
accounting principles and that assets are safeguarded.
It is management's opinion that the system of internal accounting control
of The Raymond Corporation and subsidiaries provided reasonable assurance
that the above objectives were achieved during the year ended December 31,
1993.
The Audit Committee of the Board of Directors is composed entirely of
directors who are not employees of the Company. The Committee meets
periodically to review audit plans, financial reporting and related
matters, and has unrestricted access to the independent auditors with or
without management in attendance.
Greene, New York
February 8, 1994
William B. Lynn
Vice President Finance
Ross K. Colquhoun
President and Chief Executive Officer
<PAGE>
<PAGE> 50
Report of Ernst & Young Independent Auditors
To the Board of Directors and Shareholders
The Raymond Corporation
We have audited the accompanying consolidated balance sheets of The
Raymond Corporation and subsidiaries as of December 31, 1993, 1992, and
1991, and the related consolidated statements of operations, shareholders'
equity, and cash flows for each of the three years in the period ended
December 31, 1993. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of The
Raymond Corporation and subsidiaries at December 31, 1993, 1992, and 1991,
and the consolidated results of their operations and their cash flows for
each of the three years in the period ended December 31, 1993, in
conformity with generally accepted accounting principles.
As discussed in Notes A, F, and G to the financial statements, in 1993 the
Company changed its method of accounting for income taxes and
postretirement benefits other than pensions.
Syracuse, New York
February 8, 1994
/s/ Ernst & Young
<PAGE>
<PAGE> 51
Consolidated Balance Sheets
The Raymond Corporation and Subsidiaries
<TABLE>
<CAPTION>
December 31, 1993 1992 1991
- -----------------------------------------------------------------------------
<S> <C> <C> <C>
Assets
Manufacturing Current Assets
Cash and cash
equivalents (Note A) $28,642,434 $4,938,579 $2,720,651
Accounts receivable:
Trade, net of allowances
($658,573 in 1993; $281,374 in
1992 and $235,859 in 1991) 15,331,213 11,748,106 10,906,135
Unconsolidated investees 10,783,692 9,123,915 8,330,123
Inventories (Notes A and B) 25,603,622 26,329,151 22,103,301
Recoverable income taxes 131,129 107,705 497,443
Deferred income taxes*
(Notes A and G) 4,019,935 3,027,466 1,283,208
Prepaid expenses and other
current assets 4,812,483 2,941,590 3,542,498
--------------------------------------
Total Manufacturing Current Assets 89,324,508 58,216,512 49,383,359
Investments in and advances
to unconsolidated investees,
at equity
(Notes A and C) 14,211,982 8,866,718 11,408,159
Property, plant and equipment,
at cost (Notes A and I) 43,598,993 46,253,898 46,329,231
Less accumulated depreciation 28,229,772 28,134,794 26,459,865
--------------------------------------
Net property, plant and equipment 15,369,221 18,119,104 19,869,366
Notes receivable _ officers 150,252 350,252 350,252
Other assets 5,352,082 3,668,608 4,073,557
--------------------------------------
Total Manufacturing Assets 124,408,045 89,221,194 85,084,693
--------------------------------------
Financial Services
Cash and cash equivalents (Note A) 12,054 27,166 24,283
Investment in leases; net of
unearned lease income; net of
allowances for doubtful contracts
($1,069,167 in 1993;
$958,053 in 1992 and
$956,601 in 1991) (Note D) 63,820,909 61,917,637 63,928,932
Property, plant and equipment,
at cost (Notes A and I) 196,832 184,688 179,204
Less accumulated depreciation 147,770 132,988 118,744
--------------------------------------
Net property, plant and equipment 49,062 51,700 60,460
Rental equipment, at cost (Note A) 4,785,307 5,047,196 6,303,227
Less accumulated depreciation 2,547,980 2,720,718 3,021,008
--------------------------------------
Net rental equipment 2,237,327 2,326,478 3,282,219
Other assets 221,305 299,490 62,086
--------------------------------------
Total Financial Services Assets 66,340,657 64,622,471 67,357,980
--------------------------------------
Total Assets $190,748,702 $153,843,665 $152,442,673
======================================
</TABLE>
*Includes Manufacturing and Financial Services
The accompanying notes are a part of the financial statements.
<PAGE>
<PAGE> 52
December 31, 1993 1992 1991
- -------------------------------------------------------------------------------
Liabilities and Shareholders' Equity
Manufacturing Current Liabilities
Notes payable (Note E) $ - $ - $ 15,152,788
Current portion of long-term debt (Note E) _ 505,783 4,431,072
Accounts payable 8,879,845 9,433,606 6,666,919
Accrued liabilities (Notes A and J) 11,619,488 8,954,669 7,439,075
--------------------------------------
Total Manufacturing Current Liabilities 20,499,333 18,894,058 33,689,854
Long-term debt and capitalized lease
obligations (Note E) 57,500,000 19,996,776 2,937,201
Deferred income taxes* (Notes A and G) 4,236,268 4,376,486 3,121,544
Deferred compensation 1,578,123 1,718,711 2,236,554
Other liabilities 194,174 _ _
--------------------------------------
Total Manufacturing Liabilities 84,007,898 44,986,031 41,985,153
--------------------------------------
Financial Services
Accounts Payable 57,409 30,856 409,413
Income taxes* (Note G) 663,565 1,428,927 182,894
Accrued liabilities (Notes A and J) 850,617 759,524 1,063,559
Notes payable _ banks (Note E) 4,687,500 2,000,000 _
Notes payable _ insurance companies
(Note E) 27,429,000 35,191,000 40,703,000
--------------------------------------
Total Financial Services Liabilities 33,688,091 39,410,307 42,358,866
--------------------------------------
Shareholders' Equity
Common stock, $1.50 par value:
authorized 15,000,000 shares;
(6,048,577 issued in 1993;
6,018,964 issued in 1992 and
6,015,728 issued in 1991) 9,072,866 9,028,446 9,023,592
Capital surplus 7,699,014 7,721,560 7,710,947
Retained earnings (Notes E and G) 58,213,804 53,206,991 49,245,985
Cumulative translation adjustments (1,620,658) (432,469) 2,202,403
--------------------------------------
73,365,026 69,524,528 68,182,927
Less:
Treasury stock, at cost, (20,186
shares in 1993; 6,936 shares in
1992 and 7,692 shares in 1991) 312,313 77,201 84,273
--------------------------------------
Total Shareholders' Equity 73,052,713 69,447,327 68,098,654
--------------------------------------
Commitments and contingencies (Notes E, G and L)
Total Liabilities and
Shareholders' Equity $190,748,702 $153,843,665 $152,442,673
======================================
*Includes Manufacturing and Financial Services
The accompanying notes are a part of the financial statements.
<PAGE>
<PAGE> 53
Consolidated Statements of Income
The Raymond Corporation and Subsidiaries
Years ended December 31, 1993 1992 1991
- ----------------------------------------------------------------------------
Revenues (Note A)
Net sales $161,271,284 $137,819,776 $129,623,403
Rental revenues 1,553,468 1,405,486 1,408,869
Lease finance revenues 6,664,795 7,436,764 7,792,070
Other income 2,459,738 2,071,326 1,870,488
----------------------------------------
Total Revenues 171,949,285 148,733,352 140,694,830
----------------------------------------
Costs and Expenses (Note A)
Cost of sales 126,133,017 107,956,179 107,001,927
Cost of rentals 1,778,263 1,759,712 2,177,586
Selling, general and
administrative expenses 26,029,624 22,705,684 25,231,224
Employees' profit sharing 1,293,111 582,171 _
Interest expense:
Lease financing 3,043,764 3,391,054 3,590,316
Other 1,765,391 1,567,336 2,032,219
Other expenses 3,959,112 4,298,212 3,493,636
----------------------------------------
Total Costs and Expenses 164,002,282 142,260,348 143,526,908
----------------------------------------
Income (Loss) before taxes and
equity in earnings of
unconsolidated investees 7,947,003 6,473,004 (2,832,078)
Income tax expense (benefit)
(Notes A and G) 3,201,656 2,664,212 (929,908)
----------------------------------------
Income (Loss) before equity in
earnings of unconsolidated
investees 4,745,347 3,808,792 (1,902,170)
Net equity in earnings of
unconsolidated investees
(Note A) 261,466 152,214 376,809
----------------------------------------
Net Income (Loss) $5,006,813 $3,961,006 $(1,525,361)
========================================
Net Income (Loss) Per Share (Note A) $.83 $.66 $(.25)
========================================
The accompanying notes are a part of the financial statements.
<PAGE>
<PAGE> 54
Consolidated Statements of Shareholders' Equity
The Raymond Corporation and Subsidiaries
Years ended December 31, 1993, 1992 and 1991
<TABLE>
<CAPTION>
Total
Common Capital Retained Currency Treasury Shareholders'
Stock Surplus Earnings Translation Stock Equity
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance December 31, 1990 $9,022,017 $7,702,714 $50,771,346 $2,102,738 $(68,918) $69,529,897
Net loss (1,525,361) (1,525,361)
Issuance of 1,050 shares under
stock option plan 1,575 8,225 9,800
Treasury shares (143) issued 8 1,645 1,653
Treasury shares (1,840) acquired (17,000) (17,000)
Currency translation adjustments
(Note A) 99,665 99,665
- --------------------------------------------------------------------------------------------------------------
Balance December 31, 1991 9,023,592 7,710,947 49,245,985 2,202,403 (84,273) 68,098,654
Net income 3,961,006 3,961,006
Issuance of 3,236 shares under
stock option plan 4,854 10,911 15,765
Treasury shares (1,039) issued (298) 11,383 11,085
Treasury shares (283) acquired (4,311) (4,311)
Currency translation adjustments
(Note A) (2,634,872) (2,634,872)
- --------------------------------------------------------------------------------------------------------------
Balance December 31, 1992 9,028,446 7,721,560 53,206,991 (432,469) (77,201) 69,447,327
Net income 5,006,813 5,006,813
Issuance of 29,613 shares under
stock option plan 44,420 (34,052) 10,368
Treasury shares (2,015) issued 11,506 22,479 33,985
Treasury shares (15,265) acquired (257,591) (257,591)
Currency translation adjustments
(Note A) (1,188,189) (1,188,189)
- --------------------------------------------------------------------------------------------------------------
Balance December 31, 1993 $9,072,866 $7,699,014 $58,213,804 $(1,620,658) $(312,313) $73,052,713
=============================================================================
</TABLE>
The accompanying notes are a part of the financial statements.
<PAGE>
<PAGE> 55
Consolidated Statements of Cash Flows
The Raymond Corporation and Subsidiaries
Years ended December 31, 1993 1992 1991
- -----------------------------------------------------------------------------
Cash Flows from Operating Activities
Net income (loss) $5,006,813 $3,961,006 $(1,525,361)
Adjustments to reconcile net
income to net cash (used for)
provided by operating activities:
Depreciation and amortization 4,299,298 4,194,853 4,140,938
Provision for losses on accounts
receivable and investment in
leases 646,984 1,200,229 858,632
Earnings of unconsolidated
investees, net of dividends
received 420,742 1,326,444 (376,809)
Foreign currency
transaction gains (553,990) (775,131) (180,528)
Acquisition of rental equipment (1,622,984) (1,034,249) (1,493,008)
Gains on dispositions of
rental equipment (431,732) (365,156) (651,737)
Proceeds from rental fleet sales 1,223,770 1,385,003 1,166,766
Losses (gains) on sale of
property, plant and equipment 14,220 9,147 (76,892)
Deferred income taxes (1,043,452) (435,373) (3,100,587)
Other items, net (1,249,311) (479,839) (823,850)
Changes in operating assets
and liabilities:
Increase in accounts
receivable (5,577,777) (2,007,046) (1,765,421)
(Increase) decrease in
investment in leases (2,259,268) 1,111,066 590,686
(Increase) decrease in
inventories and prepaid
expenses (1,923,215) (4,134,995) 42,453
Increase in accounts payable
and accrued expenses 1,505,703 5,050,744 1,316,589
---------------------------------------
Net cash (used for) provided
by operating activities (1,544,199) 9,006,703 (1,878,129)
---------------------------------------
Cash Flows from Investing Activities
Additions to property,
plant and equipment (3,256,949) (1,532,384) (4,688,505)
Proceeds received from sales of
property, plant and equipment 3,179,397 27,548 813,692
Investment in, and advances to,
unconsolidated investees (6,197,830) 380,233 2,849,391
---------------------------------------
Net cash used for investing
activities (6,275,382) (1,124,603) (1,025,422)
---------------------------------------
The accompanying notes are a part of the financial statements.
<PAGE>
<PAGE> 56
1993 1992 1991
- ------------------------------------------------------------------------------
Cash Flows from Financing Activities
Net additional (repayments)
borrowings under lines
of credit (2,000,000) (13,082,727) 1,384,939
Repayment of long-term debt (49,580,318) (10,339,026) (19,549,500)
Repayment of capital leases - (618,572) (322,143)
Cash dividends paid - - -
Capital stock transactions, net (213,238) 22,539 (5,547)
Proceeds from long-term debt 83,500,000 18,579,884 20,000,000
-----------------------------------------
Net cash provided by (used for)
financing activities 31,706,444 (5,437,902) 1,507,749
-----------------------------------------
Effect of foreign currency rate
fluctuations on cash
and cash equivalents (198,120) (223,387) 59,957
-----------------------------------------
Increase (decrease) in cash and
cash equivalents 23,688,743 2,220,811 (1,335,845)
Cash and cash equivalents at
January 1, 4,965,745 2,744,934 4,080,779
-----------------------------------------
Cash and cash equivalents at
December 31, $28,654,488 $4,965,745 $2,744,934
=========================================
Cash and cash equivalents is
comprised of:
Manufacturing $28,642,434 $4,938,579 $2,720,651
Financial Services 12,054 27,166 24,283
-----------------------------------------
$28,654,488 $4,965,745 $2,744,934
=========================================
1993 1992 1991
- ------------------------------------------------------------------------------
Supplemental disclosure of cash
flow information:
Cash paid during the year for:
Income taxes, net of refunds $5,095,707 $1,411,326 $2,334,951
Interest 4,604,088 5,013,590 5,742,186
- ------------------------------------------------------------------------------
The accompanying notes are a part of the financial statements.
<PAGE>
<PAGE> 57
Notes to Financial Statements
The Raymond Corporation and Subsidiaries
Years Ended December 31, 1993, 1992 and 1991
A. Significant Accounting Policies
(1) Principles of Consolidation: The consolidated financial statements include
the accounts of the Company and its domestic and foreign subsidiaries after
elimination of all significant intercompany accounts and activity.
Unconsolidated investees are stated at cost plus equity in unremitted earnings
since acquisition. The Company's share of net income of unconsolidated
investees is included in consolidated income using the equity method.
The accounts of foreign operations have been translated to U.S. dollars in
conformity with Statement of Financial Accounting Standards No. 52, "Foreign
Currency Translation." Exchange gains and losses arising from transactions are
included in current income. Exchange gains were $554,000, $775,000 and $180,000
in 1993, 1992 and 1991, respectively.
Earnings of consolidated foreign companies were $4,000,000, $3,000,000 and
$400,000 in 1993, 1992 and 1991, respectively.
(2) Cash Equivalents: The Company considers all highly liquid investments with
a maturity of three months or less when purchased to be cash equivalents. These
amounts were $28,183,000, $6,745,000 and $3,431,000 at December 31, 1993, 1992
and 1991, respectively. The carrying amount reported in the balance sheets for
cash equivalents approximates its fair value.
(3) Foreign Currency Exchange Agreements: In the normal course of business,
R.H.E. Ltd., a wholly-owned Canadian subsidiary, enters into foreign currency
exchange contracts to hedge foreign currency transactions for periods
consistent with its committed exposures. At December 31, 1993, R.H.E. Ltd. had
forward contracts for $7,500,000 which mature in increments ranging from
$1,000,000 to $2,000,000 on a monthly basis through June 1994. Gains and losses
arising from foreign currency exchange contracts offset the gains or losses on
the assets, liabilities and transactions being hedged. There were no
significant risks associated with these contracts which had minimal fair value
at December 31, 1993.
(4) Inventories: Inventories are stated principally at the lower of cost (FIFO
- - first-in, first-out method) or market.
(5) Property and Depreciation: Rental equipment, property, plant and equipment
are stated at cost. Depreciation is provided on the straight line and declining
balance methods for financial reporting and accelerated methods for income tax
purposes.
(6) Income Taxes: The Company adopted the liability method of accounting for
income taxes in its financial statements for the year ended December 31, 1989.
The adoption of Statement of Financial Accounting Standards No. 109,
<PAGE>
<PAGE> 58
"Accounting for Income Taxes," in the first quarter of 1993 had no material
effect on the Company's operating results or financial position.
The Company considers the undistributed earnings of its foreign subsidiaries at
December 31, 1993 to be indefinitely reinvested.
(7) Revenue Recognition and Related Costs: Revenues from product sales are
recognized based upon deliveries. Lease finance revenues are recognized on
fixed rate, long-term leases on a declining basis over the life of the lease
(interest method). Revenues on variable rate leases are recognized upon the
principal amounts outstanding. Short-term rentals are recognized as revenues
over the term of the contract. Related costs consist primarily of depreciation
and maintenance.
Net sales include sales to unconsolidated investees of $60,411,000, $57,803,000
and $51,449,000 in 1993, 1992 and 1991, respectively.
(8) Concentration of Credit Risk: The Company's sales are primarily made to its
Dealers in North America who subsequently sell the equipment to customers in
diversified industries in many geographic areas. It is the Company's policy to
have a formal agreement in effect for each Dealer which requires a purchase
money security agreement. The Company performs ongoing credit evaluations of
its Dealers' financial condition.
The investment in leases primarily represents receivables from customers (end
users) of the Company's products. These leases are collateralized by the
equipment. Credit evaluations are performed prior to the approval of a lease
contract. Subsequently, the financial condition of the customer and the value
of the collateral are monitored on an ongoing basis.
Reserves for potential credit losses on accounts and lease receivables are
maintained and such losses have been within management's expectations.
(9) Product Warranties: Estimated product warranty costs are accrued at the
time of revenue recognition.
(10) Insurance Accruals: For the period February 1, 1986 through July 27, 1987,
the Company was totally self-insured for all products liability claims. Prior
to February 1, 1986 and subsequent to July 27, 1987, the Company is insured
above certain deductible amounts. The Company uses a combination of
self-insured retention and insurance for workers' compensation and certain
health insurance coverage in the U.S.
(11) Research and Development Costs: Research and development costs are charged
to expense as incurred and amounted to $4,251,000 in 1993, $2,557,000 in 1992
and $4,382,000 in 1991.
(12) Postretirement Benefits: Effective January 1, 1993 the Company adopted the
provisions of Statement of Financial Accounting Standards No. 106, "Employer's
Accounting for Postretirement Benefits Other Than Pensions." This Statement
requires the costs of providing such benefits, which consist of health care
<PAGE>
<PAGE> 59
coverage for certain existing U.S. retirees at March 31, 1993, to be accrued as
they are earned. Previously, these costs were recognized on a cash basis.
(13) Per Share Amounts: Net income (loss) per share of common stock is based on
the weighted average number of shares outstanding (1993 - 6,023,473, 1992 -
6,010,667, and 1991 - 6,009,184). Dilution that could result from the assumed
conversion of the convertible debentures issued on December 15, 1993 and the
exercise of stock options is not material.
(14) Reclassification: Certain amounts in the financial statements and
footnotes for 1992 and 1991 have been reclassified to conform to the 1993
presentation.
- ------------------------------------------------------------------------------
B. Inventories
The composition of inventories at December 31 was:
1993 1992 1991
- ------------------------------------------------------------------------------
Materials $9,197,663 $8,853,533 $6,788,079
Work in process 15,617,577 16,112,385 14,120,556
Finished goods 788,382 1,363,233 1,194,666
-----------------------------------------
$25,603,622 $26,329,151 $22,103,301
=========================================
- ------------------------------------------------------------------------------
C. Unconsolidated Investees at Equity
The following investees are accounted for
on the equity method: 1993 1992 1991
- ------------------------------------------------------------------------------
G.N. Johnston Equipment Co. Ltd.
(A Canadian distributor 45% owned by R.H.E. Ltd.):
Investment, at cost, plus
equity in subsequent
earnings, net of
dividends $4,596,936 $5,079,872 $6,822,127
Advances 679,860 _ _
-----------------------------------------
5,276,796 5,079,872 6,822,127
Other unconsolidated investees (U.S. Dealers) at
various percentages of ownership:
Investments at cost, plus
equity in subsequent
earnings 4,095,186 3,170,020 3,840,214
Advances 4,840,000 616,826 745,818
-----------------------------------------
8,935,186 3,786,846 4,586,032
Total Investments in and
Advances to Unconsolidated
Investees at
-----------------------------------------
Equity $14,211,982 $8,866,718 $11,408,159
=========================================
At December 31, 1993, consolidated retained earnings included $5.7 million of
undistributed earnings of the Company's unconsolidated investees.
Fifty-five percent of the common shares of G.N. Johnston Equipment Co. Ltd. (a
Canadian company), and various percentages of the other unconsolidated
investees are controlled by their management. Upon death or termination of
<PAGE>
<PAGE> 60
employment, Raymond has agreed to cause the purchase of management's shares
based upon a predetermined valuation method. These agreements further provide,
under specified conditions, that any of the shares held by Raymond may be
purchased by management at a price which will return to Raymond its investment.
The following is summarized financial information for the unconsolidated
investees:
(in Thousands) 1993 1992 1991
- ------------------------------------------------------------------------------
Revenues $163,346 $149,430 $156,960
Gross margin 34,874 32,812 38,567
Net income 1,009 143 715
Current assets 43,698 41,071 41,024
Noncurrent assets 19,948 19,378 20,493
Current liabilities 33,527 32,893 28,632
Noncurrent liabilities 11,185 8,826 9,628
The following presents summarized information of Raymond Leasing Corporation
that is contained in the Company's consolidated financial statements to conform
with the provisions of Statement of Financial Accounting Stan-
dards No. 94, "Consolidation of All Majority Owned Subsidiaries":
(in Thousands) 1993 1992 1991
- ------------------------------------------------------------------------------
Revenues $9,462 $10,227 $10,368
Gross margin 3,736 3,944 3,970
Net income 1,522 1,417 1,582
Total assets 66,354 65,467 69,151
Total liabilities 40,181 40,816 45,917
- ------------------------------------------------------------------------------
D. Net Investment in Leases
The Raymond Leasing Corporation leases Raymond equipment to customers under
arrangements covering three to seven years. The net investment in direct
financing leases represents the present value of future minimum lease payments
and the residual value of the equipment of $15,367,000, $14,906,000 and
$15,304,000, at December 31, 1993, 1992 and 1991, respectively. Unearned lease
income on fixed rate leases totaled $10,001,000, $10,473,000 and $12,309,000,
at December 31, 1993, 1992 and 1991, respectively.
At December 31, 1993 future minimum lease payments to be received are as
follows:
Year
- ------------------------------------------------------------------------------
1994 $23,661,945
1995 15,782,029
1996 10,330,450
1997 6,138,186
1998 2,310,320
Future 232,639
-----------
Total future minimum lease payments 58,455,569
Residual values 15,366,803
-----------
73,822,372
Less unearned income 10,001,463
-----------
$63,820,909
===========
<PAGE>
<PAGE> 61
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------
E. Long-Term Debt and Capitalized Lease Obligations
1993 1992 1991
- --------------------------------------------------------------------------------------
<S> <C> <C> <C>
Manufacturing Long-Term Debt
Senior Debt
Various notes, repaid in 1993 $ _ $20,502,559 $ 2,399,701
Various notes, repaid in 1992 _ _ 4,350,000
-----------------------------------------
Total Senior Debt _ 20,502,559 6,749,701
-----------------------------------------
Subordinated Debt
6.50% convertible debentures due
December 15, 2003. Interest is
payable semi-annually 57,500,000 _ _
-----------------------------------------
Total Subordinated Debt 57,500,000 _ _
-----------------------------------------
Capitalized Lease Obligations
Various leases, repaid in 1992 _ _ 618,572
-----------------------------------------
Total Capitalized Lease Obligations _ _ 618,572
-----------------------------------------
Total Long-Term Debt and
Capitalized Lease Obligations 57,500,000 20,502,559 7,368,273
Less Current Portion _ 505,783 4,431,072
-----------------------------------------
Manufacturing Long-Term
Portion of Debt and
Capitalized Lease Obligations $57,500,000 $19,996,776 $ 2,937,201
=========================================
Financial Services Debt
Senior Debt
6.35% note, principal is payable
in quarterly installments of $312,500
through July 1, 1997. Interest
is payable quarterly $ 4,687,500 $ - $ -
8.75% note, principal is payable
in annual installments of $2,857,000
through March 1, 1997. Interest is
payable semi-annually 11,429,000 14,286,000 17,143,000
8.86% note, principal is payable
in annual installments of
$4,000,000 from November 27, 1993
through November 27, 1997.
Interest is payable
semi-annually 16,000,000 20,000,000 20,000,000
10.63% note, repaid in 1993 _ 905,000 1,360,000
9.00% note, repaid in 1992 _ _ 200,000
-----------------------------------------
Total Senior Debt 32,116,500 35,191,000 38,703,000
-----------------------------------------
Subordinated Debt
12.89% note, repaid in 1992 _ _ 2,000,000
-----------------------------------------
Total Subordinated Debt _ _ 2,000,000
-----------------------------------------
Total Financial Services Debt $32,116,500 $35,191,000 $40,703,000
=========================================
</TABLE>
Annual repayments of long-term debt are as follows:
Manufacturing Financial
Debt Services Debt
- ----------------------------------------------------------
1994 $ _ $ 8,107,000
1995 _ 8,107,000
1996 _ 8,107,000
1997 _ 7,795,500
1998 _ _
Future 57,500,000 _
-----------------------------------------
Total $57,500,000 $32,116,500
=========================================
<PAGE>
<PAGE> 62
The 6.50% convertible subordinated debentures are convertible
into shares of common stock at a rate of approximately 53.76
shares for each $1,000 principal amount of debentures. These
debentures are redeemable at prices ranging from 103.50% of
principal to par depending upon the redemption date. The
debentures are convertible at any time prior to maturity and are
redeemable any time on or after December 15, 1996, in whole or in
part, at the option of the Company.
Terms of certain notes provide, among other things, that Raymond
Leasing Corporation, a wholly-owned subsidiary, must maintain a
minimum working capital and a specified working capital ratio,
and is subject to certain debt agreements that limit cash
dividends and loans to the Company. At December 31, 1993, the
restricted retained earnings of Raymond Leasing Corporation were
approximately $23,100,000.
The Company and its subsidiaries had unused lines of credit
totaling $9,089,500 at December 31, 1993. No significant
commitment fees are paid for these lines. Interest is based on
short-term variable interest rates. Borrowings under short-term
lines of credit were $2,000,000 and $15,152,788 in 1992 and 1991,
respectively.
The carrying amounts of the Company's long-term debt reported in
the balance sheet are not materially different from the fair
value of these obligations based on prevailing interest rates at
December 31, 1993.
Rent expense under operating leases amounted to approximately
$1,726,000, $1,679,000, and $1,555,000 in 1993, 1992 and 1991,
respectively. At December 31, 1993, the Company was obligated for
future minimum lease payments under noncancelable operating
leases for certain equipment as follows:
1994 $ 807,995
1995 597,606
1996 238,291
1997 189,887
1998 _
Thereafter _
-----------
$ 1,833,779
===========
- ------------------------------------------------------------------------------
F. Retirement and Benefit Plans
The Company has noncontributory group trusteed retirement plans
covering substantially all of its employees. The benefits are
based on years of service and/or compensation. The Company's
funding policy is to contribute annually the maximum amount that
can be deducted for federal income tax purposes. Contributions
are intended to provide not only for benefits attributed to
service to date, but also for those expected to be earned in the
future.
<PAGE>
<PAGE> 63
The following table sets forth the plans' funded status and amounts
recognized in the Company's consolidated balance sheets at December 31:
(in Thousands) 1993 1992 1991
- -------------------------------------------------------------------------
Actuarial Present
Value of Benefit
Obligation:
Accumulated benefit
obligation, including
vested benefits of
$15,414 in 1993,
$13,149 in 1992
and $11,348 in 1991 $(16,811) $(13,944) $(12,091)
=======================================
Plan assets at fair value,
primarily listed stocks
and bonds held in
trust 26,322 23,840 22,844
Projected benefit
obligation for service
rendered to date (22,931) (19,197) (17,467)
---------------------------------------
Plan assets in excess
of projected benefit
obligation 3,391 4,643 5,377
Unrecognized net
transition asset (2,415) (2,787) (3,186)
Unrecognized prior
service cost 403 545 586
Unrecognized net loss
(gain) from past
experience different
from that assumed and
effect of change in
assumptions 942 (261) (451)
---------------------------------------
Prepaid Pension Cost
Included in
Other Assets $2,321 $2,140 $2,326
=======================================
Net pension cost for the plans included the following components:
(in Thousands) 1993 1992 1991
- -------------------------------------------------------------------------
Service cost _ benefits
earned during the
period $958 $1,045 $781
Interest cost on
projected benefit
obligation 1,449 1,510 1,314
Actual return on
plan assets (2,619) (1,972) (3,446)
Net amortization
and deferral 397 (135) 1,541
---------------------------------------
Net periodic
pension cost $185 $448 $190
=======================================
<PAGE>
<PAGE> 64
The weighted average discount rate used in determining the actuarial
present value of the projected benefit obligation was 7% at December 31,
1993, 8% at December 31, 1992 and 8 1/4% at December 31, 1991. The rate of
increase in future compensation levels was 5 1/2% in 1993 and 1992 and 7 1/2 in
1991. The weighted average expected long-term rate of return on plan assets
was 8 1/2% in 1993, 1992 and 1991.
The actuarial present value of the projected benefit obligation increased
approximately $2.6 million at December 31, 1993 primarily as a result of
the change in the weighted average discount rate.
The actuarial present value of the projected benefit obligation decreased
approximately $1.3 million at December 31, 1992 as a result of the changes
in the weighted average discount rate and the rate of future compensation
levels.
The Company has profit-sharing plans covering substantially all of its
employees and a salary-reduction 401(K) Plan for its U.S. employees. The
aggregate expense of these plans, as determined by the Board of Directors,
was $1,293,000 in 1993, $582,000 in 1992 and
$0 in 1991.
The Company provides a deferred compensation plan for its executives and
directors whereby the individual has the right to defer a portion of his or
her current salary. The liability for amounts so deferred has been accrued.
The Company has a formal bonus plan for key executives. The plan provides,
among other things, that the annual bonus be computed on income after
consideration for a return on consolidated shareholders' equity. Charges to
operations under this plan were $520,000 in 1993 and $349,000 in 1992.
There were no charges to operations during 1991.
In addition to the Company's defined benefit pension plan, the Company
sponsors a defined benefit health care plan that provides postretirement
medical benefits. The plan is available to certain existing U.S. retirees
at March 31, 1993. In addition, U.S. full-time employees who have attained
age 55 with at least 15 years continuous service as of March 31, 1993 are
eligible to receive medical benefits under the plan subject to a premium
limitation of $200 per month. No other current or future employees will be
covered by this plan. The plan contains other cost sharing features such as
deductibles and coinsurance. The Company's policy is to fund the cost of
these medical benefits as claims are submitted.
In 1993, the Company adopted Statement of Financial Accounting Standards
No. 106, "Employers' Accounting for Postretirement Benefits Other Than
Pensions." The effect of adopting the new rules increased 1993 net periodic
postretirement benefit cost by $194,000 and decreased 1993 net income by
approximately $116,000. Post-retirement benefit cost for 1992 and 1991,
which was recorded on a cash basis, has not been restated.
<PAGE>
<PAGE> 65
The following table presents the plan's funded status reconciled with
amounts recognized in the Company's statement of financial position at
December 31:
(in Thousands) 1993 1992
- -------------------------------------------------------------------------
Accumulated postretirement
benefit obligation:
Retirees $(3,805) $(3,138)
Fully eligible active plan
participants (1,086) (963)
Other active plan participants (43) (44)
----------------------
(4,934) (4,145)
Plan assets at fair value _ _
----------------------
Accumulated postretirement
benefit obligation in excess of
plan assets (4,934) (4,145)
Unrecognized net loss 802 _
Unrecognized transition
obligation 3,938 4,145
----------------------
Accrued postretirement benefit
cost $ (194) $ _
======================
Net periodic postretirement benefit cost includes the following components:
(in Thousands) 1993 1992 1991
- -------------------------------------------------------------------------
Service cost $ 3
Interest cost 318
Amortization of transi-
tion obligation over
20 years 207
Net periodic postretire- ----------------------------------
ment benefit cost $528 $205 $230
==================================
The weighted average annual assumed rate of increase in the per capita cost
of covered benefits (i.e., health care cost trend rate) for retirees under
age 65 was assumed to be 11% for 1993, declining by 1/2% per year until an
ultimate rate of 5-1/2% is reached in 2005 and later years. For retirees age
65 and older, the health care cost trend rate was assumed to be 8-1/4% for
1993, declining by 1/4% each year until an ultimate rate of 5-1/2% is reached
in 2005 and later years. At December 31, 1992, the health care cost trend rate
was assumed to be 12% for retirees under age 65 and 9% for retirees age 65
and older.
The weighted average discount rate used in determining the accumulated
postretirement benefit obligation was 7% and 8% at December 31, 1993 and
1992, respectively. The net effect of decreasing the assumptions for the
health care cost trend rate and the weighted average discount rate was to
increase the accumulated postretirement benefit obligation by approximately
$268,000.
The effect of increasing the assumed health care cost trend rates by one
percentage point in each year would increase the accumulated postretirement
benefit obligation as of December 31, 1993 and 1992 by approximately
<PAGE>
<PAGE> 66
$354,000 and $84,000, respectively, although the impact on the aggregate of
the service and interest cost components of net periodic postretirement
benefit cost for 1993 would be minimal.
- ------------------------------------------------------------------------------
G. Income Taxes
The Company adopted the liability method of accounting for income taxes in
its financial statements for the year ended December 31, 1989. The adoption
of Statement of Financial Accounting Standards No. 109, "Accounting for
Income Taxes," in the first quarter of 1993 had no material effect on the
Company's operating results or financial position and, as permitted under
the new rules, prior years' financial statements have not been restated.
Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial
reporting purposes and amounts used for income tax purposes. Significant
components of the Company's deferred tax liabilities and assets as of
December 31, 1993 are as follows:
(in Thousands) 1993
- -------------------------------------------------------------------------
Deferred tax liabilities:
Lease finance revenues $3,892
Excess tax over book depreciation 1,253
LIFO inventory accounting change 943
Pension assets 849
Other 576
------
Total deferred tax liabilities 7,513
======
Deferred tax assets:
Insurance reserves 1,620
Compensation 1,129
Inventory 617
Accounts receivable 595
Other 1,186
Alternative minimum tax credit carryforward 2,150
------
Total deferred tax assets 7,297
------
Net deferred tax liability $ 216
======
Significant temporary differences relating to the net
deferred tax liability and expense for 1993, 1992 and 1991 include
alternative minimum tax payments, the tax deferral of a change in
accounting methods for inventory, depreciation, lease finance revenues,
inventory items, compensation accruals, insurance and warranty reserves,
and prepaid pension cost.
The components of income (loss) before income taxes consisted of the
following:
(in Thousands) 1993 1992 1991
- -------------------------------------------------------------------------
Domestic $2,184 $2,388 $(2,881)
Foreign 5,763 4,085 49
------------------------------------
$7,947 $6,473 $(2,832)
====================================
<PAGE>
<PAGE> 67
Federal, foreign and state income tax expense (benefit) consisted of the
following:
(in Thousands) 1993 1992 1991
- -------------------------------------------------------------------------
Currently payable:
Federal $1,727 $1,391 $683
Foreign 2,321 1,536 (77)
State 197 172 98
------------------------------------
4,245 3,099 704
------------------------------------
Deferred:
Federal (952) (452) (1,811)
Foreign (34) 83 99
State (57) (66) 78
------------------------------------
(1,043) (435) (1,634)
------------------------------------
Total income tax
expense (benefit) $3,202 $2,664 $(930)
====================================
The differences between income tax provisions for 1993, 1992 and 1991 and
the amounts computed by applying the U.S. Federal statutory rate (34%) are
explained as follows:
(in Thousands) 1993 1992 1991
- -------------------------------------------------------------------------
Statutory provision
(benefit) $2,702 $2,201 $(963)
State income taxes, net
of federal tax benefit 92 70 116
Foreign subsidiaries 328 230 6
Other _ net 80 163 (89)
------------------------------------
Provision (benefit) $3,202 $2,664 $(930)
====================================
For federal income tax purposes, the Company has approximately $2.1 million
of alternative minimum tax payments available to offset future domestic
regular income taxes payable to the extent such regular taxes exceed
alternative minimum taxes payable.
The Raymond Corporation files a consolidated federal tax return with
Raymond Leasing Corporation and all other significant domestic
subsidiaries.
In 1991, the Internal Revenue Service (IRS) completed an examination of the
Company's federal income tax returns for the years 1984 through 1989. The
Company and the IRS have reached a settlement on the audit that has been
forwarded to the Joint Committee on Taxation for acceptance. The amount of
the settlement has been provided for in the financial statements and it did
not have a material effect on the financial position or operating results
of the Company.
Undistributed earnings of the Company's foreign subsidiaries amounted to
approximately $32.0 million at December 31, 1993. Those earnings are
considered to be indefinitely reinvested and, accordingly, no provision for
<PAGE>
<PAGE> 68
U.S. federal and state income taxes has been provided thereon. Upon
distribution of those earnings in the form of dividends or otherwise, the
Company would be subject to both U.S. income taxes (subject to an
adjustment for foreign tax credits) and foreign withholding taxes.
Determination of the amount of unrecognized deferred U.S. income tax
liability is not practicable because of the complexities associated with
its hypothetical calculation; however, unrecognized foreign tax credit
carryforwards would be available to reduce some portion of the U.S.
liability. Withholding taxes of approximately $3.2 million would be payable
upon remittance of all previously unremitted earnings at December 31, 1993.
- ------------------------------------------------------------------------------
H. Stock Options
The shareholders of the Company have approved stock option plans for
officers, directors and key employees. At December 31, 1993, there are
141,760 unoptioned shares available under these plans. The exercise price
of options granted is equal to the fair market value of the common stock on
the date of grant, except for greater than 5% shareholder officers whose
exercise price is 110% of the fair market value on the date of grant, and
options expire ten years from the date of the grant.
The status of these plans at December 31 is as follows:
Outstanding Options
Options Price Range Exercisable
- ------------------------------------------------------------------
1993 322,576 $ 8.44 - $ 21.25 245,716
1992 379,649 8.44 - 21.25 284,735
1991 322,114 8.44 - 21.25 231,783
Options exercised in these plans are summarized as follows:
Options
Exercised Price Range
- ------------------------------------------------------------------
1993 127,237 $ 8.44 - $ 17.46
1992 12,653 9.88 - 10.00
1991 1,050 9.33
Stock options issued to officers and key employees are subject to stock
appreciation rights covering up to one-half the number of optioned shares.
Options outstanding subject to stock appreciation rights at December 31
were: 1993 - 273,813, 1992 - 339,246, 1991 - 290,249. The exercise of stock
appreciation rights by an optionee is in lieu of exercising the option to
purchase and will result in a reduction of an equivalent number of optioned
shares.
Stock appreciation rights provide for cash payment equal to the
appreciation in value of the shares under option from the date the option
was granted.
<PAGE>
<PAGE> 69
- ------------------------------------------------------------------------------
I. Property, Plant and Equipment
The composition of property, plant and equipment for manufacturing and
financial services at December 31 was:
1993 1992 1991
- ---------------------------------------------------------------------------
Land $ 317,972 $ 1,069,365 $ 1,072,044
Buildings and
building
equipment 15,494,005 18,511,080 18,452,840
Machinery,
equipment
and tools 21,183,254 20,163,465 19,812,051
Furniture and
fixtures 6,800,594 6,694,676 7,171,500
-----------------------------------------
$43,795,825 $46,438,586 $46,508,435
=========================================
Buildings and building equipment include the following amounts for leases
which have been capitalized:
1993 1992 1991
- ---------------------------------------------------------------------------
Cost $4,627,430 $4,627,430 $4,639,865
Accumulated
depreciation (3,400,023) (3,217,891) (3,032,952)
-----------------------------------------
Property under
capitalized
leases, net $1,227,407 $1,409,539 $1,606,913
=========================================
- ------------------------------------------------------------------------------
J. Accrued Liabilities
Accrued liabilities for manufacturing and financial services are summarized
as follows:
1993 1992 1991
- ------------------------------------------------------------------------------
Insurance $ 4,764,346 $4,174,053 $4,057,383
Employee
compensation 2,321,835 1,604,902 1,135,201
Service
agreements 1,840,472 1,463,451 1,394,311
Interest 904,066 899,573 991,604
Commissions 646,311 332,400 590,959
Stock
appreciation
rights 537,953 613,454 25,059
Profit sharing
contribution 596,356 211,865 4,722
Other 858,766 414,495 303,395
-----------------------------------------
$12,470,105 $9,714,193 $8,502,634
=========================================
<PAGE>
<PAGE> 70
- ------------------------------------------------------------------------------
K. Business Segment Information
The Company operates predominantly in one business segment, that being
the design, manufacture, sale, leasing and short-term rental of
materials handling systems. Revenues are realized predominantly through
its North American Dealer Network.
For purposes of segment information, operating income is total revenue
less applicable operating expenses. In computing results from foreign
operations, exchange transaction gains and losses have been added or
deducted. Domestic transfers are at cost while foreign transfers are at
prices to allow for reasonable profit margins. Identifiable assets
include investments in and advances to unconsolidated investees which
are discussed in Note C.
A summary of information about the Company's operation within the one
business segment follows:
(in Thousands)
- --------------------------------------------------------------------
Product Mix 1993 1992 1991
- --------------------------------------------------------------------
Total Revenues $171,949 $148,733 $140,695
Narrow aisle
applications:
Lift trucks 38% 34% 36%
Automated
materials handling
equipment 16% 18% 15%
All other
lift trucks 22% 21% 22%
Repair and replace-
ment parts 18% 20% 19%
Leasing and
rentals 6% 7% 8%
- --------------------------------------------------------------------
Geographic Areas 1993 1992 1991
- --------------------------------------------------------------------
United States:
Unaffiliated
customers $ 98,436 $ 85,508 $ 83,628
Interarea sales
and transfers* 15,785 13,959 12,509
--------------------------------------
114,221 99,467 96,137
Canada:
Unaffiliated
customers 9,685 6,858 8,145
Interarea sales
and transfers 56,457 46,736 39,387
--------------------------------------
66,142 53,594 47,532
Eliminations (8,414) (4,328) (2,974)
--------------------------------------
Total
Revenues $171,949 $148,733 $140,695
======================================
<PAGE>
<PAGE> 71
1993 1992 1991
- --------------------------------------------------------------------
Operating Income:
United States $ 3,782 $ 3,757 $ 216
Canada 5,930 4,283 (1,016)
--------------------------------------
$ 9,712 $ 8,040 $ (800)
======================================
Identifiable Assets:
United States $165,740 $132,689 $132,487
Canada 25,009 21,155 19,956
--------------------------------------
$190,749 $153,844 $152,443
======================================
*Includes sales of $9,582, $9,631 and $9,536 in
1993, 1992 and 1991, respectively, to unconsolidated
Canadian company at arms-length pricing.
- ------------------------------------------------------------------------------
L. Contingencies
The Company is currently defending a number of products liability and
similar lawsuits involving industrial accidents. The Company views these
actions, and related expenses of administration, litigation and
insurance, as part of the ordinary course of its business. The Company
has a policy of aggressively defending products liability lawsuits,
which generally take several years to ultimately resolve. A combination
of self-insured retention and insurance is used to manage these risks
and management believes that the insurance coverage and reserves
established for self-insured risks are adequate. The effect of these
lawsuits on future results of operations cannot be predicted because any
such effect depends on the operating results of future periods and the
amount and timing of the resolution of these proceedings. The Company's
Dealers contribute to the funding of the Company's products liability
program and, in turn, the Company indemnifies the Dealers against
products liability expense and manages products liability claims.
The Company is also one of thirteen defendants in a private
environmental lawsuit. The plaintiffs have alleged that scrap metal
purchased from the Company was coated with certain solvents and/or
cutting oils. Plaintiffs have the burden of proving the nature and
extent of the Company's contribution to the site, as well as the burden
of proving what portion of the material delivered to the site was
"hazardous" as that term is defined in the environmental statutes. The
Company is aggressively defending the claim and does not believe it is
likely to have a material adverse effect on the Company.
<PAGE>
<PAGE> 72
- --------------------------------------------------------------------
M. Quarterly Information (Unaudited)
(in Thousands, except per share figures)
1993 Quarters First Second Third Fourth
- --------------------------------------------------------------------
Revenues $39,763 $40,648 $42,838 $48,700
Gross profit 8,936 8,913 9,388 11,298
Net income 647 1,030 1,434 1,895
Per share amounts:
Net income .11 .17 .24 .31
Market price range:
High 18.50 19.75 20.75 18.25
Low 14.00 17.25 15.75 14.75
1992 Quarters First Second Third Fourth
- --------------------------------------------------------------------
Revenues $33,480 $37,013 $39,234 $39,006
Gross profit 6,961 8,078 8,857 9,659
Net income 388 950 1,270 1,353
Per share amounts:
Net income .06 .16 .21 .23
Market price range:
High 11.50 16.25 14.75 16.75
Low 8.50 10.25 12.50 12.50
The Raymond Corporation is traded on the NASDAQ National Market System
(ticker symbol RAYM). The common stock market prices indicated in the
tables above represent inter-dealer prices as reported by NASDAQ without
retail markups, markdowns or commissions and do not necessarily
represent actual transactions.
<PAGE>
<PAGE> 73
Directors' Affiliations and Committees
<TABLE>
<CAPTION>
<S> <C>
Ross K. Colquohown Director since 1984 Arthur M. Richardson Director since 1984
President and Chief Executive Officer President
The Raymond Corporation Richardson Capital Corporation
Rochester, New York
Chairman of the Board,
G.N. Johnston Equipment Co. Ltd. Finance Committee, Chairman
Toronto, Ontario, Canada Audit Committee, Member
Chairman of the Board, Executive Committee, Member
Associated Material Handling Industries, Executive Compensation Committee,
Inc. Member
Elmhurst, Illinois Human Resource Committee, Member
Executive Committee, Chairman
Ex Officio Member of all Committees of
the Board of Directors except for the Dr. M. Richard RoseDirector since 1979
Audit Committee and Executive Former President
Compensation Committee Rochester Institute of Technology
Rochester, New York
Christian D. Gibson Director since 1956 Executive Committee, Member
Consultant Executive Compensation Committee,
The Raymond Corporation Chairman
Human Resource Committee, Chairman
Pension Plan Review Committee, Member
401(K) Plan, Trustee
Profit Sharing Retirement Plan, Trustee Daniel F. Senecal Director since 1988
President and Chief Executive Officer
Werres Corporation
John E. Mott Director since 1974 Rockville, Maryland
Secretary
Raymond Industrial Equipment, Limited Pension Plan Review Committee, Member
Brantford, Ontario, Canada 401(K) Plan, Trustee
Profit Sharing Retirement Plan,
Audit Committee, Member Trustee
Pension Plan Review Committee, Member
Robert L. Tarnow Director since 1982
Michael R. Porter Director since 1989 Chairman of the Board
President Goulds Pumps, Inc.
Nexus Corporation Seneca Falls, New York
Northglenn, Colorado
Audit Committee, Chairman
Audit Committee, Member Executive Compensation Committee,
Finance Committee, Member Member
Pension Plan Review Committee, Member Human Resource Committee, Member
George G. Raymond, Jr. Director since 1946 Lee J. Wolf Director since 1973
Chairman of the Board Consultant
The Raymond Corporation The Raymond Corporation
Executive Committee, Member Pension Plan Review Committee,
Finance Committee, Member Chairman
Human Resource Committee, Member 401(K) Plan, Chairman of Trustees
Profit Sharing Retirement Plan,
Chairman of Trustees
Finance Committee, Member
</TABLE>
<PAGE>
<PAGE> 74
<TABLE>
<CAPTION>
<S> <C>
Officers, Principal Subsidiaries and
External Services
Officers Raymond Industrial Equipment, Limited
Brantford, Ontario, Canada
George G. Raymond, Jr.
Chairman of the Board Raymond Leasing Corporation
Greene, New York
Ross K. Colquhoun Raymond Sales Corporation
President and Greene, New York
Chief Executive Officer
Raymond Transportation Corporation
Greene, New York
William B. Lynn
Executive Vice President R.H.E. Ltd.
Brantford, Ontario, Canada
Heidi J. Bowne
Vice President-Human Resources External Services
Legal Counsel
James W. Davis Nixon, Hargrave, Devans and Doyle
Vice President-Engineering Rochester, New York
Independent Auditors
Jerome R. Dinn Ernst & Young
Vice President-Sales and Quality Syracuse, New York
Margaret L. Gallagher Transfer Agent and Registrar
Vice President-Marketing American Stock Transfer & Trust
Company
James J. Malvaso Brooklyn, New York
Vice President-Operations
Securities Listings
Common Stock:
Paul J. Sternberg NASDAQ National Market System
Vice President-General Counsel and Ticker symbol RAYM
Secretary
Subordinated convertible debentures:
Patrick J. McManus NASDAQ Small-Cap Market
Treasurer Ticker symbol RAYMG
Design, Production & Composition:
John F. Everts
Corporate Controller The Raymond Corporation/Marketing
Communications
JD Associates/Sandy Fencher
William L. O'Mara Warne Marketing & Communications
Assistant Treasurer
Photography
Cathy J. Hawkes B.T. Industries AB
Assistant Secretary L.A. Oliver Photography, Inc./Lou Oliver
Principal M.J.S. Photography/Michael J. Skrepcinski
Subsidiaries Robin Raymond
The Raymond Export Corporation The Raymond Corporation
St. Thomas, U.S. Virgin Islands
Lithography
Manhardt-Alexander, Inc.
</TABLE>
"RAYMOND," "REACH-FORK," "SWING-REACH," "INTELLIDRIVE,"
"INTELLIGUIDE," "INTELLIPICK," "SMARTi" and "INTELLISPEED"
are trademarks of The Raymond Corporation.
<PAGE>
<PAGE> 75
The Raymond Dealer Network
Air-Mac Handling Brauer Material Handling
& Storage Techniques, Inc. Systems, Inc.
1651 S. 216th Street, Bldg. D 206 Space Park North
Kent, WA 98032 Goodlettsville, TN 37072
206-872-3909 615-859-2930
7911 N.E. 33rd Drive 6331 Baum Drive
Suite 260 Knoxville, TN 37919
Portland, OR 97211 615-588-3566
503-249-8290
Carolina Handling, Inc.
Allied Handling Equipment 3101 Piper Lane
Company, Ltd. Airport Industrial Park
2335 W. Altorfer Drive Charlotte, NC 28208
Peoria, IL 61615-1809 704-357-6273
309-691-7620
2304 River Road
1509 S.E. Cortina Drive Piedmont, SC 29673
Ankeny, IA 50021-3903 803-269-6360
515-964-0162
2717 W. Highway 97
Andersen & Associates, Inc. Wendell, NC 27591
24333 Indoplex Circle 919-365-9077
Farmington, MI 48335-2552
810-476-6500 1215 Bonito Lane
Wilmington Beach, NC 28428
3146 Broadmoor, S.E. 910-458-5707
Grand Rapids, MI 49512
616-949-1452 4844-C Tower Road
Greensboro, NC 27410
4732 Northwest 165th Street 910-547-0662
Hialeah, FL 33014-6423
305-625-0250 2351 Lithonia Industrial Blvd.
Lithonia, GA 30058
Arbor Handling Services, Inc. 404-484-2070
2380 Maryland Road
Willow Grove, PA 19090 6022 Woodvale Court
215-657-2700 Helena, AL 35080
205-664-8818
Associated Material Handling
Industries, Inc. Distribuciones Molina S.A. de C.V.
343 Carol Lane Flamenco 1115
Elmurst, IL 60126 Guadalajara, Jalisco, Mexico 44910
708-832-7200 011-52-3-610-2002
8820 Corporation Drive Garmac, Inc.
Indianapolis, IN 46256 "A" Street Corner "B" Street
317-576-0300 Las Palmas Industrial Park
Catano, Puerto Rico 00962
4812 Investment Drive 809-788-3400
Ft. Wayne, IN 46808
219-482-9556
<PAGE>
<PAGE> 76
G.N. Johnston Equipment Co. Ltd. 180 Edinburgh Drive
1400 Courtney Park Drive Moncton, New Brunswick E1E 2K7
Mississauga, Ontario LST 1H1 Canada
Canada 506-857-8766
416-675-6460
61 Raddall Avenue
No. 105 581 Chester Rd. Dartmouth, Nova Scotia B3B 1T4
Delta, British Columbia V3M 6G7 Canada
Canada 902-468-1457
604-524-0361
Goldbell Engineering PTE Ltd.
7008J 5th Street S.E. 14 Benoi Road
Calgary, Alberta T2H 2G3 Singapore 2262
Canada 011-65-861-0007
403-258-1221
Handling Systems, Inc.
17424 105th Avenue 5415 South 39th Street
Edmonton, Alberta T5S 1G4 Phoenix, AZ 85040
Canada 602-437-8071
403-483-7051
740 E. Ajo Way
#1 - 826 56th Street East Tucson, AZ 85713
Saskatoon, Saskatchewan S7K 5Y8 602-624-1895
Canada
306-933-3399 Heubel Material Handling, Inc.
6311 N.E. Equitable Rd.
655 Henderson Drive Kansas City, MO 64120
Regina, Saskatchewan S4N 6A8 816-231-7780
Canada
306-721-2300 2635 Metro Blvd.
St. Louis, MO 63043
314-739-5002
85 Keith Road
Winnipeg, Manitoba R3H OH7 2324 S. 156th Circle
Canada Omaha, NE 68130
204-633-4364 402-330-9040
1179 Newmarket Street 4100 Will Rogers Parkway
Ottawa, Ontario K1B 3V1 Suite 200
Canada Oklahoma City, OK 73108
613-745-0744 405-949-9001
181 Whitehall Drive Hillis Equipment Company, Inc.
Markham, Ontario L3R 9T1 23920 Mercantile Road
Canada Beachwood, OH 44122-5987
905-470-7170 216-464-8520
5000 Levy Street Hooper Handling, Inc.
Ville St. Laurent, Quebec H4R 9Z7 5590 Camp Road
Canada Hamburg, NY 14075
514-956-0020 716-649-5590
3200 Watt Street 1320 Buffalo Road
Suite 105 Suite 115
Ste. Foy, Quebec GIX 4P8 Rochester, NY 14624
Canada 716-328-0171
418-650-1620
2820 W. 23rd Street
Suite #14
Erie, PA 16506
814-838-0343
<PAGE>
<PAGE> 77
<TABLE>
<CAPTION>
<S> <C>
LIFTO Industrial LTDA N.J. Malin & Associates, Inc.
Av. Victor Andrew, 585 15870 Midway Road
18086-390 Sorocaba SP. Addison, TX 75244
Brazil 214-458-2680
011-55-152-25-1999
6630 Roxburgh Drive
Minnesota Supply Company, Inc. Suite 150
6470 Flying Cloud Drive Houston, TX 77041
Eden Prairie, MN 55344-3372 713-896-4183
612-941-9390
3000 Woodway Park
1707 Westgate Road 113301H-10 West
Eau Claire, WI 54703 Suite 3043
715-835-1800 San Antonio, TX 78249
210-690-1574
Montacargas AC S.A. de C.V.
EJE 126 S/N 4757 River Rd.
Zona Industrial Del Potosi Jefferson, LA 70121
San Luis Potosi, S.L.P. 504-733-8445
Mexico C.P. 78090
011-52-4-824-0290 4120 Rio Bravo
Suite 101
Montacargas Aditamentos Y El Paso, TX 79902
Refacciones S.A. de C.V. 915-534-7735
Av. Caylan No. 5
Col. La Joya Iztacala Oleg B. Malikov
Tlalnepantla, Edo de Mexico C.F. 54160 Foreign Trade Representative
011-52-5-388-1515 215, Korpus 1, 27, Prospect
Aviaconstructorov
Montacargas Aditamentos Y Saint Petersburg, 197373
Refacciones Norte S.A. de C.V. Russia
Calle Union #219 011-7-812-168-80-94
Col. Chapultepec
Nuevo Leon, Mexico 66450 Pacific Machinery, Inc.
011-52-8-352-7749 Division of Theo. H. Davies & Co. Ltd.
94-025 Farrington Highway
Nichiyu 'NYK' Australia Pty. Limited Waipahu, HI 96797-2299
Q.B.M. Pty. Ltd. 808-677-9111
22-24 Elliot Road
P.O. Box 461 456 Kalanianaole Avenue
Dandenong, Victoria Hilo, HI 96720-4704
Australia 808-961-3437
3175
011-61-3-794-6555 470 S. Hana Highway
Kahului, Maui, HI 96732-2316
29-31 Lysaght Street 808-877-6538
Acacia Ridge, QLD., 4110
Australia 3651 Lala Road
Lihue, Kauai, HI 96766
P.O. Box 6089 808-245-4057
48 Newton Road
Wetherill Park, NSW, 2164 196 E. Harmon Industrial Park Road
Australia Harmon, Guam 96911-4407
011-671-646-1055
9 Cord Street
Dudley Park, S.A. Pengate Handling Systems, Inc.
Australia 5008 6A Interchange Place
York, PA 17402
717-764-3050
</TABLE>
<PAGE>
<PAGE> 78
Mahaffey Equipment Company Division 6202 North U.S. 301/441
650 Alpha Drive Ocala, FL 34475
R.I.D.C. Industrial Park 904-732-4600
Pittsburgh, PA 15238-2891
412-782-5500
4760 Capital Circle, N.W.
Pengate Handling Systems Tallahassee, FL 32303-7217
of New York, Inc. 904-562-2121
Royce w. Day Company Division
Grove Street 1401 U.S. Highway 301 North
Voorheesville, NY 12186-9713 Tampa, FL 33619-2625
518-765-3331 813-620-1337
Raymond Handling Services Division 803 Taft-Vineland Road
6650 Kirkville Road Orlando, FL 32824-2067
East Syracuse, NY 13057 407-857-1973
315-437-7101
Robert Abel & Co., Inc.
Raymond Handling Concepts 195 Merrimac St.
Corporation Woburn, MA 01888
38507 Cherry Street, Suite A 617-935-7860
Newark, CA 94560
510-745-7500 Shaw Material Handling
Systems, Inc.
1418-W N. Market Blvd., Suite 100A 3025 Kate Bond Blvd.
Sacramento, CA 95834 Bartlett, TN 38134
916-928-1400 901-386-1081
4974 North Fresno Street 2201 Brookwood Drive, Suite 108
Suite 566 Little Rock, AR 72202
Fresno, CA 93726 501-663-5108
209-264-7500
814 South Bloomington
Lowell, AR 72745
5025 McCarron Blvd., Suite 181 501-770-2156
Reno, NV 89502
702-323-4432 Stoffel Equipment Company, Inc.
7764 North 81st Street
4555 N. Pershing Avenue Milwaukee, WI 53223
Suite 33-111 414-354-7500
Stockton, CA 95207
209-474-7500 Storage Concepts, Inc.
4350 Indeco Court
Raymond Handling Cincinnati, OH 45241
Technologies, Inc. 513-891-7290
426 Northfield Avenue
Edison, NJ 08837 5270 Krieger Court
908-417-1100 Columbus, OH 43228
614-878-9271
35 Tec Street
Hicksvills, NY 11801 1804 Production Drive
800-722-8901 Louisville, KY 40299
502-491-2237
Ring Lift
Division of Ring Power Corporation
8060 Phillips Highway
Jacksonville, FL 32256
904-448-5438
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Welch Equipment Company, Inc.
6090 East 39th Avenue
Denver, CO 80207
303-393-8181
634 Elkton Drive
Colorado Springs, CO 80907
719-599-4497
4501 Bogan Avenue, N.E.
Building A, Suite 3
Albuquerque, NM 87109
505-881-9612
Werres Corporation
12022 Parklawn Drive
Washington-Rockville Industrial Park
Rockville, MD 20852
301-770-4000
7449 Whitepine Road
Richmond, VA 23237
804-275-6500
4225 Colonial Avenue, Suite D
Roanoke, VA 24018
703-989-5090
Womack Material Handling
Systems, Inc.
71 North Plains Industrial Rd.
Wallingford, CT 06492-2332
203-265-2887
W.T. Billard, Inc.
10261 Matern Place
Santa Fe Springs, CA 90670-3708
310-944-8067
12255 Kirkham Road
Poway, CA 92064
619-679-1800
121 Industrial Parkway
Suite 108
Henderson, NV 89015
800-669-5438
605 S. Milliken Ave.
Suite E
Ontario, CA 91761
909-988-5400
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