Back to GetFilings.com
FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1993
Commission file number 1-3970
HARSCO CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 23-1483991
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) Identification No.)
Camp Hill, Pennsylvania 17001-8888
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 717-763-7064
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common stock, par value $1.25 per share New York Stock Exchange
Pacific Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
NONE
(Title of class)
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (Subsection 229.405 of this chapter) is not
contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. (X)
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 ( )
The aggregate market value of the Company's voting stock held by
non-affiliates of the Company as of March 4, 1994 was $1,135,870,000.
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
Classes Outstanding at March 4,
1994
Common stock, par value $1.25 per share 25,032,945
Preferred stock purchase rights 25,032,945
Documents Incorporated by Reference
Selected portions of the 1993 Annual Report to Shareholders are
incorporated by Reference in Parts I, II and IV of this Report.
Selected portions of the Notice of 1994 Meeting and Proxy Statement
dated March 25, 1994 are Incorporated by Reference in Part III of this
Report.
HARSCO CORPORATION AND SUBSIDIARY COMPANIES
INFORMATION REQUIRED IN REPORT
PART I
Item 1. Business:
(a) Description of Business:
The operations of Harsco Corporation (Harsco or the Company) are
broadly diversified and include products serving thousands of customers
engaged in steel, industrial, commercial, construction and
infrastructure, and defense applications. These operations fall into
three operating Groups: Industrial Services and Building Products,
Engineered Products and Defense. The Company primarily serves its
customers through its own salaried sales forces and independent
manufacturers' representatives, commission agents and distributors.
Harsco utilizes both Company-owned and leased sales offices and
warehouses. There were several significant changes in products,
services, and markets, but not in methods of distribution during the
1993 fiscal year.
In February 1993, the Company purchased certain assets of the Wayne
Corporation, a manufacturer of school buses located in Richmond,
Indiana for approximately $2.1 million. In a defense conversion
activity, production of these school buses was transferred to the
BMY-Wheeled Vehicles Division in Marysville, Ohio, and Wayne Wheeled
Vehicles was formed. Harsco entered into six new contracts for metal
reclamation and specialized steel mill services in Mexico in 1993. In
addition, the Company initiated service at a steelmaking location in
Canada to provide environmental recycling of steel production residual
materials, which is a new service developed through the Company's
research and development efforts. On August 31, the Company completed
the largest acquisition in Harsco's history by purchasing all of the
outstanding capital stock of MultiServ International, N.V., the leading
international provider of specialized steel mill services, for a
consideration of $384 million. MultiServ's operations were combined
with the Company's Heckett Division, and Harsco is now the world leader
in the provision of specialized steel mill services to over 130
locations in 27 countries on six continents.
Harsco acquired Electroforjados Nacionales, S.A. de C.V., a producer of
steel and fiberglass grating products, with annual revenues of about
$10 million, located in Queretaro, Mexico during the fourth quarter.
The Company also restructured and renamed the Patent Scaffolding
Division to Patent Construction Systems Division to better describe the
range of products and to emphasize a wide array of services in the
construction marketplace. In January 1994, Harsco and FMC Corporation
formed a joint venture, United Defense, L.P., by combining the
BMY-Combat Systems Division with FMC's Defense Systems Group. Harsco
obtained a 40% ownership in United Defense, L.P., which expects to
achieve $1 billion in revenues in 1994.
The Company's operations are conducted through 10 divisions, each of
which has its own executive, supervisory and operating personnel. Each
division has general responsibility for its own activities, including
marketing. At the Company's headquarters, an executive management
group, most of whom have been associated with the Company for many
years, manages and provides leadership for business activities. This
management group is responsible for establishing basic Company policy
and strategic direction, especially in the areas of long-range
planning, capital expenditures and finance, and, in addition, makes
available to operating personnel technical assistance in a number of
specialized fields.
(b) Financial Information about Industry Groups:
Financial information concerning Industry Groups is included in Note 12
to the consolidated financial statements of the 1993 Annual Report to
Shareholders under Exhibit 13.
(c) Narrative Description of Business:
(1) A narrative description of the businesses by Operating Group
is as follows:
Industrial Services and Building Products
The major product classes in this Group are metal reclamation and
scaffolding, shoring and concrete forming equipment. Other classes
include: slag abrasives, steel mill services, rental of plant
equipment, roofing granules and miscellaneous.
Under metal reclamation the Company provides specialized services to
steel producers worldwide which includes metal reclamation, scrap
handling, cleaning of slag pits, handling of raw material and molten
slag, filling and grading of specified areas and the renting of various
types of plant equipment. Highly specialized recovery and cleaning
equipment, installed and operated on the property of steel producers,
together with standard materials handling equipment, including drag
lines, cranes, bulldozers, tractors, hauling equipment, lifting magnets
and buckets, are employed to reclaim metal. The customer uses this
metal in lieu of steel scrap and makes periodic payments to the Company
based upon the amounts of metal reclaimed. The nonmetallic residual
slag is graded into various sizes at on-site Company-owned processing
facilities and sold commercially. Graded slag is used as an aggregate
material in asphalt paving applications, railroad ballast and building
blocks. The Company also provides in-plant transportation and other
specialized services.
The Company obtained a significant amount of new business in 1993,
including six new contracts in Mexico to provide a variety of services
at mini-mills and large, integrated producers. In Germany, the Company
received a new contract for in-plant transportation services and
expanded the scope of services performed in Holland to include
responsibility for blast furnace and steel slag products. The Heckett
MultiServ Division was established, effective January 1, 1994 and is
the world leader in providing specialized steel mill services to over
130 locations in 27 countries, including Brazil, China, Russia and
Slovakia, spanning six continents. Heckett MultiServ locations account
for some 30 percent of the world's steelmaking capacity.
Slag abrasives and roofing granules are products derived from utility
coal slag and are processed at 15 locations in 12 states. Slag
abrasives are used for industrial surface preparation and cleaning of
bridges, ship hulls and various structures. Roofing granules are sold
to roofing shingle manufacturers.
In research and development activities, the Company continued to test
market a dust suppressant product, designed to improve dusting
conditions during the transfer of abrasives. In another project,
Harsco, in an effort to identify future alternative materials for
colored roofing granules, continued extensive lab testing, including
coloring and weathering exposure. Harsco anticipates that the demand
for slag abrasives will strengthen in 1994 because of increased
activity in the infrastructure repair and rebuild market, particularly
in the Northeast.
The Group's scaffolding, shoring and concrete forming operations
include steel and aluminum support systems that are leased or sold to
customers through a North American network of some 35 branch offices.
The Division was renamed Patent Construction Systems, effective in
December, to better describe the range of products and to emphasize a
wide array of services in the construction marketplace. In addition,
Patent Plant Services, headquartered in New Orleans, was organized to
enhance marketing efforts and long-term scaffolding service contracts
to paper mills, refineries, chemical and petrochemical applications and
power plants. Several large orders were received from refineries in
1993.
During the second half, the Company introduced the Pro 1000 Scaffold
Hoist_, part of the motorized swinging scaffold line, which will be
marketed worldwide.
For 1993, percentages of consolidated net sales of certain product
classes were as follows: metal reclamation, 15%; scaffolding, shoring
and concrete forming equipment, 6%; and five others, including mill
services, rental of plant equipment, roofing granules, slag abrasives
and miscellaneous, 7%
Engineered Products
Major product classes in this Group are gas control and containment,
grating, pipe fittings, process equipment and railway maintenance
equipment. Other classes include composite products, metal
fabrication, wear products and miscellaneous.
Gas containment products include propane tanks, cryogenic equipment,
high pressure cylinders, and composite products, while gas control
products include valves and regulators serving a variety of markets.
The cryogenics facility in Germany achieved ISO 9000 certification
during the first quarter of 1993, which will enhance product quality
and international marketing opportunities.
At the cylinder plant in Harrisburg, Pennsylvania, installation of a
new high-efficiency billet furnace was underway at year-end. During
the fourth quarter of 1993, Harsco formed a long-term commercial
agreement with INFLEX, S.A., a manufacturer of a broad line of
industrial cylinders, including NGV fuel tanks, located in Buenos
Aires, Argentina. Early in 1994, the Division name was changed from
Plant City Steel to Taylor-Wharton Gas Equipment to reflect the
Company's broader strategic objective of continuing to grow this
business through selective international acquisitions in a wide product
range.
Several new proprietary products were brought to market in the gas
control product class in 1993. Production was underway on the
innovative new propane valve for 20-pound cylinders on gas grills in
Canada during the first quarter, and the full program started in
September. A disposable refrigerant valve, developed to meet evolving
environmental market demands, was also introduced, as was a unique
scuba mouthpiece.
The Company's product class of railroad maintenance equipment includes
track machinery, which services private and government-owned railroads
and urban transit systems. This machinery is classified in the
categories of sleeper renewal, spike driving, Hy-Rail, rail grinding,
tamping, ballast maintenance, track renewal, track geometry, utility
vehicle and rail and overload line equipment.
Fairmont Tamper completed work on a Pony Track Renewal System for Japan
Railways East, under a contract valued at over $5 million, which was
delivered in January 1994, and will be used to upgrade railroad track
in that country over a course of 140 kilometers. The Company witnessed
increased demand for products in China and Mexico, which included an
order for over 25 HY-RAIL units, valued at more than $5 million. At
year-end, the backlog was significantly ahead of that at December 31,
1992.
Harsco's diverse product class of process equipment includes these
product lines: heat transfer equipment, mass transfer equipment,
air-cooled heat exchangers, process equipment, protective linings and
wear products, including bar, plate and fabrication, and manganese
products.
Demand for the Thermific boiler, first introduced in 1988, was again at
a record level, paced by the institutional building and retrofit
market. Two new commercial water heaters were brought to market early
in the year, and the lab blender redesign program was completed near
year-end. Plans were underway to achieve ISO 9000 certification for
major lines, which will aid in international marketing. In wear
products, the Company conducted a research and development project to
achieve enhanced weld requirements for product improvement.
Harsco manufactures a varied line of industrial grating products at
numerous plants in North America. The Company produces riveted,
pressure-locked and welded grating in steel and aluminum, used mainly
in industrial flooring applications for power, paper, chemical,
refining and processing applications, among others. The Company also
produces varied products for bridge and decking uses, as well as
fiberglass grating used principally in the process industries.
Production operations at a facility in Canada were phased out late in
1993, although sales and service continue in that country. A
state-of-the-art slitting machine, the most powerful of its type in
this country, was fully operational at the facility in Channelview,
Texas during the first quarter. During the fourth quarter, the Company
completed the acquisition of Electroforjados Nacionales, S.A. de C.V.
(ENSA), a producer of steel and fiberglass grating products located in
Queretaro, Mexico. ENSA, with annual sales of about $10 million, and
the Company's other grating operations were consolidated into the
Queretaro facility. The Division now operates at 13 facilities in
North America.
The Company is a major supplier of pipe fittings for the plumbing,
industrial, hardware and energy industries and produces a variety of
product lines, including forged and stainless steel fittings, conduit
fittings, nipples and couplings. During the first quarter, machinery,
tooling and equipment were installed at the facility in Houston for the
new line of swaged nipples and bull plugs, primarily serving industrial
and energy-related applications, which went on stream during the second
half. Also during the same quarter, production ceased at a plant in
Detroit, but service there is ongoing. The Division headquarters was
relocated to another facility in the metropolitan Columbus, Ohio
region.
For 1993, percentages of consolidated net sales of certain product
classes were as follows: gas control and containment, 13%; grating
products, 6%; pipe fittings, 6%; process equipment, 5%; railway
maintenance equipment, 6%; and four others, including structural
composites, specialty metal fabrications, wear products and
miscellaneous, 4%.
Defense
The Defense Group had two divisions at year-end 1993, which were
BMY-Combat Systems and BMY-Wheeled Vehicles. In 1993, this Group led
the Company in earnings. In January 1994, Harsco and FMC Corporation
completed the joint venture, first announced in December 1992, to
combine the BMY-Combat Systems Division with FMC's Defense Systems
Group. The new partnership, known as United Defense, L.P., was
effective on January 1, 1994 and expects to achieve annual sales of
about $1 billion in 1994. Harsco holds a 40 percent ownership in
United Defense, L.P., and FMC will manage the business.
United Defense, L.P. produces tracked vehicles, including
self-propelled howitzers, ammunition resupply units, military
earthmovers and battle tank recovery vehicles for the U.S. Government
and several international customers. Research and development programs
are also performed, and United Defense, L.P. is a coproducer of tracked
vehicles with the Republic of Korea.
Additional products of United Defense, L.P. include the Bradley
Fighting Vehicle and its derivatives, the Armored Gun System, the
Multiple Launch Rocket System carrier, and the M113 Armored Personnel
Carrier family of vehicles. The partnership also makes naval guns and
launching systems, military track for armored vehicles and provides
overhaul and conversion services.
In 1993, BMY-Combat Systems delivered 70 M109A6 Paladin Howitzers to
the U.S. Government. Deliveries of this vehicle are scheduled through
1994, and the Company will continue to participate in the production of
Paladin Howitzers through the defense business partnership, United
Defense, L.P. In 1993, the Company continued its nine-year
coproduction contract for M109 SPH vehicle kits with the Republic of
Korea and delivered 110 Howitzer kits. BMY-Combat Systems delivered 57
Armored Combat Earthmover (ACE) kits in 1993 to the Republic of Korea,
and deliveries are scheduled into 1995. In October, the Company
received a new contract from the U.S. Government for production of
these M9 ACE units, valued at about $78 million. The Company delivered
68 M88A1 Recovery Vehicles for international customers in 1993. In
October, the Company leased a facility in Fayette County, Pennsylvania
to expand its role in military vehicle maintenance and support
activities.
BMY-Wheeled Vehicles produces various models of the five-ton truck and
other commercial vehicles. In 1993, the BMY-Wheeled Vehicles Division
delivered 861 five-ton trucks to the U.S. Government and international
customers. The Company has produced over 25,000 of these units in
various configurations and anticipates the receipt of additional orders
in 1994. The Division will restart the production line in 1994 to
accommodate foreign production booked as of year-end.
In February 1993, the Company acquired certain assets from the Wayne
Corporation, a manufacturer of school buses, for approximately $2.1
million, and production of these buses was transferred to the
Marysville facility. This is a significant defense conversion effort
on the part of Harsco to use the skills of a work force in another
highly-regulated industry. The Company will continue to seek
additional commercial opportunities for production at that location.
For 1993, percentages of consolidated net sales of certain product
classes were as follows: tracked vehicles, 24% and wheeled vehicles,
8%.
(1) (i) The products and services of Harsco can be divided into a
number of classes. The product classes that contributed 10% or more as
a percentage of consolidated net sales in either of the last three
fiscal years are as set forth in the following table.
1993 1992 1991
Wheeled Vehicles 8% 24% 40%
Tracked Vehicles 24 24 14
Gas Control and Containment 13 11 9
Metal Reclamation 15 7 6
(1) (ii) New products and services are added from time to time;
however, currently none require the investment of a material amount of
the Company's assets.
(1) (iii) The manufacturing requirements of the Company's
operations are such that no unusual sources of supply for raw materials
are required. The raw materials used by the Company include steel and
aluminum which usually are readily available.
(1) (iv) While Harsco has a number of trademarks, patents and
patent applications, it does not consider that any material part of its
business is dependent upon them.
(1) (v) Harsco furnishes building products and materials and a
wide variety of specialized equipment for commercial, industrial,
public works and residential construction which are seasonal in nature.
In 1993, construction related operations accounted for 9% of total
sales.
(1) (vi) The practices of the Company relating to working capital
items are not unusual compared with those practices of other
manufacturers servicing mainly industrial and commercial markets.
Under the Defense Group, due to the nature of long-term contracts,
sizable amounts of inventory are carried by the Company; however, these
are partially funded through progress payments by the U.S. Government
and advance payments by Foreign Governments. See Note 3 to
consolidated financial statements and "Advances on long-term contracts"
on the balance sheets in selected portions of the 1993 Annual Report to
Shareholders under Exhibit 13.
(1) (vii) Other than in the Defense Group of the Company's
business, whose principal customer has been the U.S. Government, as
further described under the Defense Group, no material part of the
business of the Company is dependent upon a single customer or a few
customers, the loss of any one of which would have a material adverse
effect upon the Company.
Sales to U.S. Government agencies in 1993, 1992 and 1991
amounted to 21%, 35% and 44% of the total sales, respectively.
(1) (viii) Backlog of orders stood at $146,751,000 and
$738,978,000 as of December 31, 1993 and 1992, respectively. It is
expected that approximately 22% of the total backlog at December 31,
1993, will not be filled within 1994. Excluded from the 1993 backlog
is $397,939,000 contributed to United Defense, L.P. There is no
significant seasonal aspect to the Company's backlog.
(1) (ix) Under the terms and regulations applicable to government
contracts, the Government has the right to terminate its contracts with
the Defense Group in accordance with procedures specified in the
regulations and, under certain circumstances, has the right to
renegotiate profits. In 1993, this group accounted for 32% of total
sales.
(1) (x) The various fields in which Harsco operates are highly
competitive and the Company encounters active competition in all of its
activities from both larger and smaller companies who produce the same
or similar products or services or who produce different products
appropriate for the same uses.
(1) (xi) The expense for internal product improvement and product
development activities was $5,156,000, $4,590,000 and $3,647,000 in
1993, 1992 and 1991, respectively. Customer-sponsored research and
development expenditures were $23,008,000, $17,889,000 and $8,872,000,
in 1993, 1992 and 1991, respectively.
(1) (xii) The Company has become subject, as have others, to more
stringent air and water quality control legislation. The Clean Air Act
Amendments of 1990 will impose greater costs on the Company and most
other domestic manufacturers in the future but the effect on the
Company's business is not yet determinable. In general, the Company
has not experienced substantial difficulty in complying with these
environmental regulations in the past and does not anticipate making
any major capital expenditures for environmental control facilities in
1994 or 1995. While the Company expects that environmental regulations
may expand, and its expenditures for air and water quality control will
continue, it cannot predict the effect on its business of such expanded
regulations. Additional information regarding environmental
consideration is incorporated by reference to Note 1 and Note 10 to the
Consolidated Financial Statements under Exhibit No. 13.
(1) (xiii) As of December 31, 1993, the Company had approximately
14,200 employees.
(d) Financial Information about Foreign and
Domestic Operations and Export Sales:
Financial information concerning foreign and domestic operations and
export sales is included in Note 12 to consolidated financial
statements in selected portions of the 1993 Annual Report to
Shareholders under Exhibit 13.
Item 2. Properties:
Information as to the principal plants owned and operated by Harsco is
summarized in the following table:
Floor Space
Location (Sq. Ft.) Principal Products
Industrial Services and
Building Products:
Marion, Ohio 135,000 Construction
Equipment
Moundsville, West Virginia 12,000 Roofing
Granules/Abrasives
Drakesboro, Kentucky 19,000 Roofing Granules
Gary, Indiana 15,000 Roofing
Granules/Abrasives
Engineered Products:
Pomona, California 75,000 Composite
PressureVessels
Hamden, Connecticut 47,000 Pipe Fittings
Fitchburg, Massachusetts 30,000 Pipe Fittings
Houston, Texas 26,000 Pipe Fittings
West Jefferson, Ohio 144,000 Pipe Fittings
Clinton, Ontario, Canada 55,000 Pipe Fittings
Chicago, Illinois 35,000 Pipe Fittings
* Crowley, Louisiana 172,000 Pipe Fittings
Plant City, Florida 182,000 Metal Fabrication
* This property is under a lease-purchase agreement, with purchase
price at a nominal amount.
Birmingham, Alabama 133,000 Wear Products
Jesup, Georgia 43,000 Propane Tanks
Bloomfield, Iowa 40,000 Propane Tanks
West Jordan, Utah 26,000 Propane Tanks
Fairmont, Minnesota 312,000 Railroad Equipment
West Columbia, South Carolina 224,000 Railroad Equipment
Nottingham, England 33,000 Railroad Equipment
East Stroudsburg, Pennsylvania 172,000 Process Equipment
Tulsa, Oklahoma 41,000 Fractionation Trays
Tulsa, Oklahoma 131,000 Heat Exchangers
Tulsa, Oklahoma 13,000 Fractionation Trays
Mexico City, Mexico 31,000 Grating
Queretaro, Oro, Mexico 63,000 Grating
Madera, California 42,000 Grating
Nashville, Tennessee 83,000 Grating
Nashville, Tennessee 212,000 Grating
Long Island City, New York 48,000 Grating
Leeds, Alabama 45,000 Grating
Channelview, Texas 82,000 Grating
Carlisle, Ohio 26,000 Grating
Cheswick, Pennsylvania 54,000 Grating
Charlotte, North Carolina 23,000 Grating
Lockport, New York 104,000 Valve Manufacturing
Harrisburg, Pennsylvania 317,000 Cylinders
Theodore, Alabama 275,000 Cryogenic Storage
Vessels
Husum, Germany 60,000 Cryogenic Storage
Vessels
Shah Alam, Malaysia 20,000 Cryogenic Storage
Vessels
Defense:
Marysville, Ohio 306,000 Military Vehicles &
School Buses
York, Pennsylvania 1,022,000 Military Vehicles
Harsco also operates the following plants which are leased:
Expiration
Floor Space Principal
Dates of
Location (Sq. Ft.) Products
Lease
Engineered Products:
Cleveland, Ohio 40,000 Brass Castings
09/30/95
Decatur, Georgia 19,000 Pipe Fittings
06/30/95
Lansing, Ohio 67,000 Pipe Fittings
01/31/95
Baltimore, Maryland 15,000 Pipe Fittings
12/31/95
Brendale, Australia 110,000 Railroad Equipment
10/18/97
Bilston, England 37,000 Fractionation Trays
09/26/00
Bilston, England 41,000 Air Heating Systems
09/26/00
Defense:
Lamond Furnace, PA 175,000 Military Vehicles
10/31/96
Harsco operates from a number of other plants, branches, warehouses and
offices in addition to the above. In particularly, the Company has
over 130 locations related to metal reclamation in twenty-seven
countries, however since these facilities are on the property of the
steel mill being serviced they are not listed. The Company considers
all of its properties to be in satisfactory condition.
Item 3. Legal Proceedings:
Information regarding legal proceedings is incorporated by reference to
Note 10 to the Consolidated Financial Statements, under Exhibit 13.
Item 4. Submission of Matters to a
Vote of Security Holders:
There were no matters that were submitted during the fourth quarter of
the year covered by this report to a vote of security holders, through
the solicitation of proxies or otherwise.
PART II
Item 5. Market for Registrant's Common Stock
and Related Stockholder Matters:
Harsco common stock is traded on the New York, Pacific, Boston, and
Philadelphia Stock Exchanges under the symbol HSC. At the end of 1993,
there were 24,967,801 shares outstanding. In 1993, the stock traded in
a range of 45-35 and closed at a year-end high of 40 5/8 . For
additional information regarding Harsco common stock market price,
dividends declared, and numbers of shareholders see Part II, Item 6.
Item 6. Selected Financial Data:
Five-year selected financial data is included under Exhibit 13.
Item 7. Management's Discussion of Financial
Condition and Results of Operations:
Management's Discussion of Financial Condition and Results of
Operations is included in selected portions of the 1993 Annual Report
to Shareholders under Exhibit 13.
Item 8. Financial Statements and Supplementary Data:
The financial statements and supplementary data is included in selected
portions of the 1993 Annual Report to Shareholders under Exhibit 13.
Item 9. Changes in and Disagreements with Accountants
on Accounting and Financial Disclosure:
None.
PART III
Item 10. Directors and Executive Officers of the Registrant:
(a) Identification of Directors:
Information regarding the identification of directors and positions
held is incorporated by reference to the Proxy Statement dated
March 25, 1994. M. W. Gambill informed the Board of Directors that he
is retiring as non-executive Chairman of the Board and Director
effective April 1, 1994. Upon his retirement as Chief Executive
Officer on January 1, 1994, the Company entered into a Retirement and
Consulting Agreement with Mr. Gambill. Under the Agreement, Mr.
Gambill will receive monthly compensation at the rate of $370,000 per
annum ending June 9, 1995. Mr. Gambill's age and employment background
are as follows.
Name Age
M. W. Gambill 63
Principal Occupation or Employment
Served as non-executive Chairman of the Board since January 1, 1994 and
is a Director. Chairman of the Board and Chief Executive Officer from
May 1, 1991 to January 1, 1994. From 1987 to 1991, President and Chief
Executive Officer. From 1985 to 1987 served as President and Chief
Operating Officer and from 1984 to 1985 served as Executive Vice
President of the Corporation and from 1975 to 1984 served as President
of the Heckett Division of the Corporation. Mr. Gambill is a director
of York International Corporation.
(b) Identification of Executive Officers:
Set forth below, as of March 24, 1994, are the executive officers (this
excludes certain corporate officers who are not deemed "executive
officers" within the meaning of applicable Securities and Exchange
Commission regulations) of the Company and certain information with
respect to each of them. The executive officers were elected to their
respective offices on April 27, 1994, or at various times during the
year as noted. All terms expire on April 30, 1994. There are no family
relationships between any of the officers.
Corporate Officers:
Name Age
D. C. Hathaway 49
Principal Occupation or Employment
President and Chief Executive Officer effective January 1, 1994, and
has been elected Chairman of the Board effective April 1, 1994.
Director since 1991. From May 1, 1991 to December 31, 1993, served as
President and Chief Operating Officer. From 1986 to 1991 served as
Senior Vice President-Operations of the Corporation. Served as Group
Vice President from 1984 to 1986 and as President of the Dartmouth
Division of the Corporation from 1979 until October 1984.
Name Age
W. D. Etzweiler 58
Principal Occupation or Employment
Senior Vice President and Chief Operating Officer - Commercial and
Industrial Products of the Corporation effective January 25, 1994.
From 1992 to January 24, 1994, served as Senior Vice President -
Operations of the Corporation. Served as President of the
Corporation's Patterson-Kelley Division from 1982 to 1991, Vice
President Sales and Marketing of the Patterson-Kelley Division from
1979 to 1982, Vice President of Marketing for the Patterson-Kelley
Division from 1971 to 1979, and various manager positions with the
Patterson-Kelley Division from 1966 to 1971.
Name Age
B. W. Taussig 54
Principal Occupation or Employment
Senior Vice President and Chief Operating Officer - Defense of the
Corporation effective January 25, 1994. From 1992 to January 24, 1994,
served as Senior Vice President - Operations of the Corporation.
Served as President of the BMY Defense Group from July 1, 1991 to
year-end, as President of the BMY Combat Systems Division from 1989 to
1991, and as Vice President Business Development of the BMY Combat
Systems Division from July 1989 to November 1989. From 1984 to 1989,
was Vice President and General Manager of the Naval Systems Division of
FMC Corporation, where he was responsible for a unit manufacturing
defense products with 3,100 employees and sales of approximately $350
million per year.
Name Age
L. A. Campanaro 45
Principal Occupation or Employment
Senior Vice President-Finance and Chief Financial Officer of the
Corporation effective December 1, 1992 and served as Vice President and
Controller from April 1, 1992 to November 30, 1992. Served as Vice
President of the BMY-Wheeled Vehicles Division from February 1, 1992 to
March 31, 1992, and previously served as Vice President and Controller
of the BMY-Wheeled Vehicles Division from 1988 to 1992, Vice President
Cryogenics of the Plant City Steel Division from 1987 to 1988, Senior
Vice President Taylor-Wharton Division from 1985 to 1987, Vice
President and Controller of Taylor-Wharton from 1982 to 1985, and
Director of Auditing of the Corporation from 1980 to 1982.
Name Age
P. C. Coppock 43
Principal Occupation or Employment
Senior Vice President, General Counsel, Secretary and Chief
Administrative Officer of the Corporation effective January 1, 1994.
Served as Vice President, General Counsel and Secretary of the
Corporation from May 1, 1991 to December 31, 1993. From 1989 to 1991
served as Secretary and Corporate Counsel and as Assistant Secretary
and Corporate Counsel from 1986 to 1989. Served in various Corporate
Attorney positions for the Corporation since 1981.
Name Age
S. D. Fazzolari 41
Principal Occupation or Employment
Vice President and Controller of the Corporation effective January 25,
1994. Served as Controller of the Corporation from January 26, 1993 to
January 24, 1994. Previously served as Director of Auditing from 1985
to January 25, 1993, and served in various auditing positions from 1980
to 1985.
Item 11. Executive Compensation:
Information regarding compensation of executive officers and directors
is incorporated by reference to the Sections entitled "Executive
Compensation and Other Information", and "Directors' Compensation" of
the Proxy Statement dated March 25, 1994.
Item 12. Security Ownership of Certain
Beneficial Owners and Management:
Information regarding security ownership of certain beneficial owners
and management is incorporated by reference to the section entitled
"Share Ownership of Management" of the Proxy Statement dated March 25,
1994.
Item 13. Certain Relationships and Related Transactions:
Information regarding certain relationships and related transactions is
incorporated by reference to the section entitled "Employment
Agreements with Officers of the Company" of the Proxy Statement dated
March 25, 1994.
PART IV
Item 14. Exhibits, Financial Statement
Schedules, and Reports on Form 8-K:
The following portions of the Company's 1993 Annual Report to
Shareholders are incorporated herein by reference under Exhibit 13:
The consolidated financial statements and notes thereto, the related
report of Coopers & Lybrand, independent accountants, Management's
Discussion of Financial Condition and Results of Operations, Selected
Financial Data for the years 1989 through 1993, Market for Registrant's
Common Stock and Related Security Holder Matters, and the supplemental
financial data, Three-Year Summary of Quarterly Results.
Exhibit
Number
(a) 1. Consolidated Financial Statements:
Consolidated Balance Sheets
December 31, 1993 and 1992
13
Consolidated Statements of Income
for the years 1993, 1992 and 1991
13
Consolidated Statements of Cash Flows
for the years 1993, 1992 and 1991
13
Consolidated Statements of Changes in
Shareholders' Equity for the years
1993, 1992 and 1991
13
Notes to Consolidated Financial
Statements
13
Report of Independent Accountants
13
Management's Discussion of Financial
Condition and Results of Operations
13
Selected Financial Data for the Years
1989 through 1993
13
Three-Year Summary of Quarterly Results
13
(a) 2. Consolidated Financial Statement Schedules:
Report of Independent Accountants on
Consolidated Financial Statement Schedules
V. Property, Plant and Equipment
for the years 1993, 1992 and 1991
VI. Accumulated Depreciation of Property,
Plant and Equipment for the years
1993, 1992 and 1991
VIII. Valuation and Qualifying Accounts
and Reserves for the years
1993, 1992 and 1991
IX. Short-Term Borrowings
for the years 1993, 1992 and 1991
X. Supplementary Income Statement
Information for the years
1993, 1992 and 1991
Schedules other than those listed above are omitted for the reason that
they are either not applicable or not required or because the
information required is contained in the financial statements or notes
thereto.
Condensed financial information of the registrant is omitted since
there are no substantial amounts of "restricted net assets" applicable
to the Company's consolidated subsidiaries.
Financial statements of 50% or less owned associated companies are not
submitted inasmuch as (1) the registrant's investment in and advances
to such companies do not exceed 20% of the total consolidated assets,
(2) the registrant's proportionate share of the total assets of such
companies does not exceed 20% of the total consolidated assets, (3) the
registrant's equity in the income before income taxes of such companies
does not exceed 20% of the total consolidated income before income
taxes.
(a) 3. Listing of Exhibits Filed with Form 10-K:
Exhibit
Number Data Required Location in 10-K
2(a) MultiServ International, N.V. Incorporated by reference
to
Acquisition Documents: Form 8-K dated August 31,
1993
- Securities Purchase Agreement
Dated July 8, 1993
- Supplemental Agreement
Dated July 8, 1993
2(b) Joint Venture with FMC Incorporated by reference
to
Corporation Combining Harsco's Form 8-K dated February
14, 1994
BMY-Combat Systems Division
with FMC Defense Systems Group
- Participation Agreement
Dated as of January 1, 1994
- Partnership Agreement
Dated as of January 1, 1994
- Registration Rights Agreement
Dated as of January 1, 1994
3(a) Articles of Incorporation as Exhibit volume, 1990 10-K
amended April 24, 1990
Certificate of Designation filed Exhibit volume, 1987 10-K
September 29, 1987
3(b) By-laws as amended April 25, 1990 Exhibit volume, 1990 10-K
4(a) Debt Securities Registered under Incorporated by reference
to Form
Rule 415 (8 3/4% Notes) S-3, File No. 2-97504,
dated
May 29, 1985
4(b) Harsco Corporation Rights Incorporated by reference
to Form
Agreement dated as of September 8-A, Exhibit 1, dated
October 2, 1987
29, 1987 with Chase Manhattan
Bank, N.A.
4(c) Registration of Preferred Stock Incorporated by reference
to Form
Purchase Rights 8-A dated October 2, 1987
4(d) Current Report on dividend Incorporated by reference
to Form
distribution of Preferred 8-K dated October 13,
1987
Stock Purchase Rights
4(e) Debt Securities Registered under Incorporated by reference
to Form
Rule 415 (8 3/4% Notes) S-3, File No. 33-21526
dated May
23, 1988
4(f) 8 3/4% 1991 Notes due May 15, 1996 Incorporated by reference
to the
described in Prospectus Prospectus Supplement
dated
Supplement dated May 7, 1991 May 7, 1991 to Form S-3,
to Form S-3 Registration under Registration No. 33-21526
dated
Rule 415 dated May 23, 1988 May 23, 1988
4(g) Debt Securities Registered Incorporated by reference
to Form
under Rule 415 (6% Notes) S-3, Registration No.
33-42389
dated August 23, 1991
4(h) 6% 1993 Notes due September 15, Incorporated by reference
to the
2003 described in Prospectus Prospectus Supplement
dated
Supplement dated September 8, September 8, 1993 to Form
S-3,
1993 to Form S-3 Registration under Registration No. 33-42389
dated
Rule 415 dated August 23, 1991 August 23, 1991
Material Contracts - Credit facility
10(a) Revolving Credit facility Exhibit volume, 1993 10-K
Agreement as amended and
restated as of October 20, 1993.
Material Contracts - Underwriting
10(b) Underwriting Agreement for Exhibit volume, 1987 10-K
Debt Securities dated
October 22, 1987
Material Contracts - Government contracts
10(c) Summary of Contract Exhibit volume, 1986 10-K
DAAE07-86-C-J111 with United
States of America May 14, 1986
10(d) Contract Modification dated Exhibit volume, 1987 10-K
February 3, 1988 to Contract
DAAE07-86-C-J111 with United
States Government
10(e) Novation agreement, ARVECO, Exhibit volume, 1986 10-K
Inc., and Harsco Corporation and
United States of America Contract
No. DAAE07-86-C-J111
Material Contracts - Management Contracts and Compensatory Plans
10(f) Harsco Corporation Incentive Plan Exhibit volume, 1992 10-K
as amended March 18, 1992
10(g) Harsco Corporation Supplemental Exhibit volume, 1991 10-K
Retirement Benefit Program as
amended
10(h) Trust Agreement between Harsco Exhibit volume, 1987 10-K
Corporation and Dauphin Deposit
Bank and Trust Company dated
July 1, 1987 relating to the
Supplemental Retirement Benefit
Plan
10(i) Harsco Corporation Supplemental Exhibit volume, 1991 10-K
Executive Retirement Plan as
amended
10(j) Trust Agreement between Harsco Exhibit volume, 1988 10-K
Corporation and Dauphin
Deposit Bank and Trust Company
dated November 22, 1988 relating
to the Supplemental Executive
Retirement Plan
10(k) 1986 Stock Option Plan as Exhibit volume, 1990 10-K
amended
Employment Agreements -
10(l) M. W. Gambill Exhibit volume, 1989 10-K
10(l) Uniform agreement, the
same as
shown for J. J. Burdge
10(l) D. C. Hathaway Exhibit volume, 1989 10-K
10(l) Uniform agreement, the
same as
shown for J. J. Burdge
10(l) L. A. Campanaro Exhibit volume, 1989
10-K
10(l) Uniform agreement, the
same as
shown for J. J. Burdge
10(l) W. D. Etzweiler Exhibit volume, 1989
10-K
10(l) Uniform agreement, the
same as
shown for J. J. Burdge
10(l) B. W. Taussig Exhibit volume, 1989 10-K
10(l) Uniform agreement, the
same as
shown for J. J. Burdge
Retirement Agreements -
10(m) Special Supplemental Retirement
Benefit Agreement and
Amendment for J. J. Burdge Exhibit volume, 1988 10-K
10(n) Special Supplemental Retirement
Benefit Agreement for
D. C. Hathaway Exhibit Volume, 1988 10-K
10(n) Retirement and Consulting Exhibit Volume, 1993 10-K
Agreement for M. W. Gambill
10(n) Special Supplemental Retirement Exhibit volume, 1993 10-K
Benefit Agreement for B. W. Taussig
Director Indemnity Agreements -
10(o) J. J. Burdge Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) M. W. Gambill Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) F. E. Masland, III Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) R. F. Nation Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) D. C. Smith, Jr. Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) A. J. Sordoni, III Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) R. C. Wilburn Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) R. L. Kirk Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) N. H. Prater Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) D. C. Hathaway Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) R. C. Smith Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(o) J. E. Marley Exhibit volume, 1989 10-K
Uniform agreement, same as
shown for J. J. Burdge
10(p) Harsco Corporation Exhibit volume, 1990 10-K
Directors Retirement Plan
10(q) Stock Option Agreement with Exhibit volume, 1991 10-K
M. W. Gambill dated April 22,
1991 awarded in lieu of increase
in cash salary compensation
upon promotion to Chairman
and Chief Executive Officer
10(r) Stock Option Agreement Exhibit volume, 1992 10-K
with M. W. Gambill dated
April 27, 1992 awarded in
lieu of increase in cash
salary compensation
10(s) Stock Option Agreement Exhibit volume 1993 10-K
with M. W. Gambill dated
April 26, 1993 awarded in
lieu of increase in cash salary
compensation
11 Computation of Fully Diluted Exhibit volume, 1993 10-K
Net Income per Common Share
12 Computation of ratios of Exhibit volume, 1993 10-K
earnings to fixed charges
13 Annual report to shareholders Exhibit volume, 1993 10-K
21 Subsidiaries of the registrant Exhibit volume, 1993 10-K
23 Consent of Independent
Accountants Exhibit volume, 1993 10-K
99 Additional exhibits
- Undertakings of Harsco Incorporated by reference
to
relating to registration Exhibit 28, Form 10-K for
the
statement on Form S-16 year ended December 31,
1982
(Reg. No. 2-58121)
- Undertakings of Harsco Incorporated by reference
to
relating to registration Exhibit 28, Form 10-K for
the
statement on Form S-8 year ended December 31,
1982
(Reg. No. 2-57876)
- Undertakings of Harsco Incorporated by reference
to
relating to registration Form S-8, Registration
No.
statement on Form S-8 33-14064, dated May 6,
1987
(Reg. No. 33-14064)
- Undertakings of Harsco Incorporated by reference
to
relating to registration Form S-3, Registration
No.
statement on Form S-3 2-97504 dated May 29,
1985
(Reg. No. 2-97504)
- Undertakings of Harsco Incorporated by reference
to
relating to registration Form S-3, Registration
No.
statement on Form S-3 33-21526 dated May 23,
1988
(Reg. No. 33-21526)
- Undertakings of Harsco Incorporated by reference
to
relating to registration Form S-3, Registration
No.
statement on Form S-3 33-42389, dated August
23, 1991
(Reg. No. 33-42389)
- Undertakings of Harsco Exhibit volume, 1990 10-K
with respect to indemnification
of directors, officers or
persons controlling Harsco
incorporated by reference
into registration statements
on Form S-8, Registration
File Numbers 2-57876,
33-5300, 33-14064 and 33-24854
Exhibits other than those listed above are omitted for the reason that
they are either not applicable or not material.
The foregoing Exhibits are available from the Secretary of the Company
upon receipt of a fee of $10 to cover the Company's reasonable cost of
providing copies of such Exhibits.
(b) The Company filed a Report on Form 8-K dated January 8, 1993
reporting that the Company had received the decision of The Armed
Services Board of Contract Appeals in case ASBCA No. 36805 concerning
the Company's claim for reimbursement of after-imposed Retail Federal
Excise Tax paid on sales to the United States Government of certain
five-ton trucks under a 1986 contract. The decision holds that, as a
result of the extension of the Federal Excise Tax law beyond its
original October 1, 1988 expiration date, Harsco is entitled to payment
of a price adjustment to the contract to reimburse Federal Excise Tax
paid on vehicles to be delivered after October 1, 1988.
The Company filed a Report on Form 8-K dated July 8, 1993 reporting
that the Company had signed a definitive purchase agreement with the
shareholders representing the majority of the shares of MultiServ
International, N.V. for the acquisition of all of the outstanding
capital stock of MultiServ International, N.V.
The Company filed a Report on Form 8-K dated August 31, 1993 reporting
that the Company had acquired all of the outstanding capital stock of
MultiServ International, N.V.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
HARSCO CORPORATION
Date March 18, 1994 By /S/ Leonard A. Campanaro
Leonard A. Campanaro
Senior Vice President-Finance
and
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
SIGNATURE CAPACITY DATE
Chairman
(Malcolm W. Gambill)
President & Chief Executive
(Derek C. Hathaway) Officer
Senior Vice President-Finance and
(Leonard A. Campanaro) Chief Financial Officer
(Principal Financial Officer)
Vice President and Controller
(Salvatore D. Fazzolari) (Principal Accounting Officer)
Director
(Jeffrey J. Burdge)
Director
(Robert L. Kirk)
Director
(James E. Marley)
Director
(Frank E. Masland III)
Director
(Robert F. Nation)
Director
(Nilon H. Prater)
Director
(DeWitt C. Smith, Jr.)
Director
(Roy C. Smith)
Director
(Andrew J. Sordoni III)
Director
(Dr. Robert C. Wilburn)
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
HARSCO CORPORATION
Date March 18, 1994 By /S/ Leonard A.
Campanaro
Leonard A. Campanaro
Senior Vice
President-Finance and
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.
SIGNATURE CAPACITY DATE
/S/ Malcolm W. Gambill Chairman March
23, 1994
(Malcolm W. Gambill)
/S/ Derek C. Hathaway President & Chief Executive March
24, 1994
(Derek C. Hathaway) Officer
/S/ Leonard A. Campanaro Senior Vice President-Finance and March
24, 1994
(Leonard A. Campanaro) Chief Financial Officer
(Principal Financial Officer)
/S/ Salvatore D. Fazzolari Vice President and Controller March
25, 1994
(Salvatore D. Fazzolari) (Principal Accounting Officer)
/S/ Jeffrey J. Burdge Director March
18, 1994
(Jeffrey J. Burdge)
/S/ Robert L. Kirk Director March
18, 1994
(Robert L. Kirk)
/S/ James E. Marley Director March
18, 1994
(James E. Marley)
/S/ Frank E. Masland III Director March
18, 1994
(Frank E. Masland III)
/S/ Robert F. Nation Director March
18, 1994
(Robert F. Nation)
/S/ Nilon H. Prater Director March
18, 1994
(Nilon H. Prater)
/S/ DeWitt C. Smith, Jr. Director March
18, 1994
(DeWitt C. Smith, Jr.)
/S/ Roy C. Smith Director March
18, 1994
(Roy C. Smith)
/S/ Andrew J. Sordoni III Director March
18, 1994
(Andrew J. Sordoni III)
/S/ Dr. Robert C. Wilburn Director March
18, 1994
(Dr. Robert C. Wilburn)
REPORT OF INDEPENDENT ACCOUNTANTS
To the Shareholders of
Harsco Corporation
Our report on the consolidated financial statements of Harsco
Corporation and subsidiary companies, which includes explanatory
paragraphs regarding (i) uncertainties concerning the Company's
involvement in various disputes regarding Federal Excise Tax and other
contract matters primarily relating to the five-ton truck contract and
the ultimate outcome of the Company's claims against the Government
relating to certain contracts and (ii) changes in the Company's method
of accounting for income taxes and postretirement benefits other than
pensions, has been incorporated by reference in this Form 10-K from
page 56 of the 1993 Annual Report to Shareholders of Harsco
Corporation. In connection with our audits of such consolidated
financial statements, we have also audited the related consolidated
financial statement schedules listed in the index (Item 14(a) 2.) on
page 20 of this Form 10-K.
In our opinion, the consolidated financial statement schedules referred
to above, when considered in relation to the basic consolidated
financial statements taken as a whole, present fairly, in all material
respects, the information required to be included therein.
COOPERS & LYBRAND
Philadelphia, Pennsylvania
February 1, 1994, except
as to the first and third
paragraphs of Note 10, for
which the dates are February
25, 1994 and March 4, 1994,
respectively.
SCHEDULE V. PROPERTY, PLANT AND EQUIPMENT
(dollars in thousands)
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
Changes Due
Balance at to Currency Balance at
Beginning Additions, at Cost Translation End of
Classification of Period Ordinary Acquisitions Retirements Adjustments Period
For the year 1993:
Land $ 11,232 $ 335 $ 902 $ (289) $ 110 $ 12,648
Bldgs. & Improvements 138,175 4,344 14,166 (1,372) 529 157,528
Machinery and equipment 653,928 61,410 175,776 23,969 9,204 857,941
Uncompleted construction 12,040 17,306 11,397 7,774 357 32,612
_______ ______ _______ ______ ______ _________
$815,375 $83,395 $202,241 $30,082 $10,200 $1,060,729
_______ ______ _______ ______ _______ _________
_______ ______ _______ ______ _______ _________
Machinery and equipment additions reflect expenditures for
expansion,
replacement and modernization relating principally to the
operating group,
Industrial Services and Building Products.
Includes three acquisitions of plant, property and equipment,
primarily in
the Industrial Services and Building Products Group for MultiServ
International, N.V.
NOTE: For domestic and foreign facilities, property, plant and
equipment is depreciated over the estimated useful lives of the assets
using principally the straight-line method. The estimated useful lives
of various classes of assets are as follows:
Domestic Foreign
Buildings, general 10-50 years 10-50 years
Certain plant buildings and installations 5-20 years 5-25 years
Machinery and equipment 3-25 years 3-25 years
Aircraft and automotive equipment 3-10 years 3-10 years
Furniture and fixtures 5-15 years 5-15 years
SCHEDULE V. PROPERTY, PLANT AND EQUIPMENT
(dollars in thousands)
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
Changes Due
Balance at to Currency Balance at
Beginning Additions, at Cost Translation End of
Classification of Period Ordinary Acquisitions Retirements Adjustments Period
For the year 1992:
Land $ 11,296 $ 197 $ 1,160 $ 1,281 $ (140) $ 11,232
Bldgs. and improvements 135,873 9,102 4,370 10,609 (561) 138,175
Machinery and equipment 668,322 41,744 12,092 54,598 (13,632) 653,928
Uncompleted construction 20,489 (8,323) - 103 (23) 12,040
_______ ______ ______ ______ ______ _______
$835,980 $42,720 $17,622 $66,591 $(14,356) $815,375
_______ ______ _______ ______ _______ ________
_______ ______ _______ ______ _______ ________
Machinery and equipment additions reflect expenditures for
expansion,
replacement and modernization relating principally to the
operating group,
Industrial Services and Building Products.
Includes the disposition of certain businesses associated with
two product
classes (plastic products and hydraulic tool products) amounting
to
$34,542,000.
Relates to acquisition of Tamper business of Canron, Inc.
SCHEDULE V. PROPERTY, PLANT AND EQUIPMENT
(dollars in thousands)
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
Changes Due
Balance at to Currency Balance at
Beginning Additions, at Cost Translation End of
Classification of Period Ordinary Acquisitions Retirements Adjustments Period
For the year 1991:
Land $ 10,532 $ 711 $ 141 $ 47 $ (41) $ 11,296
Bldgs. and improvements 130,964 6,270 848 2,028 (181) 135,873
Machinery and equipment 645,761 48,783 1,915 28,054 (83) 668,322
Uncompleted construction 23,467 (1,918) - 1,079 19 20,489
_______ ______ _____ ______ _____ _______
$810,724 $53,846 $2,904 $31,208 $ (286) $835,980
_______ ______ _____ ______ _____ _______
_______ ______ _____ ______ _____ _______
Machinery and equipment additions reflect expenditures for
expansion,
replacement and modernization relating principally to the
operating group,
Industrial Services and Building Products.
Machinery and equipment retirements related principally to the
operating
group, Industrial Services and Building Products.
SCHEDULE VI. ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT
(dollars in thousands)
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
Additions Changes due Balance
Balance at Charged Charged to Currency at
Beginning to Cost to Other Translation End of
Description of Period & Expenses Expenses Acquisitions Retirements Adjustments,Etc. Period
For the year 1993:
Bldgs. and improvements $ 68,033 $ 7,806 $ (208) $ - $ 522 $ (141) $ 74,968
Machinery and equipment 468,656 61,752 (2,959) - 26,863 (6,480) 494,106
_______ ______ ______ _____ ______ _______ _______
$536,689 $69,558 $(3,167) $ - $27,385 $ (6,621) $569,074
_______ ______ ______ _____ ______ _______ _______
_______ ______ ______ _____ ______ _______ _______
For the year 1992:
Bldgs. and improvements $ 66,004 $ 8,714 $ 85 $ - $ 6,721 $ (49) $ 68,033
Machinery and equipment 473,403 48,350 1,465 1,109 45,397 (10,274) 468,656
_______ ______ ______ _____ ______ _______ _______
$539,407 $57,064 $ 1,550 $1,109 $52,118 $(10,323) $536,689
_______ ______ ______ _____ ______ _______ _______
_______ ______ ______ _____ ______ _______ _______
For the year 1991:
Bldgs. and improvements $ 60,776 $ 6,554 $ 208 $ - $ 1,508 $ (26) $ 66,004
Machinery and equipment 449,224 51,110 273 - 27,046 (158) 473,403
_______ ______ ______ _____ ______ _______ _______
$510,000 $57,664 $ 481 $ - $28,554 $ (184) $539,407
_______ ______ ______ _____ ______ _______ _______
_______ ______ ______ _____ ______ _______ _______
Provision (Income) for facility discontinuances or disposals.
Reserves of companies acquired during the year. See note on
Schedule V
related to the addition of property, plant and equipment through
acquisitions.
Includes the disposition of certain businesses associated with
two product
classes (plastic products and hydraulic tool products) amounting
to
$22,333,000.
Machinery and equipment retirements related principally to the
operating
group, Industrial Services and Building Products.
SCHEDULE VIII. VALUATION AND QUALIFYING ACCOUNTS
(dollars in thousands)
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E
Additions Deductions
Due to
Balance at Charged to Currency Balance at
Beginning Cost and Translation End of
Description of Period Expenses Adjustments Other Period
For the year 1993:
Deducted from Receivables:
Uncollectible accounts $10,244 $ 2,761 $ (7) $ (467) $13,479
______ ______ ____ _____ ______
______ ______ ____ _____ ______
Deducted from Inventories:
Inventory valuations $ 8,708 $ 6,682 $ 61 $6,116 $ 9,213
______ ______ ____ _____ ______
______ ______ ____ _____ ______
For the year 1992:
Deducted from Receivables:
Uncollectible accounts $13,489 $ 2,914 $ 171 $5,988 $10,244
______ ______ ____ _____ ______
______ ______ ____ _____ ______
Deducted from Inventories:
Inventory valuations $12,844 $(2,217) $ 146 $1,773 $ 8,708
______ ______ ____ _____ ______
______ ______ ____ _____ ______
For the year 1991:
Deducted from Receivables:
Uncollectible accounts $13,578 $2,935 $ 16 $3,008 $13,489
______ ______ ____ _____ ______
______ ______ ____ _____ ______
Deducted from Inventories:
Inventory valuations $11,940 $3,330 $ 4 $2,422 $12,844
______ ______ ____ _____ ______
______ ______ ____ _____ ______
Amounts charged to valuation account during the year.
SCHEDULE IX. SHORT-TERM BORROWINGS
(dollars in thousands)
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E COLUMN F
Weighted Maximum
Average Amount Average Amount Weighted Average
Balance at Interest Outstanding Outstanding Interest Rate
Category of Aggregate End of Rate at During the During the During the
Short-Term Borrowings Period 12/31 Period Period Period
For the year 1993:
Payable to banks $51,884 4.9% $51,998 $21,732 8.1%
For the year 1992:
Payable to banks $10,564 9.3% $16,361 $13,140 12.1%
For the year 1991:
Payable to banks $18,274 10.4% $39,231 $25,099 11.4%
Includes $21,884 of foreign bank overdrafts at various interest
rates
payable upon demand and $30,000 revolving credit facility at
3.57%,
variable.
Includes $10,564 of foreign bank overdrafts at various interest
rates
payable upon demand.
Includes $18,274 of foreign bank overdrafts at various interest
rates
payable upon demand.
Calculated on the basis of the aggregate maximum amount
outstanding at any
month-end during the year.
Calculated on the basis of the average balance of borrowings
outstanding
at each month-end.
Actual interest cost divided by average debt amount.
SCHEDULE X. SUPPLEMENTARY INCOME STATEMENT INFORMATION (dollars in
thousands)
COLUMN A COLUMN B
Item Charged to Costs and Expenses
1993 1992 1991
Maintenance and repairs $55,947 $47,670 $47,826