UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): | October 20, 2005 |
AMETEK, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Delaware | 1-12981 | 14-1682544 |
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
37 North Valley Road, Paoli, Pennsylvania | 19301 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants telephone number, including area code: | 610-647-2121 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On October 20, 2005, AMETEK, Inc. issued a press release announcing its financial results for the third quarter and nine month period ending September 30, 2005. A copy of such press release is furnished as Exhibit 99(a) to this Current Report.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibit
99(a) Copy of press release issued by AMETEK, Inc. on October 20, 2005 (furnished but not filed pursuant to Item 2.02).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMETEK, Inc. | ||||
October 21, 2005 | By: |
Robert R. Mandos, Jr.
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Name: Robert R. Mandos, Jr. | ||||
Title: Senior Vice President & Comptroller |
Exhibit Index
Exhibit No. | Description | |
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99.(a)
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Copy of press release issued by AMETEK, Inc. on October 20, 2005. |
Exhibit 99.(a)
CORPORATE OFFICE |
37 | North Valley Road, Building 4, P.O. Box 1764, PAOLI, PA 19301-0801 |
Contact: William J. Burke (610) 889-5249
AMETEK POSTS STRONG THIRD QUARTER RESULTS
Net Income up 22% to a Record $35.4 Million
Raising 2005 Earnings Estimate to $1.98 to $1.99
Paoli, PA, October 20, 2005 AMETEK Inc. (NYSE: AME) today announced third quarter results, posting strong year-over-year increases in sales, operating income, net income and diluted earnings per share.
AMETEKs third quarter 2005 sales of $344.5 million were up 11% from the $310.7 million recorded in the third quarter of 2004. Operating income for the third quarter of 2005 was $58.7 million, up 16% from the third quarter of 2004. Net income of $35.4 million was up 22% from last years third quarter and diluted earnings per share were $.50 per share, up 19% over the same quarter of last year.
AMETEK had a very good third quarter. Sales and earnings grew at double-digit rates driven by the combined benefits of core growth, acquisitions and our focus on operational excellence, commented Frank S. Hermance, AMETEK Chairman and Chief Executive Officer.
Our markets remain strong. The internal order growth for AMETEK was 6% in the quarter. Each group contributed to this strong performance with the Electronic Instruments Group up 7% and the Electromechanical Group up 5%. We had particularly strong order performance in our aerospace and power businesses, added Mr. Hermance.
In the quarter the Company experienced several unusual events. The Company recognized a pre-tax gain on the sale of a facility of approximately $4 million. Additionally the Company incurred higher than normal expenses of approximately $2 million to accelerate the movement of production to low-cost locales, and income was adversely impacted by approximately $1 million from the effects of the Gulf hurricanes. These items affected operating income. Separately, reflected in other expenses, is approximately $1 million of costs related to an acquisition that AMETEK chose not to complete.
For the first nine months of 2005, AMETEK sales increased 14% to $1.031 billion from $906.0 million in the same period of 2004. Operating income totaled $174.5 million, a 23% increase from $141.4 million earned in the first nine months of last year. Net income for the first nine months of 2005 was $102.6 million, up 26% from $81.4 million in the same period of 2004. Diluted earnings per share were up 23% to $1.45 per share for the first nine months of 2005.
MORE
AMETEK POSTS STRONG THIRD QUARTER RESULTS
PAGE 2.
Electronic Instruments Group (EIG)
EIGs third quarter 2005 sales were $205.5 million, up 19% from last years level of $172.9
million. Third quarter group operating income was up 34% to $43.1 million, versus $32.1 million in
the same period of 2004. Group operating margins were 21.0%, up from 18.6% in the third quarter of
2004.
EIG had a great quarter, noted Mr. Hermance. The revenue increase was driven by internal growth and the contribution from the Spectro acquisition. Operating income was up sharply, driven by the top-line performance, the benefits of our operational excellence initiatives across the Group and the gain on the sale of the facility.
Electromechanical Group (EMG)
EMGs sales of $139.0 million were up 1% from $137.8 million in the third quarter of 2004. Third
quarter group operating income of $22.1 million was down 8%, versus $24.0 million reported for the
same period of 2004. EMGs operating income margin in the third quarter of 2005 was 15.9%,
compared with 17.4% in the third quarter of 2004.
EMG sales were up 1% as strength in the differentiated businesses overcame a slight decline in our cost-driven motor business. Higher than normal expenses to accelerate the movement of manufacturing to low-cost locales drove the profit reduction. Without these additional costs EMG operating income would have been essentially unchanged, added Mr. Hermance.
Outlook
We expect revenue in the fourth quarter to be up over 20% on solid internal growth and the
benefits from our acquisition program. Earnings are expected to be $.52 to $.53 per diluted share
in the quarter, commented Mr. Hermance.
For 2005 we expect revenue to increase approximately 15%. Based on continued strength in our markets we are raising our 2005 earnings estimate to $1.98 to $1.99 per diluted share, an increase of 21% to 22% over last year, noted Mr. Hermance.
Two Acquisitions Closed
The Company recently closed two acquisitions: HCC Industries and the Solartron Group. These
companies are highly differentiated businesses that together will add nearly $155 million in annual
sales to AMETEK.
HCC Industries
On October 7, 2005, the Company completed the acquisition of HCC Industries (HCC), a leading
designer and manufacturer of highly engineered hermetic connectors, terminals, headers and
microelectronic packages for sophisticated electronic applications in the aerospace, defense,
industrial and petrochemical markets. Headquartered near Los Angeles, CA, HCC has annual sales of
approximately $104 million. It was acquired from an investor group led by Windward Capital
Partners and management for approximately $162 million in cash.
HCC becomes a new platform for our Electromechanical Group. The excellent internal growth of this business coupled with our ability to add additional synergistic acquisitions should enable this new platform to become a major part of our Electromechanical Group, noted Mr. Hermance.
MORE
AMETEK POSTS STRONG THIRD QUARTER RESULTS
PAGE 3.
Solartron Group
On September 26, 2005, AMETEK completed the acquisition of the Solartron Group (Solartron) from
Roxboro Group PLC for approximately £42 million ($75 million). United Kingdom-based Solartron is a
leading supplier of analytical instrumentation for the process, laboratory and other industrial
markets with annual sales of approximately £27 million ($50 million).
Solartron is composed of an excellent set of differentiated, niche-focused businesses that fit nicely with several of our current process and analytical instrument businesses, commented Mr. Hermance. Solartron enables us to broaden our product offering, expand our geographic reach, and capitalize on significant synergy with our existing businesses.
Conference Call
AMETEK, Inc. will Web cast its Third Quarter 2005 investor conference call on Thursday, October
20, 2005, beginning at 8:30 AM ET. The live audio Web cast will be available at
www.ametek.com and at www.streetevents.com. To access the Web cast from
ametek.com, click on Investors and a link will be provided to access the Web cast. The call will
also be archived at www.ametek.com/investors.
Corporate Profile
AMETEK is a leading global manufacturer of electronic instruments and electric motors with
annualized sales of $1.5 billion. AMETEKs Corporate Growth Plan is based on Four Key Strategies:
Operational Excellence, Strategic Acquisitions & Alliances, Global & Market Expansion and New
Products. AMETEKs objective is double-digit percentage growth in earnings per share over the
business cycle and a superior return on total capital. The common stock of AMETEK is a component
of the S&P MidCap 400 Index and the Russell 1000 Index.
Forward-looking Information
Statements in this news release that are not historical are considered forward-looking statements
and are subject to change based on various factors and uncertainties that may cause actual results
to differ significantly from expectations. Those factors are contained in AMETEKs Securities and
Exchange Commission filings.
# # #
(Financial Information Follows)
AMETEK, Inc.
CONSOLIDATED STATEMENT OF INCOME (Unaudited)
(In thousands, except per share amounts)
Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2005 | 2004 | 2005 | 2004 | |||||||||||||
Net sales |
$ | 344,529 | $ | 310,707 | $ | 1,030,676 | $ | 906,047 | ||||||||
Expenses: |
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Cost of sales, excluding depreciation |
233,217 | 216,534 | 708,630 | 640,479 | ||||||||||||
Selling, general and administrative |
44,158 | 35,112 | 122,164 | 97,954 | ||||||||||||
Depreciation |
8,446 | 8,608 | 25,363 | 26,184 | ||||||||||||
Total expenses |
285,821 | 260,254 | 856,157 | 764,617 | ||||||||||||
Operating income |
58,708 | 50,453 | 174,519 | 141,430 | ||||||||||||
Other income (expenses): |
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Interest expense |
(7,628 | ) | (7,541 | ) | (22,962 | ) | (20,676 | ) | ||||||||
Other, net |
(1,446 | ) | (659 | ) | (1,648 | ) | (696 | ) | ||||||||
Income before income taxes |
49,634 | 42,253 | 149,909 | 120,058 | ||||||||||||
Provision for income taxes |
14,206 | 13,233 | 47,260 | 38,707 | ||||||||||||
Net income |
$ | 35,428 | $ | 29,020 | $ | 102,649 | $ | 81,351 | ||||||||
Diluted earnings per share |
$ | 0.50 | $ | 0.42 | $ | 1.45 | $ | 1.18 | ||||||||
Basic earnings per share |
$ | 0.51 | $ | 0.43 | $ | 1.49 | $ | 1.20 | ||||||||
Average common shares outstanding: |
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Diluted shares |
70,841 | 69,552 | 70,587 | 69,039 | ||||||||||||
Basic shares |
69,242 | 68,124 | 69,007 | 67,657 | ||||||||||||
Dividends per share |
$ | 0.06 | $ | 0.06 | $ | 0.18 | $ | 0.18 | ||||||||
AMETEK, INC.
INFORMATION BY BUSINESS SEGMENT (Unaudited)
(In thousands)
Three months ended | Nine months ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2005 | 2004 | 2005 | 2004 | |||||||||||||
Net sales |
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Electronic Instruments |
$ | 205,500 | $ | 172,929 | $ | 577,777 | $ | 483,094 | ||||||||
Electromechanical |
139,029 | 137,778 | 452,899 | 422,953 | ||||||||||||
Total Consolidated |
$ | 344,529 | $ | 310,707 | $ | 1,030,676 | $ | 906,047 | ||||||||
Operating income |
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Electronic Instruments |
$ | 43,104 | $ | 32,083 | $ | 120,185 | $ | 86,215 | ||||||||
Electromechanical |
22,061 | 24,029 | 74,326 | 72,378 | ||||||||||||
Total segments |
65,165 | 56,112 | 194,511 | 158,593 | ||||||||||||
Corporate and other |
(6,457 | ) | (5,659 | ) | (19,992 | ) | (17,163 | ) | ||||||||
Total Consolidated |
$ | 58,708 | $ | 50,453 | $ | 174,519 | $ | 141,430 | ||||||||
AMETEK, Inc.
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands)
September 30, | December 31, | |||||||
2005 | 2004 | |||||||
(Unaudited) | ||||||||
ASSETS |
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Current assets: |
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Cash, cash equivalents |
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and marketable securities |
$ | 47,640 | $ | 48,975 | ||||
Receivables, net |
240,043 | 217,329 | ||||||
Inventories |
189,462 | 168,523 | ||||||
Other current assets |
40,255 | 27,113 | ||||||
Total current assets |
517,400 | 461,940 | ||||||
Property, plant and equipment, net |
203,364 | 207,542 | ||||||
Goodwill, net |
704,131 | 601,007 | ||||||
Other intangibles, investments and other assets |
179,095 | 149,863 | ||||||
Total assets |
$ | 1,603,990 | $ | 1,420,352 | ||||
LIABILITIES AND STOCKHOLDERS EQUITY |
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Current liabilities: |
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Short-term borrowings and current |
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portion of long-term debt |
$ | 25,585 | $ | 49,943 | ||||
Accounts payable and accruals |
247,899 | 222,895 | ||||||
Total current liabilities |
273,484 | 272,838 | ||||||
Long-term debt |
488,841 | 400,177 | ||||||
Deferred income taxes and |
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other long-term liabilities |
85,854 | 87,755 | ||||||
Stockholders equity |
755,811 | 659,582 | ||||||
Total liabilities and stockholders equity |
$ | 1,603,990 | $ | 1,420,352 | ||||
CONTACT:
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AMETEK, Inc. William J. Burke, 610-889-5249 |
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