<PAGE>
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
Date of Report: April 28, 1999
(Date of earliest event reported)
THOMAS & BETTS CORPORATION
(Exact name of registrant as specified in its charter)
Tennessee 1-4682
(State or Other Jurisdiction (Commission File Number)
of Incorporation)
22-1326940
(IRS Employer Identification No.)
8155 T&B Boulevard
Memphis, Tennessee 38125
(Address of Principal (ZIP Code)
Executive Offices)
Registrant's Telephone Number, Including Area Code:
(901) 252-8000
<PAGE>
ITEM 5. OTHER EVENTS
On April 28, 1999, Thomas & Betts Corporation (the "Registrant")
announced, by the press release attached as Exhibit 20 to this report, and
incorporated herein by reference, its financial results for the fiscal
quarter ended April 4, 1999.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
20 Press Release of the Registrant dated April 28, 1999.
SIGNATURE
Pursuant to the requirements of the Securities and 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
(Registrant)
By:
------------------------------------
Jerry Kronenberg
Title: Vice President-General Counsel
and Secretary
Date: May 4, 1999
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Description of Exhibits
------- -----------------------
<S> <C>
20 Press Release of the Registrant dated April 28, 1999.
</TABLE>
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<PAGE>
EXHIBIT 20
THOMAS & BETTS CORPORATION
8155 T&B Boulevard
Memphis, TN 38125
(901) 252-5962
NEWS THOMAS & BETTS
- -----------------------------------------------------------------------------
Contact:
Renee W. Johansen
901-252-5962
Thomas & Betts Achieves Record First-Quarter Earnings
MEMPHIS, Tennessee, April 28, 1999 -- Thomas & Betts Corporation
(NYSE: TNB) today reported record financial results for the first quarter,
topping the record set in last year's first quarter. For the quarter ended
April 4, 1999, the company posted net earnings of $38.0 million compared with
$37.3 million in the same 1998 period. Diluted earnings per share (EPS) were
$0.67, two cents above diluted EPS of $0.65 in 1998's first quarter.
"We're pleased to meet or beat expectations for the first quarter,"
said Clyde R. Moore, president and chief executive officer. "We had a tough
comparison to a strong quarter last year, but progress on many key
initiatives allowed us to achieve the record performance."
First-quarter net sales grew 10.5% to $601.5 million from 1998's
$544.5 million. Contributions from acquisitions over the past year, most
significantly Kaufel Group, Ltd., boosted first-quarter sales growth into
double-digit territory. The consolidated gross margin remained at 1998's
level of 29.6%, while the consolidated operating margin decreased to 9.8%
from 10.7% as a result of acquisition-related year-over-year increases in
marketing, general and administrative expenses as a percentage of sales.
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"In the quarter we sold $8.7 million of products based on our
breakthrough Metallized Particle Interconnect (MPI) technology and shipped
the first production quantities of our lithium-polymer ion (LPI) battery
packs. We were quite active in implementing plans under our accelerated
cost-reduction program begun in late summer 1998. That program continued on
track, and as a result of actions to date, we were able to hold our gross
margin at the same percentage as last year, despite an acquisition-related
product mix that favored lower-margin components. Additionally, we reaped
solid rewards from our strategy to increase sales to international customers
as European and Latin American sales far exceeded 1998's first-quarter
levels." continued Moore.
Sales of the Electrical segment increased 23.3% to $321.8 million
for the quarter, and segment earnings rose 7.0% to $47.8 million. Sales from
acquisitions, together with strong demand in utility markets, accounted for
the segment's sales growth. The segment's earnings growth was moderated by
the mix of products sold. Electrical sales improved month-over-month
throughout the quarter, and demand in Canada, where the company records 15%
of its Electrical sales, also began to recover late in the quarter in
response to higher commodity prices, especially oil prices.
First-quarter sales of the Electronic OEM segment were $158.0
million, 7.8% lower than the 1998 period. First-quarter segment earnings were
$14.0 million, or 12.8% lower compared with 1998's first-quarter results.
Volume decreases in components sold to computer and automotive manufacturers
and lower prices accounted for the decline.
Sales of the Communications segment were $62.4 million, 8.6% lower
than 1998's first-quarter level. Uncertainty among U.S. telecommunications
customers as a result of industry mergers and depressed foreign economies
caused the decrease in segment sales. First-quarter segment earnings were
well below those of 1998's quarter with the decline due primarily to an
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unfavorable shift of sales to lower-margin cable television amplifier
products and decreased volumes.
Other sales in the first quarter totaled $59.3 million, 34.8% above
1998's first-quarter level. As anticipated, sales of steel structures rose
dramatically year over year compared with weak prior-year sales as demand
from traditional utility customers' projects returned to more normal levels
and sales of wind-generation towers remained strong. Earnings on other sales
increased to $6.1 million, $5.9 million over 1998's quarter, due to more
effective capacity utilization and expense control in the manufacture of
steel structures and heating units.
On a geographic perspective, sales to European and Latin American
customers improved dramatically in the quarter. European sales rose 45.8%
from last year's quarter due to the addition of sales from electrical
acquisitions and higher electronic component sales volumes. Sales in Latin
America grew 143.1% year over year due to increased penetration of core
electrical and electronic markets. Sales in Canada were 31.9% higher than
1998's first quarter as a result of the acquisition of Kaufel in late 1998.
Sales to customers within the Asia/Pacific region declined 8.9% versus the
prior year as the year-over-year negative growth of that region's economies
overpowered additional sales from acquisitions.
In January 1999, Thomas & Betts announced plans to acquire AFC Cable
Systems, Inc. (AFC) in a stock-for-stock merger. That transaction met
anti-trust clearance under the Hart-Scott-Rodino Act in early March and is
currently pending review with the U.S. Securities and Exchange Commission
(SEC). Upon approval by the SEC, the transaction is subject to a vote by
shareholders of both companies. Thomas & Betts and AFC remain committed to
completing the merger within the first half of 1999.
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Thomas & Betts is a leading producer of connectors and components
for worldwide electrical and electronic markets. Visit Thomas & Betts on the
World Wide Web at www.tnb.com
Forward-looking statements in this news release are subject to many
uncertainties in the company's operations and business environment. Such
uncertainties, which are discussed further in the company's quarterly filings
with the Securities and Exchange Commission, may cause the actual results of
the company to be materially different from any future results expressed or
implied by such forward-looking statements.
# # # #
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THOMAS & BETTS CORPORATION
Consolidated Statement of Earnings
(In thousands except per share amounts)
<TABLE>
<CAPTION>
Quarter Ended
----------------------
Apr 4, Apr 5,
1999 1998
-------- --------
<S> <C> <C>
NET SALES $601,518 $544,508
Costs and expenses:
Cost of sales 423,420 383,412
Marketing, general
and administrative 102,034 85,330
Research and development 12,293 13,303
Amortization of
intangibles 4,574 4,382
-------- --------
542,321 486,427
-------- --------
Operating income 59,197 58,081
Income from unconsolidated
companies 8,997 8,527
Other expense, net 14,718 12,856
-------- --------
Earnings before
income taxes 53,476 53,752
Income taxes 15,506 16,449
-------- --------
NET EARNINGS $ 37,970 $ 37,303
-------- --------
-------- --------
Net earnings per share:
Basic $ 0.67 $ 0.66
Diluted $ 0.67 $ 0.65
Average shares outstanding:
Basic 56,798 56,539
Diluted 56,994 57,008
Cash dividend per share $ 0.28 $ 0.28
</TABLE>
Certain prior-year amounts have been reclassified to conform to current-year
presentation.
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THOMAS & BETTS CORPORATION
Consolidated Balance Sheet
(In thousands)
<TABLE>
<CAPTION>
Apr 4, 1999 Jan 3, 1999
----------- -----------
<S> <C> <C>
ASSETS
Cash and marketable securities $ 63,696 $ 106,506
Receivables - net 443,663 404,784
Inventories 487,792 469,641
Deferred income taxes 51,570 61,829
Other current assets 23,975 15,642
----------- -----------
Total current assets 1,070,696 1,058,402
----------- -----------
Property, plant and equipment - net 638,684 631,022
Intangible assets - net 620,589 621,487
Investments in unconsolidated
companies 150,373 142,251
Other assets 51,415 46,425
----------- -----------
TOTAL ASSETS $2,531,757 $2,499,587
----------- -----------
----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
Short-term borrowings and current
maturities of long-term debt $ 87,124 $ 97,657
Accounts payable 270,051 262,483
Accrued liabilities 151,057 155,815
Income taxes 30,701 55,674
Dividends payable 15,971 15,920
----------- -----------
Total current liabilities 554,904 587,549
----------- -----------
Long-term debt 837,162 790,963
Other long-term liabilities 94,380 93,788
Deferred income taxes 21,003 12,182
Shareholders' equity 1,024,308 1,015,105
----------- -----------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $2,531,757 $2,499,587
----------- -----------
----------- -----------
</TABLE>
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THOMAS & BETTS CORPORATION
Business Segment Performance
(In thousands)
<TABLE>
<CAPTION>
Quarter Ended
--------------------------
Apr 4, 1999 Apr 5, 1998 Change
----------- ----------- ------
<S> <C> <C> <C>
NET SALES
Electrical $ 321,810 $ 260,980 23.3%
Electronic OEM 158,016 171,300 (7.8)
Communications 62,393 68,241 (8.6)
Other 59,299 43,987 34.8
----------- -----------
Total $ 601,518 $ 544,508 10.5%
----------- -----------
----------- -----------
<CAPTION>
Quarter Ended
--------------------------
Apr 4, 1999 Apr 5, 1998 Change
----------- ----------- ------
<S> <C> <C> <C>
SEGMENT EARNINGS
Electrical $ 47,781 $ 44,641 7.0%
Electronic OEM 14,007 16,071 (12.8)
Communications 151 5,351 (97.2)
Other 6,119 200 2,959.5
----------- -----------
Total $ 68,058 $ 66,263 2.7%
----------- -----------
----------- -----------
</TABLE>
Segment earnings are based on earnings before interest, foreign exchange
gains and losses and taxes. Certain prior-year amounts have been reclassified
to current-year presentation.
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