SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
February 25, 1997
Date of Report (Date of earliest event reported)
THOMAS & BETTS CORPORATION
(Exact name of registrant as specified in its Charter)
Tennessee 1-4682 22-1326940
(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
1555 Lynnfield Road, Memphis, Tennessee 38119
(Address of Principal Executive Offices) (Zip Code)
(901) 682-7766
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Item 5. Other Events
Augat Inc. (Augat) was acquired by Thomas & Betts Corporation (Thomas &
Betts) on December 11, 1996 in a business combination involving the
exchange of all outstanding Augat common stock for Thomas & Betts common
stock. The acquisition is accounted for as a pooling of interests.
Pooling of interests accounting rules require that no affiliate (officer,
director or ten percent or greater shareholder) of Augat and no affiliate
of Thomas & Betts significantly reduce its risk relative to its common
shareholder position within the period beginning 30 days prior to
consummation of the business combination and ending upon publication of
financial results that include combined sales and net income covering at
least 30 days of post-acquisition combined operations. Such publication is
satisfied by the filing of a report on Form 8-K with the Securities and
Exchange Commission.
This Form 8-K sets forth the following required financial information on
combined sales and net income of Augat and Thomas & Betts for 30 days of
post-acquisition combined operations from December 30, 1996 through January
28, 1997:
Combined Post-Acquisition Results
For December 30, 1996 - January 28, 1997
Net Sales $144,716,000
Net Earnings $ 2,520,000
The above results have been prepared and published only for purposes of
complying with pooling of interests accounting requirements, and are thus
not indicative or predictive of results for either the full quarter or the
1997 fiscal year. In addition to seasonally low sales in January, net
sales and net earnings during this period reflect a virtual shutdown of the
Corporation's European operations through January 5 for the holiday season.
Also, the Corporation's domestic master distribution center's normal
shipping schedule was reduced by four days for sample inventory counts and
the New Year's holiday. As a result, fixed expenses were relatively higher
compared to the abnormally low sales volume.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THOMAS & BETTS CORPORATION
Dated: February 25, 1997 By: /s/ Fred R. Jones
Vice President-Finance and Treasurer
By: /s/ Jerry Kronenberg
Jerry Kronenberg
Vice President-General Counsel