<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 September 30, 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. 24,289,473 shares
of Common Stock ($.01 par value) outstanding at October 29, 1996.
<PAGE> 2
CAMCO INTERNATIONAL INC.
INDEX
Page
No.
PART I - FINANCIAL INFORMATION:
Report of Independent Public Accountants 1
Consolidated Condensed Statements of Operations-
Three Months and Nine Months ended
September 30, 1996 and 1995 2
Consolidated Condensed Balance Sheets -
September 30, 1996 and December 31, 1995 3
Consolidated Condensed Statements of Cash Flows -
Nine Months ended September 30, 1996 and 1995 4
Notes to Consolidated Condensed Financial Statements 5-6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 6-11
PART II - OTHER INFORMATION 12
<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 September
30, 1996, and the related consolidated condensed statements of operations for
the three months and nine months ended September 30, 1996 and 1995, and the
consolidated condensed statements of cash flows for the nine months ended
September 30, 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
October 15, 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 Nine Months
Ended September 30, Ended September 30,
----------------------- -----------------------
1996 1995 1996 1995
-------- -------- -------- --------
<S> <C> <C> <C> <C>
REVENUES:
Sales $126,601 $116,984 $359,424 $329,438
Services 40,702 32,208 116,943 94,288
-------- -------- -------- --------
167,303 149,192 476,367 423,726
-------- -------- -------- --------
COSTS AND EXPENSES:
Cost of sales 67,978 62,312 194,753 177,407
cost of services 32,975 28,143 90,113 77,987
-------- -------- -------- --------
100,953 90,455 284,866 255,394
-------- -------- -------- --------
Gross margin 66,350 58,737 191,501 168,332
Selling, general and administrative expenses 44,632 43,095 132,991 125,021
Amortization of intangible assets 1,603 1,514 4,462 4,415
-------- -------- -------- --------
Operating income 20,115 14,128 54,048 38,896
Interest expense, net 451 891 1,941 2,330
-------- -------- -------- --------
Income before provision for income taxes 19,664 13,237 52,107 36,566
Provision for income taxes 6,746 3,969 17,478 10,453
-------- -------- -------- --------
Net income $ 12,918 $ 9,268 $ 34,629 $ 26,113
======== ======== ======== ========
Net income per share $ .52 $ .37 $ 1.39 $ 1.06
======== ======== ======== ========
Average common and common equivalent shares outstanding 24,927 24,558 24,858 24,522
Cash dividends paid per common share $ .05 $ .05 $ .15 $ .15
</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)
ASSETS
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
------------- ------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 52,628 $ 32,290
Accounts receivable, net 143,052 134,406
Inventories, net 155,032 137,953
Prepaid expenses and other 30,818 30,117
------------- ------------
Total current assets 381,530 334,766
------------- ------------
PROPERTY, PLANT AND EQUIPMENT:
Land 3,923 3,919
Buildings 62,518 61,754
Machinery and equipment 212,207 196,265
Service equipment 61,209 60,479
------------- ------------
339,857 322,417
Accumulated depreciation (210,085) (188,559)
------------- ------------
Property, plant and equipment, net 129,772 133,858
------------- ------------
INTANGIBLE ASSETS, net 201,419 181,262
OTHER ASSETS 12,024 11,381
------------- ------------
Total assets $ 724,745 $ 661,267
============= ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term and current portion of long-term debt $ 10,711 $ 12,179
Accounts payable 41,086 29,847
Accrued liabilities 121,403 92,459
Income taxes payable 5,173 11,973
------------- ------------
Total current liabilities 178,373 146,458
------------- ------------
LONG-TERM DEBT 60,765 71,998
DEFERRED INCOME TAXES 7,890 7,045
OTHER LONG-TERM LIABILITIES 47,384 37,948
------------- ------------
Total liabilities 294,412 263,449
------------- ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock $.01 par value, 100,000,000 shares
authorized, 25,228,115 and 25,193,493 shares
issued 252 252
Additional paid-in capital 439,626 438,947
Retained earnings 26,480 (4,375)
Cumulative translation adjustment (18,586) (18,576)
Treasury stock, 946,237 and 1,000,000 shares at cost (17,439) (18,430)
------------- ------------
Total stockholders' equity 430,333 397,818
------------- ------------
Total liabilities and stockholders' equity $ 724,745 $ 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>
Nine Months
Ended September 30,
-------------------
1996 1995
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 34,629 $ 26,113
Adjustments to reconcile net income to net cash
provided by operating activities, net of
effects of acquisition --
Gain from sale of assets (613) (2,022)
Depreciation and amortization 27,247 24,399
Provision for deferred and other taxes 756 286
Increase in accounts receivable (2,345) (6,460)
Increase in inventories (9,247) (12,159)
Increase (decrease) in accounts payable 2,648 (2,924)
Decrease in income taxes payable (7,757) (10,727)
Increase in accrued liabilities and other 35,195 7,302
-------- --------
Net cash provided by operating activities 80,513 23,808
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (16,337) (12,965)
Proceeds from sale of property, plant and
equipment 747 7,841
Business acquisition (29,473) (5,750)
-------- --------
Net cash used in investing activities (45,063) (10,874)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in borrowings under revolving credit
facility (10,000) (5,000)
Increase (decrease) in other debt (2,699) 1,587
Dividends paid to stockholders (3,641) (3,615)
Proceeds from exercise of stock options 1,208 421
-------- --------
Net cash used in financing activities (15,132) (6,607)
-------- --------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND
CASH EQUIVALENTS 20 13
-------- --------
NET INCREASE IN CASH AND CASH EQUIVALENTS 20,338 6,340
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 32,290 35,971
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 52,628 $ 42,311
======== ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for interest $ 1,941 $ 2,330
Cash paid for income taxes $ 25,016 $ 20,709
</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 September 30, 1996, and its results of
operations for the three and nine months ended September 30, 1996 and 1995, and
its cash flows for the nine months ended September 30, 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 and nine
months ended September 30, 1996 may not be indicative of the results for the
full year.
Certain prior year amounts have been reclassified to conform to the
current year presentation.
Note 2. Inventories
Consolidated inventories, net of allowances, are summarized as follows
(in thousands):
September 30, December 31,
1996 1995
------- ------
Raw materials $ 19,467 $ 17,013
Parts and components 43,549 37,983
Work in process 20,522 15,670
Finished Goods 71,494 67,287
-------- --------
$155,032 $137,953
======== ========
Work in process and finished goods inventories include the cost of
materials, labor and plant overhead. The excess of current replacement cost
over the value of inventories based upon the LIFO method was approximately
$11.3 million and $10.0 million at September 30, 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 operations of the Company.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Results of Operations
General
The Company is one of the world's leading providers of oilfield
equipment and services for numerous specialty applications in key phases of oil
and gas drilling, completion and production, well service and workover. The
demand for the Company's products is particularly affected by international and
domestic drilling activity, the worldwide price for oil and other factors
affecting the exploration and development of oil and natural gas. Such
additional factors include worldwide economic conditions, supply and demand for
oil and natural gas, seasonal trends and political stability in the oil
producing countries.
Operating income for the three and nine months ended September 30,
1996, was $20.1 million and $54 million, respectively, compared to $14.1
million and $38.9 million for the three and nine months ended September 30,
1995. The substantial increases in operating income were primarily
attributable to increased sales of completion products, particularly in the
North Sea, Gulf of Mexico, Middle East and Canada, increased sales of
electrical submersible pumps (ESPs), improved operations in Nigeria and overall
improvement in international drilling and market activity. The Company also
benefitted from low levels of indebtedness and cost savings programs
implemented in prior periods. The Company expects that fourth quarter 1996
results will continue to benefit from these market trends. Results, however,
will be dependent upon market conditions, in particular, the level of
international and domestic drilling activity and prevailing prices of oil and
natural gas.
6
<PAGE> 9
Third Quarter Ended September 30, 1996 Compared to Third Quarter Ended
September 30, 1995
Revenues for the quarter ended September 30, 1996 were $167.3 million,
an increase of $18.1 million from the comparable quarter in 1995. Product sales
in the third quarter were up $9.6 million compared to last year, primarily due
to increased completion product sales, increased drill bit revenues and higher
ESP sales, including increased sales to the Former Soviet Union (the "FSU").
Services revenues were up $8.5 million, primarily due to increased activity
levels in the North Sea and Nigeria, and completion and ESP services in Canada
and the United States.
United States and Canadian revenues of $69 million were up 12% in the
third quarter compared to the same quarter last year, primarily due to higher
completion product and oil tool services sales by the Company's SITE Oil Tool
division in Canada, increased completion products sales in the Gulf of Mexico,
increased ESP sales and services by the Company's Reda division and higher
drill bit sales by both Reed and Hycalog. Sales were up 20% in the Middle East
and Africa to $25.9 million, primarily due to increased completion products and
services sales and higher ESP revenues. Sales in Europe increased $14.6
million from the prior year to $32.6 million, principally due to higher ESP
sales to the FSU and higher drilling and completion activity in the North Sea.
South American revenues were down slightly to $27.4 million in the quarter,
primarily due to lower ESP sales. Far East revenues declined $2.4 million from
last year to $12.5 million, primarily due to lower ESP sales and decreased
completion product revenues.
Consolidated gross margin increased $7.6 million to $66.4 million, or
39.7% of sales from $58.7 million, or 39.4% of sales in the comparable quarter
last year. Most of the increase is due to higher volume and a significant
improvement in completion products and services margins due to a favorable
product mix.
Selling, general and administrative expenses ("SG&A") were relatively
flat despite the substantial revenue increase at $44.6 million, an increase of
$1.5 million over the comparable quarter last year. SG&A costs did not increase
to the same extent as revenues as most of the sales increase was in completion
products and services which has a lower SG&A component than the
7
<PAGE> 10
Company's other business lines. SG&A as a percentage of sales, improved to
26.7% compared to 28.9% in the third quarter last year.
Operating income was $20.1 million in the third quarter, an increase
of $6 million, or 42% higher than the same quarter last year. Improved gross
margins on significantly higher revenues accounts for most of the operating
income increase. Net income increased $3.7 million to $12.9 million for the
quarter, despite a higher consolidated effective tax rate in the current
quarter due to increased profitability in higher foreign tax jurisdictions.
Earnings per share increased 41% from 37 cents in the third quarter last year
to 52 cents in the current quarter.
Nine Months Ended September 30, 1996 Compared to Nine Months Ended September
30, 1995
Revenues were up 12% in the first nine months of 1996 to $476.4
million from $423.7 million in the first nine months of 1995. Product sales
increased $30 million this year to $359.4 million, mostly due to higher sales
of completion products and services and ESPs. Services revenues were up 24% to
$116.9 million for the nine-month period, primarily due to a significant
increase in Nigerian activity, an increase in ESP related service revenues,
including Lasalle Engineering's first month under Camco ownership in September
1996, and higher oil tool service revenues in Canada, a direct result of the
SITE Oil Tool division acquisition in March 1995.
United States and Canada revenues during the first nine months of 1996
were 11% higher than last year at $187.5 million. The increase year over year
is primarily attributable to increased completion product and oil tool services
sales, particularly by SITE in Canada and overall in the U.S., and a
significant increase in ESP sales in both the U.S. and Canada. Sales in the
Middle East and Africa increased 32% over last year to $81 million during the
first nine months of the current year, due to higher completion products and
services sales, higher ESP revenues and a significant increase in drill bit
sales. Sales were up 45% in Europe to $87.4 million in the first nine months of
1996, primarily due to higher ESP sales to the FSU and a significant increase
in drill bit and completion product sales, particularly in the North Sea. Far
East sales were down 14% from the prior year at $40.6 million, almost entirely
due to lower ESP sales in the region.
8
<PAGE> 11
Consolidated gross margin increased on both an absolute basis due to
higher sales, and as a percentage of sales due to improved products and
services margins during the first nine months of 1996. Gross margin was up
$23.2 million over the comparable period last year to $191.5 million. Increased
gross margins in the service business as well as higher completion product and
drill bit margins raised the consolidated gross margin to 40.2% of sales, a
half percent improvement compared to last year.
SG&A increased $8 million in the first nine months of 1996 to $133
million, but was down as a percentage of sales from 29.5% last year to 27.9%
this year to date. The increase in SG&A is directly attributable to the
significant increase in sales. As a result of the substantial increase in sales
combined with improved gross margins, operating income increased $15.2 million
in the first nine months of 1996 to $54 million, an increase of 39% over the
prior year.
Net income increased $8.5 million, or 33%, to $34.6 million in the
first nine months of this year despite a higher tax provision resulting from
increased profitability in higher foreign tax jurisdictions. Excluding the gain
on the sale of the Company's safety division, STOP, included in last year's
nine month results, net income from operations was up 41% this year. Earnings
per share was $1.39 in the first nine months of 1996 compared with $1.00 last
year, excluding the 6 cents per share gain related to the sale of the safety
division.
Foreign Operations
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 FSU, Nigeria and Venezuela.
9
<PAGE> 12
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 ESPs into the FSU, the
amount and timing of sales of ESPs and other products in the FSU for the
remainder of 1996, and into the first part of 1997 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 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 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 during the last year, 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. In April 1996, the Venezuelan
government lifted all foreign currency exchange controls, and the B devalued by
an additional 40%, further reducing the Company's operating income. Since the
most recent devaluation, the exchange rate has remained stable. 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
10
<PAGE> 13
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.
Capital Resources and Liquidity
Cash provided by operating activities was $80.5 million during the
nine months ended September 30, 1996, an increase of $56.7 million from the
prior year. The majority of the increase in cash flow is attributable to a
significant reduction in working capital requirements in the first nine months
of 1996 compared to an increase in working capital last year. Although sales
and service activity levels are substantially higher this year, trade
receivables are up only slightly, inventories have increased in line with
activity levels and accrued liabilities associated with ongoing business
operations have increased substantially. During the first nine months of 1996,
cash was used to fund $16.3 million in capital expenditures, reduce debt by
$12.7 million and pay dividends to stockholders of $3.6 million, or 15 cents
per share. In addition, Lasalle Engineering Limited was acquired by the Company
for $29.5 million in a cash transaction in September 1996. After these
expenditures, cash and cash equivalents increased $20.3 million to a balance of
$52.6 million at September 30, 1996.
The Company currently has budgeted approximately $14 million in
capital expenditures for the remainder of 1996 relating to selective expansion
of manufacturing capacity and service equipment investments to meet long-term
contract commitments and market requirements. In addition, the Company also
contemplates the use of its capital resources for additional acquisitions to
expand its products and services offerings or expand its geographic operations,
or both.
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.
11
<PAGE> 14
PART II OTHER INFORMATION
ITEM 5. OTHER INFORMATION
Acquisitions
On September 5, 1996, the Company announced the acquisition of Lasalle
Engineering Limited, an oilfield equipment and service company based in
Aberdeen, Scotland. Lasalle specializes in providing oil well production
services, project management and ancillary equipment for electrical submersible
pumping systems. The acquisition price was $29.5 million in a cash transaction.
Private Securities Litigation Reform Act
In accordance with the provisions of the Private Securities Litigation
Reform Act of 1995, the cautionary statements set forth herein 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.
12
<PAGE> 15
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
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 Camco 1996 Savings Related Share Option Scheme (Incorporated
by reference to Exhibit No. 4.6 to the Company's Registration
Statement on Form S-8 (Reg. No. 333-14817)).
15.1 Letter Regarding Unaudited Interim Financial Information.
27.1 Financial Data Schedule
(b) Reports on Form 8-K
None
13
<PAGE> 16
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)
November 13, 1996
By: /s/ BRUCE F. LONGAKER, JR.
--------------------------------------
Bruce F. Longaker Jr.
Vice-President Finance and
Corporate Controller
(Principal Accounting Officer)
November 13, 1996
<PAGE> 17
INDEX TO EXHIBITS
Page
No.
15.1 Letter Regarding Unaudited Interim
Financial Information. 16
27.1 Financial Data Schedule. 17
15
<PAGE> 1
Exhibit 15.1
November 13, 1996
To Camco International Inc.:
We are aware that Camco International Inc. has incorporated by reference in its
Registration Statement No. 33-78666, No. 33-78668 and No. 333-09299 its Form
10-Q for the quarter ended September 30,1996, 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> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 52,628
<SECURITIES> 0
<RECEIVABLES> 143,052
<ALLOWANCES> 0
<INVENTORY> 155,032
<CURRENT-ASSETS> 381,530
<PP&E> 339,857
<DEPRECIATION> (210,085)
<TOTAL-ASSETS> 724,745
<CURRENT-LIABILITIES> 178,373
<BONDS> 0
0
0
<COMMON> 252
<OTHER-SE> 430,081
<TOTAL-LIABILITY-AND-EQUITY> 430,333
<SALES> 359,424
<TOTAL-REVENUES> 476,367
<CGS> 194,753
<TOTAL-COSTS> 284,866
<OTHER-EXPENSES> 137,453
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,941
<INCOME-PRETAX> 52,107
<INCOME-TAX> 17,478
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 34,629
<EPS-PRIMARY> 1.39
<EPS-DILUTED> 1.39
</TABLE>
