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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 30, 1995
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 1-7724
SNAP-ON INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 39-0622040
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
10801 Corporate Drive, Kenosha, Wisconsin 53141-1430
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (414) 656-5200
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of exchange on
which registered
Common stock, $1 par value New York Stock Exchange
Preferred stock purchase rights New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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, and (2) has been subject to such
filing requirements for the past 90 days. Yes [ X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the registrant's knowledge, in a definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. [ ]
Aggregate market value of voting stock held by nonaffiliates of the
registrant at February 26, 1996:
$1,768,984,788
Number of shares outstanding of each of the registrant's classes of common
stock at February 26, 1996:
Common stock, $1 par value, 40,433,938 shares
Shares preferred stock purchase rights, none
Documents incorporated by reference
Portions of the Corporation's Annual Report to Shareholders for the fiscal
year ended December 30,1995, are incorporated by reference into Parts I,
II and IV of this report.
Portions of the Corporation's Proxy Statement, dated March 15, 1996,
prepared for the Annual Meeting of Shareholders scheduled for April 26,
1996, are incorporated by reference into Part III of this report.
TABLE OF CONTENTS
Page
PART I
Item 1. Business . . . . . . . . . . . . . . . . . . . . . . 3
Item 2. Description of Properties . . . . . . . . . . . . . . 7
Item 3. Legal Proceedings . . . . . . . . . . . . . . . . . . 8
Item 4. Submission of Matters to a Vote of Security Holders . 8
Item 4.1. Executive Officers of the Registrant . . . . . . . . 8
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters . . . . . . . . . . . . . . . . 9
Item 6. Selected Financial Data . . . . . . . . . . . . . . . 9
Item 7. Management Discussion and Analysis of
Financial Condition and Results of Operations . . . . 9
Item 8. Financial Statements and Supplementary Data . . . . . 9
Item 9. Changes in and Disagreements with Accountants
on Accounting and Financial Disclosure . . . . . . . 9
PART III
Item 10. Directors and Executive Officers of the Registrant . 9
Item 11. Executive Compensation . . . . . . . . . . . . . . . 9
Item 12. Security Ownership of Certain Beneficial
Owners and Management . . . . . . . . . . . . . . . 9
Item 13. Certain Relationships and Related Transactions . . 10
PART IV
Item 14. Exhibits, Financial Statement Schedules and
Reports on Form 8-K . . . . . . . . . . . . . . . 10
Auditor's Reports . . . . . . . . . . . . . . . . . . . . . . 11
Signature Pages . . . . . . . . . . . . . . . . . . . . . . . 12
Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . 14
PART I
Item I: Business
Snap-on Incorporated (the "Corporation") was incorporated under the laws
of the state of Wisconsin in 1920 and reincorporated under the laws of the
state of Delaware in 1930. Its corporate headquarters are located in
Kenosha, Wisconsin.
The Corporation, which is in a single line of business, is a leading
manufacturer and distributor of high-quality hand tools, power tools, tool
storage products, diagnostic equipment, shop equipment, and diagnostic
software and other services, primarily for use by professional technicians
in automotive service and other industries. In addition to individual
automotive technicians, shop owners and other professional tool users, the
Corporation's products are marketed to industrial and government entities,
as well as to original equipment manufacturers ("OEMs").
The Corporation has operations throughout the world. Its largest markets
include the United States, Australia, Brazil, Canada, Germany, Japan,
Mexico, the Netherlands, Spain and the United Kingdom. Products and
services to support its products and customers are marketed and
distributed in more than 100 countries.
In 1995 the Corporation expanded its product line and marketing programs
to address additional customer tool and equipment needs, and to expand
internationally. The Corporation increased its ownership in Edge
Diagnostic Systems, a U.S. developer of software-based diagnostic systems,
from 27% to 90%. In addition, the Corporation acquired Herramientas
Eurotools, S.A. of Spain, a leading hand tool manufacturer that broadens
the Corporation's distribution and establishes a manufacturing presence on
the European continent, and Consolidated Devices, Inc., a U.S.
manufacturer of torque application and measuring equipment.
The Corporation conducts its business through four principal operating
groups:
- Snap-on Tools focuses on the development and sale of products and
services through the Corporation's worldwide dealer direct sales programs
to professional technicians and shop owners, and through distributors in
some non-U.S. locations. Trade names associated with this operating group
include: Snap-on - hand tools, power tools, storage units, and certain
equipment; Blue Point - hand tools and power tools; and Wheeltronic -
hoists and lifts for automotive service shops;
- Snap-on Diagnostic focuses on the development and sale of diagnostic and
shop equipment to automotive service and repair shops. Trade names
associated with this operating group include: Sun Electric ("Sun") -
diagnostic and service equipment; Balco - engine diagnostic, wheel
balancing and alignment equipment; and Edge Diagnostic Systems - software
to diagnose vehicle computer systems;
- Snap-on Industrial focuses on the development and sale of industrial
tools and equipment through a direct sales force as well as through
industrial distributors and other channels. Trade names associated with
this operating group include: J.H. Williams - hand tools; A.T.I. Tools -
tools and equipment for aerospace and industrial applications; Sioux
Tools, Inc. - power tools; and Snap-on Medical Products - tools for the
medical profession; and
- Snap-on Financial Services, Inc., through its Snap-on Credit Corporation
subsidiary, is responsible for certain credit and non-credit services used
to support sales and to provide dealer financing options. Credit programs
facilitate the sale of the Corporation's products and services, especially
higher-value products such as diagnostic and other shop equipment.
PRODUCTS, SERVICES, AND MARKETS SERVED
The Corporation offers a broad product line which it divides into four
groups -- hand tools, power tools, tool storage products, and diagnostic
and shop equipment.
Hand Tools -- Includes wrenches, screwdrivers, sockets, pliers, ratchets
and other similar products, and instruments developed for medical
applications and for the manufacture and servicing of electronic
equipment.
Power Tools -- Includes pneumatic (air), cord-free (battery) and corded
(electric) tools such as impact wrenches, ratchets, chisels, drills,
sanders, polishers and similar products.
Tool Storage Products -- Includes tool chests, roll cabinets and other
similar products for automotive, industrial, aerospace and other storage
applications.
Diagnostic and Shop Equipment -- Includes hardware and software solutions
for the diagnosis and service of automotive and industrial equipment. The
primary products are: engine and emissions analyzers, transmission
troubleshooting equipment, air conditioning service equipment, brake
service equipment, wheel balancing and alignment equipment, battery
chargers, and lifts and hoists used in repair shops. Also included are
service and repair information services.
In the U.S. the Corporation supports the sale of its diagnostic and shop
equipment by offering training programs to technician customers. These
programs offer certification in both specific automotive technologies and
in the application of specific diagnostic equipment developed and marketed
by the Corporation and its subsidiaries.
Competition
The Corporation competes on the basis of its product quality, service,
brand awareness, and technological innovation. While no one company
competes with the Corporation across all of its product lines and
channels, various companies compete in one or more product categories
and/or distribution channels.
The Corporation believes that it is a leading producer and distributor of
products it manufactures to the markets it serves in the automotive
service industry, and that through the Corporation and its subsidiaries it
offers the broadest line of products to the automotive service industry.
The major competitors selling to professional technicians in the
professional sector through the mobile van channel include MAC Tools (The
Stanley Works) and Matco (Danaher Corporation). The major competitors
selling diagnostic and shop equipment to shop owners in the professional
sector include Automotive Diagnostic (SPX Corporation) and Hunter
Engineering. In the industrial sector, major competitors include
Armstrong (Danaher Corporation), Cooper Industries, and Proto (The Stanley
Works).
Consolidated Sales
The following table shows the approximate percentage of sales for each
of the Corporation's product groups in each of the past three years.
The Corporation believes this sales mix is representative of its
consolidated sales worldwide.
Product Group % of Sales 1995 1994 1993
Hand Tools 40% 38% 37%
Power Tools 10% 7% 7%
Tool storage products 10% 11% 11%
Diagnostic/Shop 40% 44% 45%
Market Sectors Served -- The Corporation markets and distributes its
products around the world primarily to two market sectors: the
professional sector and the industrial sector. For further information on
the Corporation's international and domestic operations, see Note 14 on
page 35 of the Corporation's 1995 Annual Report, incorporated herein by
reference.
Professional Sector
The professional sector has two primary customer groups: professional
technicians, primarily in the automotive service industry, who purchase
tools and equipment for themselves, and shop owners and managers who
purchase equipment for use by multiple technicians within a service or
repair facility in the automotive service or other industries. Following
is a discussion of the characteristics of these customers and the
Corporation's position in their markets.
Professional Technicians and Shop Owners -- The Corporation markets its
products and services to professional automotive technicians and shop
owners in the U.S. and selected other countries, primarily through its
dealer van distribution system. It provides innovative tools and equipment
solutions, as well as technical sales support and training, to meet
technicians' evolving needs. Through this channel, the Corporation also
serves owners and managers of shops where technicians work with tools,
equipment and diagnostic products.
Major challenges for the Corporation and the industry include increased
competition within the dealer van channel during the past decade and lower
automotive technician turnover.
Industrial Sector
The Corporation markets its products to a wide variety of industrial
customers, including industrial maintenance and repair facilities;
manufacturing and assembly operations; industrial distributors; government
facilities; schools; and OEMs who require instrumentation or service tools
and equipment for their products.
Major challenges in the industrial market include a highly competitive,
cost-conscious environment, and a trend toward customers making all of
their tool purchases through one integrated supplier. The Corporation
believes it is currently a meaningful participant in the market for
industrial tools and equipment. The Corporation expects to increase its
market penetration in this sector over the next decade.
DISTRIBUTION AND THE FRANCHISE PROGRAM
The Corporation serves customers through direct and indirect sales
channels.
Distribution to Technicians and Shop Owners
Snap-on Dealer Organization -- Sales to technicians and shop owners are
conducted weekly at the customer's place of business, primarily through
the mobile dealer van system. Dealers purchase the Corporation's products
at a discount from suggested retail prices and resell them at prices of
the dealer's choosing. Although some dealers have sales areas defined by
other methods, all new U.S., and a majority of existing U.S., dealers are
provided a list of places of business which serves as the basis of the
dealer's sales route.
Since 1991, all new U.S. dealers, and a majority of existing U.S. dealers,
have been enrolled as franchisees of the Corporation. The Corporation
currently charges initial and ongoing monthly license fees, which do not
add materially to the Corporation's revenues. The Corporation makes it
possible for prospective dealer candidates to work as employee sales
representatives, at salary plus commission, for up to one year prior to
making an investment in a franchise. In addition, through Snap-on
Financial Services, Inc. and its subsidiary, Snap-on Credit Corporation,
the Corporation also provides financial assistance for newly converted
franchise dealers and other new franchise dealers, which could include
financing for initial license fees, inventory, revolving accounts
receivable acquisition, equipment, fixtures, other expenses and an initial
checking account deposit. At year-end 1995, approximately 85 percent of
all U.S. dealers were enrolled as franchisees.
The Corporation services and supports its dealers with an extensive field
organization of branch offices, and service and distribution centers. The
Corporation also provides sales training, customer and dealer financial
assistance, and marketing and product promotion programs to help maximize
dealer sales. A National Dealer Advisory Council, comprised of and elected
by dealers, assists the Corporation in identifying and implementing
enhancements to the franchise program.
The Corporation has replicated its dealer van method of distribution in
Australia, Canada, Germany, Mexico, the Netherlands, Japan and the United
Kingdom. The Corporation also markets products to additional selected
countries through its subsidiary, Snap-on Tools International, Ltd., which
sells to foreign distributors under license or contract with the
Corporation.
Snap-on/Sun Tech Systems -- Higher-end diagnostic and shop equipment is
also sold directly to customers through the Snap-on/Sun Tech Systems
employee sales force ("Tech Specialists"). They are compensated primarily
on the basis of commission. In the U.S., Tech Specialists sell Snap-on
and Sun brand equipment to accounts on their own, and assist dealers in
the demonstration and sale of Snap-on and Sun brand diagnostic equipment.
The Snap-on/Sun Tech Systems group also sells Snap-on and Sun equipment to
volume buyers such as retail service centers and OEMs through a national
account sales organization. In addition, Sun brand equipment is marketed
through distributors in Canada, South America and Asia, and through both a
direct sales force and distributors in Europe.
Distribution to Industrial Customers
Marketing to industrial and governmental customers is by both direct sales
through industrial sales representatives, who are employees, and indirect
sales through independent industrial distributors. At year-end 1995, the
Corporation had industrial sales representatives in the United States,
Australia, Japan, Mexico, Puerto Rico, and segments of Europe. U.S.
industrial sales accounted for the majority of the Corporation's total
industrial sales. The sales representatives focus on industrial customers
who prefer to buy on quality and service, as well as certain OEM accounts.
RAW MATERIAL & PURCHASED PRODUCT
The Corporation's supply of raw materials (various grades of steel bars
and sheets) and purchased components are readily available from numerous
suppliers.
The majority of 1995 consolidated net sales consisted of products
manufactured by the Corporation. The remainder was purchased from outside
suppliers. No single supplier's products accounted for a material portion
of 1995 consolidated net sales.
PATENTS AND TRADEMARKS
The Corporation vigorously pursues and relies on patent protection to
protect its inventions and its position in the market. As of December 30,
1995, the Corporation and its subsidiaries held over 400 patents
worldwide, with more than 250 pending patent applications. No sales
relating to any single patent represents a material portion of the
Corporation's revenues.
Patent protection covers certain products which are believed to have
significant market potential. Examples of these products include engine
analyzers, serrated jaw open-end wrenches, wheel balancers, sealed
ratchets, electronic torque wrenches, ratcheting screwdrivers, emissions
sensing devices and air conditioning equipment.
Much of the technology used in the manufacturing of automotive tools and
equipment is in the public domain. The Corporation relies primarily on
trade secret protection to protect proprietary processes used in
manufacturing. Methods and processes are patented when appropriate.
Trademarks used by the Corporation are of continuing importance to the
Corporation in the marketplace. Trademarks have been registered in the
U.S. and 67 other countries, and additional applications for trademark
registrations are pending. Proper use of the Corporation's trademarks is
rigorously policed.
The Corporation's right to manufacture and sell certain products is
dependent upon licenses from others. These products do not represent a
material portion of the Corporation's sales.
WORKING CAPITAL
Because the Corporation's business is not seasonal, and its inventory
needs are relatively constant, no unusual working capital needs arise
during the year.
The Corporation's use of working capital to extend credit to its dealers
and to purchase installment credit receivables from dealers is discussed
in "Management's Discussion and Analysis of Results of Operations and
Financial Condition," which is found on pages 17 to 21 of the
Corporation's 1995 Annual Report and is incorporated herein by reference.
The Corporation does not depend on any single customer, small group of
customers or government for any material part of its sales, and has no
significant backlog of orders.
Environment
The Corporation complies with applicable environmental control
requirements in its operations. Compliance has not had a material effect
upon the Corporation's capital expenditures, earnings or competitive
position.
EMPLOYEES
At the end of 1995, the Corporation and its subsidiaries employed
approximately 10,200 people, of whom approximately one-third are engaged
in manufacturing activities.
Item 2: Description of Properties
The Corporation maintains both leased and owned manufacturing, warehouse,
distribution and office facilities throughout the world. The Corporation
believes that its facilities are well maintained and have a capacity
adequate to meet the Corporation's present and foreseeable future demand.
The Corporation's U.S. facilities occupy approximately 4.0 million square
feet, of which approximately 85 percent is owned. The Corporation's
facilities outside the U.S. contain approximately 1.5 million square feet,
of which approximately 70 percent is owned.
The Corporation's principal manufacturing locations and distribution
centers are as follows:
Location Type of property Owned/Leased
City of Industry, California Manufacturing Leased
Escondido, California Manufacturing Owned
San Jose, California Manufacturing Leased
Sunnyvale, California Manufacturing Leased
Columbus, Georgia Manufacturing Owned
Crystal Lake, Illinois Distribution and Owned
manufacturing
Mt. Carmel, Illinois Manufacturing Owned
Ottawa, Illinois Distribution Owned
Algona, Iowa Manufacturing Owned
Sioux City, Iowa Manufacturing Owned
Natick, Massachusetts Manufacturing Owned
Olive Branch, Mississippi Distribution Leased
and owned
Carson City, Nevada Distribution Owned
Robesonia, Pennsylvania Distribution Owned
Johnson City, Tennessee Manufacturing Owned
Elizabethton, Tennessee Manufacturing Owned
East Troy, Wisconsin Manufacturing Owned
Kenosha, Wisconsin Manufacturing Owned
Milwaukee, Wisconsin Manufacturing Owned
Sydney, Australia Distribution Leased
Barbara D'oeste, Brazil Manufacturing Owned
Calgary, Canada Distribution Leased
Mississagua, Canada Manufacturing Leased
Newmarket, Canada Distribution and Owned
manufacturing
Kettering, England Distribution Owned
King's Lynn, England Distribution and Owned
manufacturing
Altmittweida, Germany Manufacturing Owned
Shannon, Ireland Manufacturing Leased
Tokyo, Japan Distribution Leased
Amsterdam, the Netherlands Distribution Owned
Irun, Spain Manufacturing Owned
Urretxu, Spain Manufacturing Owned
Victoria, Spain Distribution and Owned
manufacturing
Item 3: Legal Proceedings
Note 4 to the Financial Statements of the Corporation on page 26 of its
1995 Annual Report is incorporated herein by reference. None of such
litigation is material within the meaning of Section 103 of Regulation S-K
in that such matters individually or in the aggregate do not exceed 10% of
current assets. In addition, on December 8, 1995 the Corporation
intervened in litigation commenced by former subsidiaries of the
Corporation against, among others, the Texas Natural Resources
Conservation Commission, an agency of the State of Texas, as described in
Note 13 to the Financial Statements of the Corporation on page 33 of its
1995 Annual Report, which note is incorporated herein by reference. Such
litigation is currently pending in the United States Bankruptcy Court for
the Western District of Texas (Austin Division).
Item 4: Submission of Matters to a Vote of Security Holders
There was no matter submitted to a vote of the shareholders during the
fourth quarter of the fiscal year ending December 30, 1995.
Item 4.1: Executive Officers of the Registrant
The executive officers of the Corporation, their ages as of December 31,
1995, and their current titles and positions held during the last five
years are listed below.
Robert A. Cornog (55) - Chairman, President and Chief Executive Officer
since July 1991. A Director since 1982. Prior to joining Snap-on, he was
President of Macwhyte Company from 1981 to 1991.
Frederick D. Hay (51) - Senior Vice President - Transportation since
February 1996. Prior to joining Snap-on, he was President of the Interior
Systems and Components Division of UT Automotive, a business unit of
United Technologies Corporation, from December 1989 to January 1996.
Donald S. Huml (49) - Senior Vice President - Finance and Chief Financial
Officer since August 1994. Prior to joining Snap-on, he was Vice
President and Chief Financial Officer of Saint-Gobain Corporation from
December 1990 to August 1994.
Michael F. Montemurro (47) - Senior Vice President - Financial Services
and Administration since August 1994. Senior Vice President - Financial
Services, Administration and Chief Financial Officer from April 1994 to
August 1994. Senior Vice President - Finance and Chief Financial Officer
from March 1990 to April 1994.
Jay H. Schnabel (53) - Senior Vice President - Diagnostic since April 1994
and President of Sun Electric since December 1992. Senior Vice President
- Administration from April 1990 to April 1994. A Director since August
1989.
Branko M. Beronja (61) - President - North American Operations since April
1994, and Vice President - Sales, North America from August 1989 to April
1994.
Gregory D. Johnson (46) - Controller since April 1992. Financial
Controller - Asia/Pacific from April 1991 to April 1992. Director -
Budgets, Corporate Cost and International Accounting from April 1984 to
April 1991.
Susan F. Marrinan (47) - Vice President, Secretary and General Counsel
since January 1992. Secretary and General Counsel from November 1990 to
January 1992.
There is no family relationship among the executive officers and there has
been no involvement in legal proceedings during the past five years that
would be material to the evaluation of the ability or integrity of any of
the executive officers. Executive officers may be elected by the Board of
Directors or appointed by the Chief Executive Officer at the regular
meeting of the Board which follows the Annual Shareholders' Meeting, held
on the fourth Friday of April each year, and at such other times as new
positions are created.
PART II
Item 5: Market for Registrant's Common Equity and Related Stockholder
Matters
At December 30, 1995, the Corporation had 40,524,163 shares of common
stock outstanding.
On January 26, 1996, the Corporation's Board of Directors authorized the
Corporation to repurchase shares of the Corporation's common stock from
time to time in the open market or in privately negotiated transactions.
The authority allows repurchase up to the number of shares issued or
delivered from treasury from time to time under the various plans the
Corporation has in place that call for the issuance of the Corporation's
common stock. Currently, those plans include the Corporation's Employee
Stock Ownership Plan, Franchise Dealer Stock Ownership Plan, 1986
Incentive Stock Program, Amended and Restated Directors' 1993 Fee Plan,
and Dividend Reinvestment and Stock Purchase Plan. Based upon the number
of shares issued under plans and programs through February 24, 1996, as of
that date the Corporation had the authority pursuant to the Board's action
to repurchase 181,583 shares.
Additional information required by Item 5 is contained on page 40 of the
Corporation's 1995 Annual Report and is incorporated herein by reference
to said Annual Report.
Item 6: Selected Financial Data
The information required by Item 6 is contained on pages 36 and 37 of the
Corporation's 1995 Annual Report and is incorporated herein by reference
to said Annual Report.
Item 7: Management's Discussion and Analysis of Financial Condition and
Results of Operations
The information required by Item 7 is contained on pages 17 to 20 of the
Corporation's 1995 Annual Report and is incorporated herein by reference
to said Annual Report.
Item 8: Financial Statements and Supplementary Data
The information required by Item 8 is contained on pages 21 to 37 of the
Corporation's 1995 Annual Report and is incorporated herein by reference
to said Annual Report.
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
The identification of the Corporation's directors as required by Item 10
is contained in the Corporation's Proxy Statement, dated March 15, 1996,
and is incorporated herein by reference to said Proxy Statement. With
respect to information about the Corporation's executive officers, see
caption "Executive Officers of the Registrant" at the end of Part I of
this report.
The disclosure of late filers pursuant to Item 405 of Regulation S-K is
contained on page 16 of the Corporation's Proxy Statement, dated March 15,
1996 , and is incorporated herein by reference to said Proxy Statement.
Item 11: Executive Compensation
The information required by Item 11 is contained on pages 7 to 9 of the
Corporation's Proxy Statement, dated March 15, 1996, and is incorporated
herein by reference to said Proxy Statement.
Item 12: Security Ownership of Certain Beneficial Owners and Management
The information required by Item 12 is contained on page 5 of the
Corporation's Proxy Statement, dated March 15, 1996, and is incorporated
herein by reference to said Proxy Statement.
Item 13: Certain Relationships and Related Transactions
None.
PART IV
Item 14: Exhibits, Financial Statement Schedules and Reports on Form 8-K
Item 14(A): Document List
1. List of Financial Statements
The following consolidated financial statements of Snap-on Incorporated,
and the Auditors' Report thereon, each included in the 1995 Annual Report
of the Corporation to its shareholders for the year ended December 30,
1995, are incorporated by reference in Item 8 of this report:
Consolidated Balance Sheets as of December 30, 1995 and December 31, 1994.
Consolidated Statements of Earnings for the years ended December 30, 1995,
December 31, 1994 and January 1, 1994.
Consolidated Statements of Shareholders' Equity for the years ended
December 30, 1995, December 31, 1994 and January 1, 1994.
Consolidated Statements of Cash Flows for the years ended December 30,
1995, December 31, 1994 and January 1, 1994.
Notes to Consolidated Financial Statements.
2. Financial Statement Schedule
The following consolidated financial statement schedule of Snap-on
Incorporated is included in Item 14(d) as a separate section of this report.
Schedule II Valuation and Qualifying Accounts pg. 16
All other schedules for which provision is made in the applicable
accounting regulations of the Securities and Exchange Commission are
inapplicable and, therefore, have been omitted, or are included in the
Corporation's 1995 Annual Report in the Notes to Consolidated Financial
Statements for the years ended December 30, 1995, December 31, 1994 and
January 1, 1994, which are incorporated by reference in Item 8 of this
report.
3. List of Exhibits
The exhibits filed with or incorporated by reference in this report are as
specified in the exhibit index.
Item 14(B): Reports on Form 8-K
No reports on Form 8-K were filed during the last quarter of the period
covered by this report.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
ON FINANCIAL STATEMENT SCHEDULE
We have audited, in accordance with generally accepted auditing standards,
the financial statements included in Snap-on Incorporated's (the
"Corporation") Annual Report to Shareholders, incorporated by reference in
this Form 10-K, and have issued our report thereon dated January 24, 1996.
Our audit was made for the purpose of forming an opinion on those
statements taken as a whole. The schedule listed on page 16 is the
responsibility of the Corporation's management and is presented for
purposes of complying with the Securities and Exchange Commission's rules
and is not part of the basic financial statements. This schedule has been
subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, fairly states in all material
respects the financial data required to be set forth therein in relation
to the basic financial statements taken as a whole.
/s/ Arthur Andersen LLP
ARTHUR ANDERSEN LLP
Milwaukee, Wisconsin
January 24, 1996
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation
of our reports included (or incorporated by reference) in this Form 10-K,
into the Corporation's previously filed Registration Statement File Nos.
2-53663, 2-53578, 33-7471, 33-22417, 33-37924, 33-39660, 33-57898, 33-
55607, 33-58939 and 33-58943.
/s/ Arthur Andersen LLP
ARTHUR ANDERSEN LLP
Milwaukee, Wisconsin
March 25, 1996
SIGNATURES
Pursuant to the requirements of Section 13 of 15(d) of the Securities
Exchange Act of 1934, the Corporation has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
SNAP-ON INCORPORATED
By:/s/ R. A. Cornog Date: March 28, 1996
R. A. Cornog, Chairman of the
Board of Directors, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of the
Corporation and in the capacities as indicated.
/s/ R. A. Cornog Date: March 28, 1996
R. A. Cornog, Chairman of the
Board of Directors, President and
Chief Executive Officer
/s/ D. S. Huml Date: March 28, 1996
D. S. Huml, Principal Financial
Officer, and Senior Vice President
- Finance
/s/ G. D. Johnson Date: March 28, 1996
G. D. Johnson, Principal Accounting
Officer, and Controller
By:/s/ D. W. Brinckman Date: March 28, 1996
D. W. Brinckman, Director
By:/s/ B. S. Chelberg Date: March 28, 1996
B. S. Chelberg, Director
By:/s/ R. J. Decyk Date: March 28, 1996
R. J. Decyk, Director
By:/s/ R. F. Farley Date: March 28, 1996
R. F. Farley, Director
By:/s/ A. L. Kelly Date: March 28, 1996
A. L. Kelly, Director
By:/s/ G. W. Mead Date: March 28, 1996
G. W. Mead, Director
By:/s/ E. H. Rensi Date: March 28, 1996
E. H. Rensi, Director
By:/s/ J. H. Schnabel Date: March 28, 1996
J. H. Schnabel, Director
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
Balance of
Balance at Subsidiary at Charged to
beginning of time of costs and Balance at end
Description year acquisition expenses Deductions (1) of year
Allowance for
doubtful accounts
Year ended
December 30, 1995 $13,180,862 $ 205,414 $12,999,732 $11,735,550 $14,650,458
Year ended
December 31, 1994 $14,946,208 $ 96,355 $ 8,652,343 $10,514,044 $13,180,862
Year ended
January 1, 1994 $12,586,976 $1,443,272 $14,496,553 $13,580,593 $14,946,208
(1) This amount represents write-offs of bad debts.
EXHIBIT INDEX
Item 14(c): Exhibits
(3) (a) Restated Certificate of Incorporation of the Corporation,
effective as of March 10, 1995 (incorporated by reference to
Exhibit (3)(a) to the Corporation's Annual Report on Form 10-K
for the fiscal year ended December 31, 1994 (Commission File No.
1-7724))
(b) Bylaws of the Corporation, effective as of January 26, 1996
(4) (a) Rights Agreement dated as of October 23, 1987 between the
Corporation and Harris Trust and Savings Bank, as Rights Agent
(incorporated by reference to Exhibit 1 to the Corporation's
Registration Statement on Form 8-A dated October 26, 1987
(Commission File No. 1-7724))
(b) Amendment to Rights Agreement dated as of May 21, 1992
(incorporated by reference to Exhibit 1 to the Corporation's
Current Report on Form 8-K dated June 4, 1992 (Commission File
No. 1-7724))
(c) Amendment to Rights Agreement dated as of January 28, 1994
(incorporated by reference to Exhibit 1 to the Corporation's
Current Report on Form 8-K dated January 28, 1994 (Commission
File No. 1-7724))
The Corporation and its subsidiaries have no long-term debt agreement
for which the related outstanding debt exceeds 10% of consolidated
total assets as of December 30, 1995. Copies of debt instruments for
which the related debt is less than 10% of consolidated total assets
will be furnished to the Commission upon request.
(10) Material Contracts
(a) Amended and Restated Snap-on Incorporated 1986 Incentive Stock
Plan (incorporated by reference to Exhibit A to the
Corporation's Schedule 14A for the Corporation's Annual Meeting
of Shareholders to be held April 26, 1996 (Commission File No.
1-7724))*
(b) Form of Restated Senior Officer Agreement between the
Corporation and each of Robert A. Cornog, Branko M. Beronja,
Donald S. Huml, Michael F. Montemurro and Jay H. Schnabel*
(c) Form of Restated Executive Agreement between the Corporation and
each of Richard V. Caskey, Dan G. Craighead, Dale F. Elliott,
Gregory D. Johnson, Nicholas L. Loffredo, Denis J. Loverine,
Susan F. Marrinan, Lawrence G. Panatera, and William R. Whyte*
(d) Indemnification Agreement for Directors (incorporated by
reference to Exhibit B to the Corporation's Proxy Statement
dated March 23, 1990 (Commission File No. 1-7724))*
(e) Amended and Restated Snap-on Incorporated Directors' 1993 Fee
Plan*
(f) Snap-on Incorporated Deferred Compensation Plan*
(g) Snap-on Incorporated Supplemental Retirement Plan for Officers*
(h) Receivables Purchase and Sale Agreement, dated as of October 6,
1995, among Snap-on Credit Corporation, as Seller, Corporate
Asset Funding Company, Inc., as Investor, and Citicorp North
America, Inc., individually and as Agent (incorporated by
reference to Exhibit 10.1 to the Corporation's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1995
(Commission File No. 1-7724))
(i) Receivables Purchase and Sale Agreement, dated as of October 6,
1995, among Snap-on Credit Corporation, as Seller, the banks
set forth on the signature pages thereof, and Citicorp North
America, Inc., individually and as Agent (incorporated by
reference to Exhibit 10.2 to the Corporation's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1995
(Commission File No. 1-7724))
(j) Support Agreement, dated as of October 6, 1995, by Snap-on
Incorporated in favor of Corporate Asset Funding Company, Inc.,
Citibank, N.A. and Citicorp North America, Inc. (incorporated by
reference to Exhibit 10.3 to the Corporation's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1995
(Commission File No. 1-7724))
(13) Annual Report to Shareholders
(21) Subsidiaries of the Corporation
(23) Consent of Independent Public Accountants (Included with Report
of Independent Public Accountants on Financial Statement Schedule)
(27) Financial Data Schedule
* Denotes management contract or compensatory plan or arrangement