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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Filed pursuant to Section 12, 13, or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 13, 1996
OWOSSO CORPORATION
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(Exact name of issuer as specified in charter)
PENNSYLVANIA 0-25066 23-2756709
(State or Other Jurisdiction Commission (I.R.S. Employer
of Incorporation or file number Identification
Organization) Number)
One Tower Bridge, 100 Front Street, West Conshohocken, PA 19428
(Address of principal executive offices)
(610) 834-0222
(Registrant's telephone number, including area code)
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Item 5. Other Events.
On November 13, 1996, Owosso Corporation issued a press
release concerning anticipated results of operations for the fiscal year ended
October 28, 1996. A copy of the press release is being filed herewith as Exhibit
99.1.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits
(c) Exhibits
99.1 Press Release of Owosso Corporation dated November 13,
1996.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
OWOSSO CORPORATION
Date: November 13, 1996 By: /s/ John H. Wert, Jr.
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John H. Wert, Jr., Senior Vice
President - Finance and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------
99 Press Release of Owosso Corporation dated November
13, 1996.
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Owosso Corporation
The Triad Building
2200 Renaissance Blvd., Suite 150
King of Prussia, PA 19406
(Nasdaq: OWOS)
At the Company At the Financial Relations Board
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John Wert, Jr. Laurie Berman Bill Schmidle Martin Gitlin
SVP - Finance & CFO (General Info.) (Analyst Info.) (Media Info.)
610-275-4500 212-661-8030 312-266-7800 212-661-8030
OWOSSO CORPORATION ANNOUNCES YEAR END EXPECTATIONS
November 13, 1996 -- King of Prussia, PA -- Owosso Corporation (Nasdaq: OWOS)
announced today that it expects the Company's results for its fiscal year ended
October 27, 1996 to be at or near a break-even level. Owosso commented that
certain charges, including year-end inventory valuation adjustments, the
results of its inventory reduction program at its heat transfer coil business,
a substantially higher effective tax rate and other year-end adjustments, will
cause the Company to report a loss in the fourth quarter that will bring full
year results to that level. None of the adjustments made are anticipated to
affect fiscal 1997 results.
George B. Lemmon, Jr., president and chief executive officer,
commented, "We made a conscious decision to aggressively reduce our slow-moving
inventory and inventory that needed rework at Snowmax in order to improve
production efficiency and allow local management to concentrate on new business
development and improving profitability. At the same time, the write-off of
certain past-due accounts and recognition of a local tax liability accrual led
to further adjustments. Our year-end inventory valuation was also reduced at
some of our companies to reflect reduced material costs and lower overhead
rates, and the value of the inventory at our Sooner Trailer subsidiary was
reduced due to a change in valuation method in connection with converting Sooner
to Owosso's inventory costing and control system. Although we have not yet
finished compiling all of the numbers in connection with our year-end audit,
without these effects, we expect that we would have shown a profit in the fourth
quarter similar to that shown during the second or third quarter.
"Despite the disappointing results for 1996, our cash flow remains
strong going into the new year, as our year-end debt level will be up only about
$1 million from last year, despite the investment of approximately $4 million in
capital expenditures, the distribution to shareholders of almost $3 million in
common and preferred dividends and the consummation of an acquisition which
added over $1 million in debt to the balance sheet."
Mr. Lemmon continued, "We are excited about having Harry Holiday on
board as our new chief operating officer and look forward to his positive
contributions. Furthermore, our belief in favorable prospects for fiscal 1997
remains unchanged. Two significant new customers are scheduled to come on stream
in our motor businesses during the first half of fiscal 1997, we see better
prospects in our specialized equipment businesses, and we expect increased
demand in our other businesses. The lower material costs and overhead rates,
while having a negative effect on 1996 results, do bode well for 1997. In
addition, we will key incentive compensation for our operating unit management
to attaining budgeted results. Based on these factors, we believe that 1997 will
represent a large step forward in bringing Owosso's profitability back toward
historical levels. We recognize that such a change in results needs to occur,
and that it is necessary to show continued improvement throughout 1997. We
believe we have positioned ourselves to go into the new year and achieve just
that."
Owosso expects to report its full year results on December 5, 1996.
Owosso Corporation is a diversified manufacturer of engineered
component products and specialized equipment, with manufacturing facilities in
ten states. The Company sells its products nationwide.
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To receive additional information on Owosso Corporation,
via fax at no charge, dial 1-800-PRO-INFO and enter code 161.
