<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-10718
CAMCO INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
Delaware 13-3517570
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7030 Ardmore, Houston, Texas 77054
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 747-4000
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date. 24,277,753 shares
of Common Stock ($.01 par value) outstanding at May 1, 1996.
<PAGE> 2
CAMCO INTERNATIONAL INC.
INDEX
<TABLE>
<CAPTION>
Page
No.
<S> <C>
PART I - FINANCIAL INFORMATION:
Report of Independent Public Accountants 1
Consolidated Condensed Statements of Operations- 2
Three Months ended March 31, 1996 and 1995
Consolidated Condensed Balance Sheets - March 31,
1996 and December 31, 1995 3
Consolidated Condensed Statements of Cash Flows -
Three Months ended March 31, 1996 and 1995 4
Notes to Consolidated Condensed Financial Statements 5-6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 6-9
PART II - OTHER INFORMATION 10
</TABLE>
<PAGE> 3
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To Camco International Inc.:
We have reviewed the accompanying consolidated condensed balance sheet of Camco
International Inc. (a Delaware corporation) and subsidiaries as of March 31,
1996, and the related consolidated condensed statements of operations and cash
flows for the three months ended March 31, 1996 and 1995. These financial
statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the financial statements referred to above for them to be in
conformity with generally accepted accounting principles.
ARTHUR ANDERSEN LLP
Houston, Texas
April 16, 1996
1
<PAGE> 4
CAMCO INTERNATIONAL INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
(unaudited)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
----------------------------------
1996 1995
--------- ----------
<S> <C> <C>
REVENUES:
Sales $ 111,024 $ 106,051
Services 34,500 33,732
--------- ----------
145,524 139,783
--------- ----------
COSTS AND EXPENSES:
Cost of sales 60,053 56,634
Cost of services 26,336 27,263
--------- ----------
86,389 83,897
--------- ----------
Gross margin 59,135 55,886
Selling, general and administrative expenses 42,043 39,865
Amortization of intangible assets 1,387 1,415
--------- ----------
Operating income 15,705 14,606
Interest expense, net 659 650
--------- ----------
Income before provision for income taxes 15,046 13,956
Provision for income taxes 4,815 3,867
--------- ----------
Net income $ 10,231 $ 10,089
========= ==========
Net income per share $ .41 $ .41
========= ==========
Average common and common equivalent shares outstanding 24,743 24,405
Cash dividends paid per common share $ .05 $ .05
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
2
<PAGE> 5
CAMCO INTERNATIONAL INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
ASSETS
March 31, December 31,
1996 1995
----------- ------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 43,771 $ 32,290
Account receivable, net 135,161 134,406
Inventories 142,421 137,953
Prepaid expenses and other 29,309 30,117
---------- ----------
Total current assets 350,662 334,766
---------- ----------
PROPERTY, PLANT AND EQUIPMENT:
Land 3,912 3,919
Buildings 61,234 61,754
Machinery and equipment 200,328 196,265
Service equipment 60,891 60,479
---------- ----------
326,365 322,417
Accumulated depreciation (194,675) (188,559)
---------- ----------
Property, plant and equipment, net 131,690 133,858
---------- ----------
INTANGIBLE ASSETS, net 179,647 181,262
OTHER ASSETS 11,741 11,381
---------- ----------
Total assets $ 673,740 $ 661,267
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term and current portion of long-term debt $ 10,948 $ 12,179
Accounts payable 32,413 29,847
Accrued liabilities 99,559 92,459
Income taxes payable 9,095 11,973
---------- ----------
Total current liabilities 152,015 146,458
---------- ----------
LONG-TERM DEBT 66,982 71,998
DEFERRED INCOME TAXES 7,980 7,045
OTHER LONG-TERM LIABILITIES 39,166 37,948
---------- ----------
Total liabilities 266,143 263,449
---------- ----------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock $.01 par value, 100,000,000 shares authorized,
25,228,115 and 25,193,917 shares issued 252 252
Additional paid-in capital 439,498 438,947
Retained earnings 4,673 (4,375)
Cumulative translation adjustment (19,243) (18,576)
Treasury stock, 952,424 and 1,000,000 shares at cost (17,553) (18,430)
---------- ----------
Total stockholders' equity 407,597 397,818
---------- ----------
Total liabilities and stockholders' equity $ 673,740 $ 661,267
========== ==========
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
3
<PAGE> 6
CAMCO INTERNATIONAL INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(unaudited)
<TABLE>
<CAPTION>
Three Months
Ended March 31,
-----------------------------------
1996 1995
--------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 10,231 $ 10,089
Adjustments to reconcile net income to net cash
provided by operating activities, net
of effects of acquisition -
Gain from sales of assets -- (2,022)
Depreciation and amortization 8,773 7,993
Provision for deferred and other taxes 943 438
Increase in accounts receivable (1,000) (8,187)
Increase in inventories (4,786) (3,925)
Increase (decrease) in accounts payable 2,711 (2,475)
Increase in accrued liabilities 7,100 4,744
Decrease in income taxes payable (2,832) (3,759)
Increase (decrease) in other net, 352 (2,518)
--------- ----------
Net cash provided by operating activities 21,492 378
--------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (3,642) (2,525)
Proceeds from sale of property, plant and equipment 143 7,426
Business acquisition -- (5,750)
--------- ----------
Net cash used in investing activities (3,499) (849)
--------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in borrowings under revolving credit facility (5,000) --
Decrease in other debt (1,245) (4,246)
Dividends paid to stockholders (1,213) (1,204)
Proceeds from exercise of stock options 1,097 215
--------- ----------
Net cash used in financing activities (6,361) (5,235)
--------- ----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND
CASH EQUIVALENTS (151) 267
--------- ----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 11,481 (5,439)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 32,290 35,971
--------- ----------
CASH AND CASH EQUIVALENTS AT END OR PERIOD $ 43,771 $ 30,532
========= ==========
SUPPLEMENTAL DISCLOSURES OR CASH FLOW INFORMATION:
Cash paid for interest $ 659 $ 650
Cash paid for income taxes $ 7,405 $ 7,128
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
4
<PAGE> 7
CAMCO INTERNATIONAL INC AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1. General
In the opinion of Camco International Inc. and subsidiaries (the "Company")
management, the accompanying unaudited consolidated condensed financial
statements include all adjustments necessary to present fairly the Company's
financial position as of March 31, 1996, its results of operations and its cash
flows for the three months ended March 31, 1996 and 1995. Although the Company
believes that the disclosures are adequate to make the information presented
not misleading, certain information and footnote disclosures normally included
in annual consolidated financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted
pursuant to the rules and regulations of the Securities and Exchange
Commission. These consolidated condensed financial statements should be read
in conjunction with the Company's Annual Report on Form 10-K for the year ended
December 31, 1995. The results of operations for the three months ended March
31, 1996 may not be indicative of the results for the full year.
Note 2. Inventories
Consolidated inventories, net of allowances, are summarized as follows (in
thousands):
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
------------ ------------
<S> <C> <C>
Raw Materials $ 19,280 $ 17,013
Parts and components 42,459 37,983
Work in process 18,007 15,670
Finished Goods 62,675 67,287
------------ ------------
$ 142,421 $ 137,953
============ ============
</TABLE>
Work in process and finished goods inventories include the cost of
materials, labor and plant overhead. The excess of current costs, determined
using the FIFO basis, over the carrying values of LIFO inventories was
approximately $11.6 million and $10.0 million at March 31, 1996 and December
31, 1995, respectively.
5
<PAGE> 8
Note 3. Commitments and Contingencies - Legal Proceedings
The Company is involved in certain lawsuits and claims, including
claims by federal and local authorities under various environmental protection
laws, arising in the normal course of business. In the opinion of management,
uninsured losses, if any, resulting from the ultimate resolution of these
matters will not have a material adverse effect on the financial position or
results of operation of the Company.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Business Environment
The Company operates in approximately 50 countries worldwide.
International operations of the Company are subject to certain risks inherent
in doing business outside the United States, including risks of war, civil
disturbances and governmental actions, which may limit or disrupt markets and
restrict the movement of funds. In addition, political conditions in certain
foreign countries where the Company operates may disrupt the normal commercial
relationship between the Company and the respective national oil companies.
Continuing political instability and governmental control of currency exchange
and movement has caused disruption in certain areas in which the Company
operates such as the former Soviet Union (the "FSU"), Nigeria and Venezuela.
The FSU continues to experience political uncertainty and a shortage
of hard currency to finance exploration and production programs. While the
Company expects continuing sales of equipment, primarily electrical submersible
pumps ("ESPs"), into the FSU, the amount and timing of sales of ESPs and other
products in the FSU for the remainder of 1996 are currently uncertain due to
the lack of available financing. The political and economic situation in the
FSU is expected to continue to impact results, in particular, those of the
Company's Reda division, until such time that available financing for purchases
in the FSU becomes more readily available.
Camco has significant operations in Nigeria, including coiled tubing
services, wireline services and equipment sales and services. In recent years,
Nigeria has experienced considerable
6
<PAGE> 9
political instability, high inflation and a significant decline in business
activity. In addition, the Nigerian naira ("the naira") devalued significantly
during the first quarter 1995, adversely impacting the Company's operating
income. Any future devaluation of the naira could further reduce the Company's
income. Although activity levels have improved somewhat during the past six
months, the business environment in Nigeria remains volatile and uncertain.
Additionally, there is currently pending before the U.S. Congress proposed
legislation regarding trade with Nigeria, which if enacted, could adversely
affect the Company's future business in Nigeria.
Camco has significant equipment sales in Venezuela and also provides
coiled tubing and wireline services. In recent years, Venezuela has
experienced political instability, high inflation and considerable economic
pressure on the allocation of hard currency to the oil production sector. In
December 1995, the Venezuelan bolivar (the "B") devalued by approximately 41%
versus the U.S. dollar, reducing the Company's operating income. The
Venezuelan government recently lifted all foreign currency exchange controls,
and the B devalued by an additional 40%. Translation losses related to this
recent devaluation will not have a significant impact on operating
income in the second quarter of 1996. However, any subsequent devaluation of
the B could adversely impact the Company's future earnings.
International sales are expected to continue to represent a
substantial portion of the Company's total revenues. Although there can be no
assurance that the Company will not experience adverse effects from political
and economic events outside the United States similar to those currently being
experienced in the FSU, Nigeria and Venezuela, the Company believes that the
diversified nature of the Company's international activities reduces the risk
to the Company taken as a whole.
Results of Operations
Comparison of Quarter Ended March 31, 1996 to Quarter Ended March 31, 1995
Revenues for the quarter ended March 31, 1996 were $145.5 million, an
increase of $5.7 million from the comparable quarter in 1995. Product sales
were up $5.0 million from quarter to quarter primarily due to a substantial
increase in completion product sales to Canada, a direct result of the
acquisition of Site in March 1995, and an overall increase in sales to the
Middle East and
7
<PAGE> 10
Africa. This increase in sales was offset somewhat by a decrease in ESP sales
to the FSU during the quarter. Services revenues were up slightly in the first
quarter 1996 despite a $2 million decrease year over year as a result of the
divestiture of STOP, the Company's safety service business, in March 1995.
Most of the increase is attributable to increased service revenues, primarily
coiled tubing services, in Nigeria and increased oil tool service revenues in
Canada as a result of the Site acquisition.
United States and Canada revenues in the first quarter were up $3.0
million, or 5.5% compared to last year primarily due to increased completion
equipment sales by Site in Canada. Revenues increased substantially to $27.3
million in the Middle East and Africa, mostly due to increased completion
products and services sales into those countries. South American sales were
down 12% to $24.4 million in the first quarter, primarily due to lower
completion equipment and drill bit sales. Europe revenues declined $1.9
million to $22.7 million as a result of lower ESP sales to the FSU. Far East
revenues were down slightly to $14.0 million as lower completion equipment
sales were partially offset by higher sales of drill bits.
Consolidated gross margin increased $3.2 million in the first quarter
of 1996 to $59.1 million, or 40.6% of revenues, from $55.9 million, or 40.0% of
revenues in the comparable quarter last year. The margin improvement is a
direct result of higher services margins due to a combination of higher volume,
and a lower cost base compared to last year.
Selling, general and administrative expenses ("S,G&A") increased $2.2
million in the first quarter to $42.0 million. However, excluding the $2
million gain on the sale of STOP, which resulted in lower expenses in the first
quarter 1995, S,G&A was relatively flat quarter to quarter as inflationary
increases were offset by lower translation losses.
Operating income increased $1.1 million from the first quarter of 1995
to $15.7 million. Excluding the gain on the sale of STOP in last year's first
quarter, operating income improved $3.1 million, a 25% increase. Increased
margins due to higher volume and lower translation losses this year accounted
for most of the operating income increase. Despite an increase in the
effective tax rate from 28% in last year's first quarter to 32% this year,
primarily due to a significant shift in income from lower non-U.S.
8
<PAGE> 11
tax jurisdictions to higher tax countries, net income increased 19% compared to
the first quarter 1995 to $10.2 million, or 41 cents per share. This excludes
the $1.5 million gain from the sale of STOP last year.
Capital Resources and Liquidity
Cash provided by operating activities was $21.5 million in the quarter
ended March 31, 1996, an increase of $21.1 million from the comparable period
of last year. This increase in operating cash flow is principally a result of
a decrease in working capital requirements this year compared to a substantial
increase in working capital last year. Cash in the first quarter 1996 was used
to fund $3.6 million of capital expenditures, reduce debt by a net $6.2 million
and pay dividends to stockholders of $1.2 million, or 5 cents per share. After
these expenditures, cash and cash equivalents increased $11.5 million to a
balance of $43.8 million at March 31, 1996.
The Company believes that cash flow from operations combined with the
unused portion of the revolving credit facility should provide it with
sufficient capital resources and liquidity to meet its debt service
requirements under the credit facilities and manage its business needs.
Private Securities Litigation Reform Act
In accordance with the provisions of the Private Litigation Reform Act
of 1995, the cautionary statements set forth identify important factors that
could cause actual results to differ materially from those in any
forward-looking statements contained in this report. Such trends and factors
include changes in the price of oil and gas, changes in the domestic and
international rig count, global trade policies, domestic and international
drilling activities, world- wide political stability and economic growth,
currency fluctuations, including currency fluctuations and monetary
restrictions in Venezuela and other countries, government export and import
policies, technological advances involving the Company's products, the
Company's successful execution of internal operating plans, performance issues
with key suppliers and subcontractors, collective bargaining labor disputes,
regulatory uncertainties and legal proceedings.
9
<PAGE> 12
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is involved in certain lawsuits and claims, including
claims by federal and local authorities under various environmental protection
laws, arising in the normal course of business. In the opinion of management,
uninsured losses, if any, resulting from the ultimate resolution of these
matters will not have a material adverse effect on the financial position or
results of operations of the Company.
ITEM 5. OTHER INFORMATION
None
10
<PAGE> 13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
2.1 Reorganization Agreement (incorporated by reference to Exhibit
No. 2.1 to the Company's Registration Statement on Form S-1 (Reg. No.
33-70036)).
3.1 Restated Certificate of Incorporation (incorporated by reference
to Exhibit No. 3.1 to the Company's Annual Report on Form 10-K for the
year ended December 31, 1993)
3.2 By-laws (incorporated by reference to Exhibit No. 3.4 to the
Company's Registration Statement on Form S-1 (Reg. No. 33-70036)).
4.1 See Exhibits 3.1 and 3.2 for provisions of the Restated
Certificate of Incorporation and By-laws of the Company defining the
rights of holders of Common Stock.
4.2 Form of Common Stock Certificate (incorporated by reference to
Exhibit No. 4.2 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
4.3 Rights Agreement dated as of December 15, 1994, between Camco
International Inc., and First Chicago Trust Company of New York, as
Rights Agent, which includes as exhibits, the form of Right
Certificate and the Summary of Rights to Purchase Common Shares
(incorporated by reference to Exhibit No. 1 to the Company's
Registration Statement of Form 8-A dated December 19, 1994).
10.1* Nonemployee Directors Stock Option Plan (incorporated by
reference to Exhibit No. 10.1 to the Company's Registration Statement
on Form S-1 (Reg. No. 33-70036)).
10.2* Deferred Compensation Plan (incorporated by reference to
Exhibit No. 10.2 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
10.3* Long-Term Incentive Plan of Camco International Inc.
(incorporated by reference to Exhibit 10.3 to the Company's Annual
Report of Form 10-K for the year ended December 31, 1993).
11
<PAGE> 14
10.4* Description of Management Bonus Program (incorporated by
reference to Exhibit No. 10.4 to the Company's Registration Statement
on Form S-1 (Reg. No. 33-83562)).
10.5* Letter Agreement between the Company and Gary Nicholson
(incorporated by reference to Exhibit No. 10.5 to the Company's
Registration Statement on Form S-1 (Reg. No. 33-70036)).
10.6* Form of Executive Severance Agreement (incorporated by
reference to Exhibit No. 10.6 to the Company's Registration Statement
on Form S-1 (Reg. No. 33-70036)).
10.7 Form of First Amendment to Executive Severance Agreement
(incorporated by reference to Exhibit No. 10.7 to the Company's
Registration Statement of Form S-1 (Reg. No. 33-83562)).
10.8 Form of Indemnification Agreement (incorporated by reference to
Exhibit No. 10.7 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
10.9 Registration Rights Agreement (incorporated by reference to
Exhibit No. 10.8 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
10.10 Tax Allocation Agreement (incorporated by reference to Exhibit
No. 10.9 to the Company's Registration Statement on Form S-1 (Reg. No.
33-70036)).
10.11 U.S. Tax Transition Agreement (incorporated by reference to
Exhibit No. 10.10 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
10.12 U.K. Tax Transition Agreement (incorporated by reference to
Exhibit No. 10.11 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
10.13 Credit Facility dated December 7, 1993 (incorporated by
reference to Exhibit No. 10.12 to the Company's Registration Statement
on Form S-1 (Reg. No. 33-70036)).
12
<PAGE> 15
10.14 First Amendment to Credit Facility dated August 29, 1994
(incorporated by reference to Exhibit No. 10.14 to the Company's
Registration Statement on Form S-1 (Reg. No. 33-83562)).
10.15 Amended, Restated and Consolidated Lease Agreement dated as of
May 7, 1990, between the City of Bartlesville, Oklahoma, and Reda, a
division of Camco International Inc. (incorporated by reference to
Exhibit No. 10.13 to the Company's Registration Statement on Form S-1
(Reg. No. 33-70036)).
10.16 Lease dated September 12, 1994, between Jurong Town Corporation
and Reda Pump Company (Singapore) Private Limited (incorporated by
reference to Exhibit No. 10.14 to the Company's Registration Statement
on Form S-1 (Reg. No. 33-70036)).
10.17 Building Agreement dated May 12, 1983, between Jurong Town
Corporation and Reed Rock Bit Company International, Ltd.
(incorporated by reference to Exhibit No. 10.15 to the Company's
Registration Statement on Form S-1 (Reg. No. 33-70036)).
10.18 999 Year Lease dated November 7, 1988, between The Department
of Economic Development and Camco Limited (incorporated by reference
to Exhibit No. 10.16 to the Company's Registration Statement on Form
S-1 (Reg. No. 33-70036)).
10.19 Amended and Restated Joint Venture Agreement dated July 7,
1993, between Reda Industries Ltd. and P.T. Imeco Inter Sarana
(incorporated by reference to Exhibit No. 10.17 to the Company's
Registration Statement on Form S-1 (Reg. No. 33-70036)).
10.20 Joint Venture Agreement dated June 23, 1990, between Camco
Soviet Services Limited, Tyumengastechnology and Urengoigasprom
(incorporated by reference to Exhibit No. 10.18 to the Company's
Registration Statement on Form S-1 (Reg. No. 33-70036)).
13
<PAGE> 16
10.21 Agreement for Technology Transfer, Grant For License, and the
Sale of Manufacturing Know-How and Technical Assistance dated December
5, 1991, between the Reda Division of Camco International Inc., Reda
Pump Company (Singapore) Private Ltd., the Lawrence Technology
Division of Camco International Inc. and Zavody Tazkeho Strojarstva,
Dubnica Nad Vahom (incorporated by reference to Exhibit No. 10.19 to
the Company's Registration Statement on Form S-1 (Reg. No. 33-70036)).
10.22* Forms of Restricted Share Agreements (incorporated by
reference to Exhibit No. 10.22 to the Company's Registration Statement
on Form S-1 (Reg. No. 33-83562).
10.23 Lease Agreement dated July 9, 1979, between the State of Alaska
Department of Natural Resources, Division of Forest, Land and Water
Management and Camco Wireline, Inc. (incorporated by reference to
Exhibit No. 10.23 to the Company's Registration Statement on Form S-1
(Reg. No. 33-83562).
10.24 Stock Purchase Agreement between the Company and Pearson Inc.
(incorporated reference to Exhibit No. 10.24 to the Company's
Registration Statement on Form S-1 (Reg. No. 33-83562).
15.1 Letter Regarding Unaudited Interim Financial Information.
21.1 Subsidiaries of the Company (incorporated by reference to
Exhibit No. 21.1 to the Company's Annual Report on Form 10-K for the
year ended December 31, 1995).
* Management Contract or Incentive Program.
(b) Reports on Form 8-K
None
14
<PAGE> 17
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
By: /s/ Gary D. Nicholson
---------------------------------------------
Gary D. Nicholson
Chairman of the Board of Directors
President and Chief Executive Officer
(Principal Executive Officer)
May 8, 1996
By: /s/ Bruce F. Longaker Jr.
---------------------------------------------
Bruce F. Longaker Jr.
Vice-President Finance and
Corporate Controller
(Principal Accounting Officer)
May 8, 1996
15
<PAGE> 18
INDEX TO EXHIBITS
15.1 Letter Regarding Unaudited Interim Financial Information.
27 Financial Data Schedule
<PAGE> 1
Exhibit 15.1
May 8, 1996
To Camco International Inc.:
We are aware that Camco International Inc. has incorporated by reference in its
Registration Statement No. 33-78666 and No.33-78668 its Form 10-Q for the
quarter ended March 31, 1996, which includes our report dated April 16, 1996,
covering the unaudited interim financial information contained therein.
Pursuant to Regulation C of the Securities Act of 1933, that report is not
considered a part of the Registration Statements prepared or certified by our
firm or a report prepared or certified by our firm within the meaning of
Sections 7 and 11 of the Act.
ARTHUR ANDERSEN, LLP
Houston, Texas
16
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 43,771
<SECURITIES> 0
<RECEIVABLES> 135,161
<ALLOWANCES> 0
<INVENTORY> 142,421
<CURRENT-ASSETS> 350,662
<PP&E> 326,365
<DEPRECIATION> (194,675)
<TOTAL-ASSETS> 673,740
<CURRENT-LIABILITIES> 152,015
<BONDS> 0
<COMMON> 252
0
0
<OTHER-SE> 407,345
<TOTAL-LIABILITY-AND-EQUITY> 673,740
<SALES> 145,524
<TOTAL-REVENUES> 145,524
<CGS> 86,389
<TOTAL-COSTS> 86,389
<OTHER-EXPENSES> 43,430
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 659
<INCOME-PRETAX> 15,046
<INCOME-TAX> 4,815
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,231
<EPS-PRIMARY> .41
<EPS-DILUTED> .41
</TABLE>
