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1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 1996 Commission File number 0-7491
MOLEX INCORPORATED
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 36-2369491
------------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2222 Wellington Court, Lisle, Illinois 60532
- -------------------------------------------- --------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (630) 969-4550
-------------------
Securities registered pursuant to Section 12 (b) of the Act: None
----
Securities registered pursuant to Section 12 (g) of the Act:
Common Stock, par value $0.05
------------------------------
Class A Common Stock, par value, $0.05
--------------------------------------
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
--- ---
On August 30, 1996, the following numbers of shares of the Company's
common stock were outstanding:
Common Stock 50,090,034
Class A Common Stock 50,749,436
Class B Common Stock 94,255
The aggregate market value of the voting shares (based on the closing
price of these shares on the National Association of Securities
Dealers Automated Quotation System on such date) held by non-affiliates
was approximately $890.4 million.
DOCUMENTS INCORPORATED BY REFERENCE
-----------------------------------
Portions of the Annual Report to Shareholders for the year ended June 30,
1996, are incorporated by reference into Parts I, II and IV of this
report.
Portions of the Proxy Statement for the annual meeting of Stockholders, to
be held on October 25, 1996 are incorporated by reference into Part III of
this report.
Index to Exhibits listed on Pages 21 through 22.
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2
TABLE OF CONTENTS
Part I Page
----
Item 1. Business 3
Item 2. Properties 8
Item 3. Legal Proceedings 9
Item 4. Submission of Matters to a Vote of Security Holders 9
Executive Officers of the Registrant 10
Part II
Item 5. Market for the Registrant's Common Equity and 12
Related Stockholder Matters
Item 6. Selected Financial Data 12
Item 7. Management's Discussion and Analysis of Financial 13
Condition and Results of Operations
Item 8. Financial Statements and Supplementary Data 13
Item 9. Changes in and Disagreements with Accountants on 13
Accounting and Financial Disclosure
Part III
Item 10. Directors and Executive Officers of the Registrant 14
Item 11. Executive Compensation 14
Item 12. Security Ownership of Certain Beneficial Owners 14
and Management.
Item 13. Certain Relationships and Related Transactions 14
Part IV
Item 14. Exhibits, Financial Statement Schedules, and Reports 15
on Form 8-K
Statements of Changes in Shares Outstanding 17
Schedule II-Valuation and Qualifying Accounts 18
Independent Auditors' Report on Schedule 19
Signature Page 20
Index to Exhibits 21
2
3
PART I
ITEM 1 - BUSINESS
GENERAL DEVELOPMENT OF THE BUSINESS
Molex Incorporated originated from an enterprise established in 1938. It was
incorporated in 1972 in the state of Delaware. As used herein the term "Molex"
or "Company" includes Molex Incorporated and its United States and
international subsidiaries.
GENERAL DESCRIPTION OF THE BUSINESS
Molex is a leading manufacturer of electronic, electrical and fiber optic
interconnection products and systems; switches; and application tooling. Molex
operates 46 plants in 21 countries and employs more than 10,000 people
worldwide. More than 67% of Fiscal 1996 sales were generated from products
manufactured and sold outside the U.S.
Molex serves original equipment manufacturers in industries that include
automotive, computer, business equipment, consumer products, telecommunications
and premise wiring. Molex offers more than 100,000 products to customers
primarily through direct sales people and authorized distributors. The
worldwide market for electronic connectors, cable assemblies and backplanes was
estimated at $25.8 billion*. With a 5.4% market share, Molex is the
second-largest connector manufacturer in the world in what is a fragmented but
highly competitive industry.
Molex conducts business in one industry segment: the manufacture and sale of
electrical components. The Company designs, manufactures, and distributes
electrical and electronic devices such as terminals, connectors, planer cables,
cable assemblies, interconnection systems, fiber optic interconnection systems,
backplanes and mechanical and electronic switches. Crimping machines and
terminal inserting equipment (known as "application tooling") are offered on a
lease or purchase basis to the Company's customers for the purpose of applying
the Company's components to the customers' products. Net revenue from
application tooling constitutes approximately 2% of the Company's net
revenues. Molex products are designed for use in a broad range of electrical
and electronic applications as set forth below:
* Source: Fleck International
3
4
Percentage of
Fiscal 1996
Market Net Revenue Products
- ------ --- ------- --------
Computer/business equipment/ 49% Computers, peripheral
telecommunications equipment, calculators, copiers, pagers and dictation equipment
Consumer Products 28% Televisions, stereo high fidelity systems, compact disc players,
video tape recorders, camcorders and electronic games, microwave ovens,
refrigerators, freezers, dishwashers, disposals and air conditioners
Automotive 15% Automobiles, trucks, recreational vehicles and farm equipment.
Other 8% Electronic medical equipment, vending machines, security equipment and
modular office furniture and premise wiring
The Company sells its products primarily to original equipment manufacturers
and their subcontractors and suppliers. The Company's customers include
various multinational companies, including Apple, AT&T, Canon, Compaq, Delco,
Ford, Hewlett Packard, IBM, JVC, Matsushita, Motorola, Philips, Sony, Thomson,
Toshiba, and Xerox, many of which Molex serves on a global basis. Net revenues
contributed by different industry groups fluctuate due to various factors
including model changes, new technology, introduction of new products and
composition of customers. No customer accounted for 10% or more of net
revenues in fiscal years 1996, 1995 or 1994. While its customers generally
make purchasing decisions on a decentralized basis, Molex believes that, due to
its financial strength and product development capabilities, it has and will
continue to benefit from the trend of many of its customers towards the use of
fewer vendors.
4
5
In the United States and Canada, the Company sells its products primarily
through direct sales engineers and industrial distributors. Internationally,
Molex sells primarily through its own sales organizations in Japan, Hong Kong,
Singapore, Taiwan, South Korea, Malaysia, Thailand, China, Australia, England,
Italy, Ireland, France, Spain, Germany, the Netherlands, Switzerland, Poland,
Sweden, Norway, Denmark, South Africa, India, Canada, Mexico and Brazil.
Outside of the United States and Canada, Molex also sells its products through
manufacturers' representative organizations, some of which act as distributors,
purchasing from the Company for resale. The manufacturers' representative
organizations are granted exclusive territories and are compensated on a
commission basis. These relationships are terminable by either party on short
notice. All sales orders received are subject to approval by the Company.
The Company promotes its products through leading trade magazines, direct
mailings, catalogs and other promotional literature. Molex is a frequent
participant in trade shows and also conducts educational seminars for its
customers and its manufacturers' representative organizations.
There was no significant change in the Company's suppliers, products, markets
or methods of distribution during the last fiscal year.
Molex generally seeks to locate manufacturing facilities to serve local
customers and currently has 46 manufacturing facilities in 21 countries on six
continents.
The principal raw materials and component parts Molex purchases for the
manufacture of its products include brass, copper, aluminum, steel, tin,
nickel, gold, silver, nylon and other molding materials, and nuts, bolts,
screws and rivets. Virtually all materials and components used in the
Company's products are available from several sources. Although the
availability of such materials has generally been adequate, no assurance can be
given that additional cost increases or material shortages or allocations
imposed by its suppliers in the future will not have a materially adverse
effect on the operations of the Company.
5
6
COMPETITION
The business in which the Company is engaged is highly competitive. Most of
the Company's competitors offer products in some but not all of the industries
served by the Company. Molex believes that the ability to meet customer
delivery requirements and maintenance of product quality and reliability are
competitive factors that are as important as product pricing. Some of the
Company's competitors have been established longer and have substantially
larger manufacturing, sales, research and financial resources.
PATENTS/TRADEMARKS
As of June 30, 1996, the Company owned 592 United States patents and had 169
patent applications on file with the United States Patent Office. The Company
also has 1,183 corresponding patents issued and 2,348 applied for in other
countries as of June 30, 1996. No assurance can be given that any patents will
be issued on pending or future applications. As the Company develops products
for new markets and uses, it normally seeks available patent protection. The
Company believes that its patents are of importance but does not consider
itself materially dependent upon any single patent or group of related patents.
BACKLOG
The backlog of unfilled orders at June 30, 1996 was approximately $225.7
million; this compares to $245.7 million at June 30, 1995. Substantially all
of these orders are scheduled for delivery within twelve months. The Company's
experience is that orders are normally delivered within ninety days from
acceptance.
RESEARCH AND DEVELOPMENT
Molex incurred total research and development costs of $85.5 million in 1996,
$78.1 million in 1995, and $64.8 million in 1994. The Company incurred costs
relating to obtaining patents of $6.7 million in 1996, $4.9 million in 1995,
and $3.3 million in 1994 which are included in total research and development
costs. The Company's policy is to charge these costs to operations as incurred.
The Company introduced many new products during the year; however, in the
aggregate, these products did not require a material investment of assets.
6
7
COMPLIANCE
The Company believes it is in full compliance with federal, state and local
regulations pertaining to environmental protection. The Company does not
anticipate that the costs of compliance with such regulations will have a
material effect on its capital expenditures, earnings or competitive position.
EMPLOYEES
As of June 30, 1996, the Company employed 10,100 persons worldwide. The
Company believes its relations with its employees are favorable.
INTERNATIONAL OPERATIONS
The Company is engaged in material operations in foreign countries. Net
revenue derived from international operations for the fiscal year ended June
30, 1996 was approximately 68% of consolidated net revenue.
The Company believes the international net revenue and earnings will continue
to be significant. The analysis of the Company's operations by geographical
area appears in footnote 10 on pages 49 - 50 of the 1996 Annual Report to
Shareholders and is incorporated herein by reference.
7
8
ITEM 2 - PROPERTIES
Molex owns and leases manufacturing, warehousing and office space in over 110
locations around the world. The total square footage of these facilities is
presented below:
Owned Leased Total
- ----- ------ -----
3,334,000 477,000 3,811,000
The leases are of varying terms with expirations ranging from fiscal 1997
through fiscal 2025. The leases in aggregate are not considered material to
the financial position of the Company.
The Company's buildings, machinery and equipment have been well maintained and
are adequate for its current needs.
A listing of principal manufacturing facilities is presented below:
AUSTRALIA IRELAND REPUBLIC OF KOREA
Melton, Victoria Millstreet Town Ansan City (2)
Shannon
BRAZIL SINGAPORE
Manaus ITALY Jurong Town
Sao Paulo Padova
SOUTH AFRICA
CANADA JAPAN Bergvlei (Johannesburg)
Scarborough, Ontario Kagoshiam
Okayama
Shioya
Shizuoka TAIWAN
CHINA (P.R.C.) Yamato City Taipei
Shilong Town
Shanghai THAILAND
Bangkok
ENGLAND MALAYSIA
Bordon Prai, Penang UNITED STATES
Southhampton Huntsville, Alabama
MEXICO North Little Rock, Arkansas
FRANCE Guadalajara Maumelle, Arkansas
Chateau Gontier Magdalena Orange, California
Nogales Pinellas Park, Florida
GERMANY St. Petersburg, Florida
Biberach POLAND Downers Grove, Illinois
Ettlingen Starogard Lisle, Illinois
Naperville, Illinois
INDIA PUERTO RICO Lincoln, Nebraska (3)
Bangalore Ponce (2) Manchester, New Hampshire
8
9
ITEM 3 - LEGAL PROCEEDINGS
None deemed material to the Company's financial position or consolidated
results of operations.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
9
10
Executive Officers of the Registrant
The following information relates to the executive officers of the
Registrant who serve at the discretion of the Board of Directors and are
customarily elected for one-year terms at the Regular Meeting of the Board of
Directors held immediately following the Annual Stockholders' Meeting. All of
the executive officers named hold positions as officers and/or directors of one
or more subsidiaries of the Registrant. For purposes of this disclosure, only
the principal positions are set forth.
Year
Employed
Positions Held with Registrant by
Name During the Last Five Years Age Registrant
- ------------------------ ----------------------------------------- --- ----------
Frederick A. Krehbiel(a) Chairman (1993-); Chief Executive Officer 55 1965(b)
(1988-);Vice Chairman (1988-1993).
John H. Krehbiel, Jr.(a) President (1975-); Chief 59 1959(b)
Operating Officer (1996-).
J. Joseph King Executive Vice President 52 1975
(1996-); Group Vice President-
International Operations (1988-
1996).
Raymond C. Wieser Senior Vice President, Americas 58 1965(b)
Region (1996-); Corporate Vice
President and President,
Commercial Division-U.S.
Operations (1994-1996);
Group Vice President-U.S. Operations
(1989-1994).
Robert B. Mahoney Corporate Vice President, 43 1995
Treasurer and Chief Financial
Officer (1996-).
Ronald L. Schubel Corporate Vice President (1982-) 53 1981
and Regional President, Far East
South (1994-); President,
Commercial Division-U.S. Operations
(1982-1994).
10
11
Year
Employed
Positions Held with Registrant by
Name During the Last Five Years Age Registrant
- ------------------ ----------------------------- ----- -----------
Werner W. Fichtner Corporate Vice President 53 1981
(1987-) and Regional President,
Europe (1981-).
Goro Tokuyama Corporate Vice President 62 1985
(1990-), Regional President,
Far East North (1988-) and
President of Molex Japan Co.,
Ltd. (1985-).
Martin P. Slark Corporate Vice President 41 1976
(1990-) and Regional President,
Americas (1996-); Regional
President, U.S. (1994-1996);
Regional President, Far East
South (1988-1994).
James E. Fleischhacker Corporate Vice President 52 1984
(1994-) and President,
DataComm Division Americas
(1989-).
Kathi M. Regas Corporate Vice President 40 1985
(1994-); Director, Human
Resources-U.S. Operations
(1989-1994).
Louis A. Hecht Corporate Secretary (1977-) 52 1974
and General Counsel (1975-).
(a) John H. Krehbiel, Jr. and Frederick A. Krehbiel (the "Krehbiel Family")
are brothers. The members of the Krehbiel Family may be considered to be
"control persons" of the Registrant. The other officers listed above have no
relationship, family or otherwise, to the Krehbiel family, Registrant or each
other.
(b) Includes period employed by Registrant's predecessor.
11
12
PART II
ITEM 5 - MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
(a) Molex is traded on the National Market System of the NASDAQ in the
& United States and on the London Stock Exchange. The information
set forth under the captions
(b) "Financial Highlights" and "Fiscal 1996, 1995, and 1994 by Quarter
(Unaudited)" in the foldout and page 51, respectively, of the 1996
Annual Report to Shareholders is incorporated herein by reference.
(c) The following table presents quarterly dividends per common share for
the last two fiscal years. The fiscal 1995 dividends per share have
been restated for the August, 1995 25% stock dividend and November,
1994 25% stock dividend.
Class A
Common Stock Common Stock
Fiscal 1996 Fiscal 1995 Fiscal 1996 Fiscal 1995
---------------- --------------- --------------- ---------------
Quarter Ended -
September 30, 0.0150 0.0064 0.0150 0.0064
December 31, 0.0150 0.0080 0.0150 0.0080
March 31, 0.0150 0.0080 0.0150 0.0080
June 30, 0.0150 0.0080 0.0150 0.0080
------ ------ ------ ------
Total 0.0600 0.0304 0.0600 0.0304
====== ====== ====== ======
Cash dividends on Common Shares have been paid every year since 1977.
A description of the Company's Common Stock appears in footnote 3 on
page 46 of the 1996 Annual Report to Shareholders and is incorporated
herein by reference.
ITEM 6 - SELECTED FINANCIAL DATA
The information set forth under the caption "Ten Year Financial Highlight
Summary" (only the five years ended June 30, 1996) on page 33 of the 1996
Annual Report to Shareholders is incorporated herein by reference.
12
13
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The information set forth under the caption "Management's Discussion of
Financial Condition and Results of Operations" on pages 34 through 38
of the 1996 Annual Report to Shareholders is incorporated herein by
reference.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The following consolidated financial statements of the Company set forth
on pages 40 through 50 of the 1996 Annual Report to Shareholders and the
independent auditors' report set forth on page 39 of the 1996 Annual
Report to Shareholders are incorporated herein by reference:
Independent Auditors' Report
Consolidated Balance Sheets - June 30, 1996 and 1995
Consolidated Statements of Income for the years ended
June 30, 1996, 1995 and 1994
Consolidated Statements of Shareholders' Equity for the years
ended June 30, 1996, 1995 and 1994
Consolidated Statements of Cash Flows for the years ended
June 30, 1996, 1995 and 1994
Notes to Consolidated Financial Statements
The supplementary data regarding quarterly results of operations, set
forth under the caption "Fiscal 1996, 1995, and 1994 by Quarter
(Unaudited)" on page 51 of the 1996 Annual Report to Shareholders, is
incorporated herein by reference.
The statement of changes in shares outstanding appears on Page 17 of
this Form 10-K.
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
13
14
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information under the caption "Election of Directors" in the Company's
Proxy Statement for the annual meeting of Stockholders to be held on
October 25, 1996 (The "Company's 1996 Proxy Statement") is incorporated
herein by reference. The information called for by Item 401 of
Regulation S-K relating to the Executive Officers is furnished in a
separate item captioned "Executive Officers of the Registrant" in Part I
of this report.
ITEM 11 - EXECUTIVE COMPENSATION
The information under the caption "Executive Compensation" in the
Company's 1996 Proxy Statement is incorporated herein by reference.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The information under the caption "Security Ownership of Management and of
Certain Beneficial Owners" in the Company's 1996 Proxy Statement is
incorporated herein by reference.
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information under the captions "Election of Directors",
"Indebtedness of Management" and "Security Ownership of Management and of
Certain Beneficial Owners" in the Company's 1996 Proxy Statement is
herein incorporated by reference.
14
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PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8-K
(a) 1. Financial Statements
The following consolidated financial statements contained in the Company's 1996
Annual Report to Shareholders have been incorporated by reference in Item 8.
Page(s) in
Annual Report
Item to Shareholders
------------------------------ ---------------
Independent Auditors' Report 39
Consolidated Balance Sheets - June 30, 1996
and 1995 40-41
Consolidated Statements of Income - for
the years ended June 30, 1996, 1995 and 1994 42
Consolidated Statements of Shareholders' Equity -
for the years ended June 30, 1996, 1995 and 1994 43
Consolidated Statements of Cash Flows - for the
years ended June 30, 1996, 1995 and 1994 44
Notes to Consolidated Financial Statements 45-50
Fiscal 1996, 1995 and 1994 by Quarter (Unaudited) 51
(a) 2. Financial Statement Schedule
Page in the
Form 10-K
---------
Schedule II - Valuation and Qualifying Accounts 18
15
16
All other schedules are omitted because they are inapplicable, not
required under the instructions, or the information is included in the
consolidated financial statements or notes thereto.
Separate financial statements for the Company's unconsolidated
affiliated companies, accounted for by the equity method, have been
omitted because they do not constitute significant subsidiaries.
(a) 3. Exhibits
The exhibits listed on the accompanying Index to Exhibits are filed or
incorporated herein as part of this Report.
(b) Reports on Form 8-K
Molex filed no reports on Form 8-K with the Securities and Exchange
Commission during the last quarter of the fiscal year ended June 30,
1996.
16
17
MOLEX INCORPORATED
Statements of Changes in Shares Outstanding
For the Year Ended June 30, 1996, 1995, and 1994
Class A Class B
Common Common Common Treasury
Stock Stock Stock Stock
----------- ---------- --------- ---------
Shares outstanding at
June 30, 1993 32,637,286 32,599,585 94,255 2,172,208
Exercise of stock options 281,551 155,704
Purchase of treasury stock 30,849
Disposition of treasury stock (32,770)
----------- ---------- --------- ---------
Shares outstanding at
June 30, 1994 32,918,837 32,755,289 94,255 2,170,287
Exercise of stock options 310,593 24,528
Purchase of treasury stock 125,452
Disposition of treasury stock (47,247)
Purchase of business 974,998
Stock splits effected in the form 18,666,350 18,677,884 1,236,233
of dividends
----------- ---------- --------- ---------
Shares outstanding at
June 30, 1995 51,895,780 52,432,699 94,255 3,484,725
Exercise of stock options 471,229
Purchase of treasury stock 785,000
Disposition of treasury stock (72,162)
Purchase of business 108,257
Issuance of stock bonus 11,812
Other (1,017)
----------- ---------- --------- ---------
Shares outstanding at
June 30, 1996 52,378,821 52,539,939 94,255 4,197,563
=========== ========== ========= =========
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MOLEX INCORPORATED
Schedule II - Valuation and Qualifying Accounts
For the Year Ended June 30, 1996, 1995, and 1994
Allowance for Losses Balance at Balance
and Adjustments on Beginning Charged to Accounts Translation at End
Receivables: of Period Income Written Off Adjustments of Period
- ------------------- --------- ---------- ----------- ----------- ---------
1996 $11,934 $ 1,831 ($548) ($651) $12,566
======= ======= ===== ===== =======
1995 $ 8,916 $ 3,332 ($828) $514 $11,934
======= ======= ===== ===== =======
1994 $ 8,789 $ 2,354 ($2,344) $117 $ 8,916
======= ======= ===== ===== =======
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INDEPENDENT AUDITORS REPORT
To the Board of Directors and
Shareholders of Molex Incorporated
Lisle, Illinois
We have audited the consolidated financial statements of Molex Incorporated and
its subsidiaries as of June 30, 1996 and 1995, and for each of the three years
in the period ended June 30, 1996, and have issued our report thereon dated
July 25, 1996; such financial statements and report are included in your 1996
Annual Report to Shareholders and are incorporated herein by reference. Our
audits also included the statements of changes in shares outstanding and the
financial statement schedule of Molex Incorporated and its subsidiaries, listed
in Item 14 (a) 2. These statements and financial statement schedule are the
responsibility of the Company's management. Our responsibility is to express
an opinion based on our audits. In our opinion, such statements of changes in
shares outstanding and financial statement schedule, when considered in
relation to the basic financial statements taken as a whole, present fairly, in
all material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
Chicago, Illinois
July 1996
19
20
S I G N A T U R E S
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange
Act of 1934, the Company has duly caused this Annual Report to be signed on its
behalf by the undersigned, there unto duly authorized.
MOLEX INCORPORATED
------------------
(Company)
/s/ JOHN C. PSALTIS
----------------------------------------
September 20, 1996 By: John C. Psaltis
Corporate Vice President, Treasurer
and Chief Financial Officer (Retired)
/s/ ROBERT B. MAHONEY
September 20, 1996 ----------------------------------------
By: Robert B. Mahoney
Corporate Vice President, Treasurer
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.
September 20, 1996 /s/ F. A. KREHBIEL
---------------------------------------
F. A. Krehbiel
Chairman of the Board and
Chief Executive Officer
September 20, 1996 /s/ J. H. KREHBIEL, JR.
---------------------------------------
J. H. Krehbiel, Jr.
President, Chief Operating Officer
and Director
September 20, 1996 /s/ JOHN C. PSALTIS
---------------------------------------
John C. Psaltis
Corporate Vice President, Treasurer
and Chief Financial Officer (Retired)
September 20, 1996 /s/ ROBERT B. MAHONEY
---------------------------------------
Robert B. Mahoney
Corporate Vice President, Treasurer
and Chief Financial Officer
September 20, 1996 /s/ F. L. KREHBIEL
---------------------------------------
F. L. Krehbiel
Director
September 20, 1996 /s/ MICHAEL J. BIRCK
---------------------------------------
Michael J. Birck
Director
September 20, 1996 /s/ E. D. JANNOTTA
---------------------------------------
E. D. Jannotta
Director
21
MOLEX INCORPORATED
EXHIBIT INDEX
Exhibit
Number Exhibit
- ------ ---------------------------------------------
3 3.1 Certificate of Incorporation
(incorporated by reference to 1990
Form 10-K, Exhibit 3.1)
3.2 By-Laws (as amended)
(incorporated by reference to 1995
Form 10-K, Exhibit 3.2)
4 Instruments defining rights of
security holders including
indentures. See Exhibit 3.1
10 Material Contracts
10.1 The Molex Deferred Compensation
Plan (incorporated by reference
to 1984 Form 10-K, Exhibit 10.6)
10.2 The 1990 Molex Incorporated
Executive Stock Bonus Plan
(incorporated by reference to
1991 From 10-K, Exhibit 10.4)
10.3 The 1990 Molex Incorporated
Stock Option Plan (incorporated
by reference to 1991 Form 10-K,
Exhibit 10.5)
10.4 The 1991 Molex Incorporated
Incentive Stock Option Plan
(incorporated by reference to
Appendix A of the registrant's
Proxy Statement for 1991).
13 Molex Incorporated Annual report to
Shareholders for the year ended
June 30, 1996. (Such Report, except
to the extent incorporated herein by
reference, is being furnished for the
information of the Securities and
Exchange Commission only and is not
to be deemed filed as a part of this
annual report on Form 10-K)
Exhibit
Number Exhibit
- ------ --------------------------
22 Subsidiaries of registrant
24 Independent Auditors' Consent
27 Financial Data Schedule
(All other exhibits are either inapplicable or not required)