ELEVEN-YEAR SUMMARY of FINANCIAL DATA (In thousands, except percentages and per-share data) PER SHARE DATA -------------------- LONG- NET NET NET TOTAL TERM SALES EARNINGS EARNINGS DIVIDENDS ASSETS OBLIGATIONS 1993 $356,595 $19,426 $1.04 $.35 $237,950 $22,474 1992 318,930 15,264 .83 .29 211,941 23,209 1991 286,495 11,922 .67 .27 203,277 24,376 1990 294,030 14,137 .80 .27 200,694 25,299 1989 281,462 13,107 .75 .23 185,474 22,543 1993 Annual Report Page 14 Management's Discussion and Analysis Results of Operations Summary Baldor continued its growth trend in 1993 with record sales and earnings for the year. Baldor leveraged an 11.8% sales increase into a 27.3% earnings increase for the year. We continue to focus on building our drives business, new product introductions, productivity and cost improvements, marketing innovations, education, and training. Net Sales Baldor sells to a broad base of distributors and OEMs domestically and in more than 55 countries through a network of foreign affiliates and distributors. No single customer accounts for more than 1.5% of sales. Sales of $356.6 million in 1993 were up 11.8% over 1992 sales of $318.9 million even though fiscal 1992 contained 53 weeks. Sales in 1991 were $286.5 million. The 1993 sales increase was broad-based across many industries and geographic regions. Sales of new products continue to provide good growth opportunities for Baldor. For instance, our 1993 drives business grew 23.3% over 1992 levels and, for the second year in a row, grew at twice the rate of our motor business. Energy efficiency continues to gain importance in our industry and Baldor's sales of Super-E premium efficient motors grew at over three times the rate of overall sales. In 1993, distributor sales increased 10.0% over 1992 levels and OEM sales increased 12.6% over 1992 levels. The 1992 sales increase of 11.3% over 1991 sales was due to good improvement in almost every aspect of our business including product growth, distributor and OEM mix, and growth across geographic regions. Drive sales were up 23.2% in 1992 over 1991 drive sales. Net Earnings Net earnings of $19.4 million in 1993 exceeded 1992 net earnings of $15.3 million by 27.3%. Net earnings in 1991 were $11.9 million. Price improvement averaged slightly over 2% in both 1993 and 1992. The gross margin percentage increased to 28.3% in 1993 compared to 28.0% in 1992. Both of these were above the 1991 gross margin percentage of 27.8%. The gross margin percentages in 1993 and 1992 improved due to a small, but effective, price increase in both years and continued productivity improvements in both years. Selling and administrative costs as a percentage of sales have improved to 18.2% in 1993, from 19.0% in 1992, and 19.8% in 1991. These improvements have been about evenly split between selling and administrative expenses. We have managed to support increases in sales without significant increases in support costs from these areas. Due to the increased volumes, improved pricing, and cost containment, 1993 pre-tax margins were 9.1%. This compares to 1992 pre-tax margins of 7.8% and 1991 pre-tax margins of 6.8%. International Operations Sales from international operations (foreign affiliates and exports) were $47.6 million in 1993, up 12.4% from 1992 sales of $42.4 million. Sales in 1991 from international operations were $36.7 million. Sales were particularly strong in our Pacific Rim countries and Mexico. Foreign pre-tax earnings for 1993 increased to $1.6 million, a 65.2% increase over the previous year and a 150.6% increase over 1991 levels. Environmental Remediation Baldor believes, based on its review and other factors, that the future costs relating to environmental remediation and compliance will not have a material effect on its results of operations or financial condition. 1993 Annual Report Page 18 Financial Position Summary The continued strength of our balance sheet provides a good foundation for financing growth opportunities, better serving our customers, and increasing value for our shareholders. During 1993, we continued to invest in our future by expanding research and development of new products and improvements of old ones, continuing capital investments for productivity and cost improvements and making additional investments in our employees and customers through education and training. Investments In 1993, we invested $15.0 million in property, plant and equipment, which was up 29.3% compared to 1992. Approximately 50% of Baldor's property, plant and equipment has been purchased in the last five years. Capital investments have been made to improve product quality, increase productivity, lower manufacturing costs, increase capacity and support new products. During 1992, we completed the relocation of our large motor plant from Charlotte, North Carolina, to nearby York County, South Carolina. Also completed in 1992 was the construction of a new R&D center in Fort Smith, Arkansas. Investments in property, plant and equipment for 1994 are anticipated to be $15.0 million to $20.0 million. This range includes a new plant to be located in Ozark, Arkansas, near Fort Smith, to expand capacity for the 15hp to 75hp steel band motors which are now being built in Columbus, Mississippi. The Columbus plant will continue to build cast-iron motors in these sizes. This move will allow for better utilization of the Columbus plant and improve our cost competitiveness in the 15hp to 75hp motors. Baldor's cash flow and financial strength are expected to be adequate to fund these investments. In 1993, we also increased our investments in research and development to $12.9 million from $11.3 million in 1992 and $9.9 million in 1991. During the last three years we have introduced many new products and our commitment to research and development continues to help Baldor maintain a leadership position in the marketplace and to satisfy our customers' needs. Education and training continues to be important at Baldor. During 1993, we made investments in the education and training of our people through classes in value, quality, cost improvement, advanced technical skills, safety, job development and basic literacy. Additionally, we have over 1,000 customer and employee graduates of our sales and product training classes to date. These classes help to increase technical skills in sales and support areas. Current Liquidity Baldor has a very strong current position. Cash flow from operations continues to provide the principal source of liquidity. In 1993, cash flow from operating activities increased to $27.7 million from $25.0 million in 1992. Working capital was $108.6 million at the end of 1993 compared to $97.3 million at the end of 1992. The current ratio, while still very strong, decreased to 3.5 compared to 4.0 at the end of 1992. This decrease was due to the increased volume of business and the investments in receivables, inventory, and property, plant and equipment needed to support the increase. Baldor has available lines of credit of $31.4 million to support domestic and foreign operations. There were no borrowings under these lines at the end of 1993 or 1992. Long-Term Debt and Shareholders' Equity Long-term obligations were 12.3% of capitalization at the end of 1993 compared to 13.8% at the end of 1992. The weighted average interest rate on our long-term debt is 6.4%. Shareholders' equity continues to increase and is at a record level for Baldor. This strong base gives us an excellent opportunity for assuming additional debt to finance expansion opportunities, including acquisitions, which could further enhance the growth of the Company. Return on shareholders' equity for 1993 increased to 12.7% from 10.9% in 1992. In the fourth quarter of 1993, there was a six-for-five stock split and in the fourth quarter of 1992, there was a three-for-two stock split. Both stock splits were effected in the form of stock dividends. Dividend Policy The cash dividend was increased 20.7% during 1993. This is in addition to the 7.4% increase during 1992. Our dividend policy is to make increases periodically, as earnings and financial strength warrant, but also to reinvest a major portion of earnings and internal funds to finance growth opportunities. Our goal is to enable shareholders to obtain increased dividends over time while also participating in the growth of the Company. 1993 Annual Report Page 19 CONSOLIDATED BALANCE SHEETS BALDOR ELECTRIC COMPANY AND SUBSIDIARIES JANUARY 1 JANUARY 2 1994 1993 ASSETS (in thousands) CURRENT ASSETS: Cash and cash equivalents $ 7,310 $ 5,921 Marketable securities 22,914 16,812 Receivables, less allowances of $1,800 and $1,200, respectively 59,566 51,401 Inventories: Finished products 44,544 44,461 Work-in-process 9,351 9,908 Raw material 24,448 20,429 ------- ------- 78,343 74,798 LIFO valuation adjustment (deduction) (24,724) (25,123) ------- ------- 53,619 49,675 Deferred Income Taxes 2,219 Other current assets 6,374 5,531 ------- ------- TOTAL CURRENT ASSETS 152,002 129,340 OTHER ASSETS 13,552 11,444 PROPERTY, PLANT AND EQUIPMENT: Land and improvements 3,117 3,280 Buildings and improvements 24,792 24,014 Machinery and equipment 118,311 111,455 Allowances for depreciation and amortization (deduction) (73,824) (67,592) ------- ------- TOTAL PROPERTY, PLANT AND EQUIPMENT 72,396 71,157 --------- ---------- $ 237,950 $ 211,941 ========= ========== See notes to consolidated financial statements. JANUARY 1 JANUARY 2 1994 1993 LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands, except share data) CURRENT LIABILITIES: Accounts payable $ 12,690 $ 9,340 Employee compensation 4,740 3,761 Profit sharing 4,284 3,371 Anticipated warranty costs 2,750 2,500 Accrued insurance obligations 6,616 4,792 Other accrued expenses 9,710 7,014 Income taxes 2,121 533 Current maturities of long-term obligations 490 686 -------- -------- TOTAL CURRENT LIABILITIES 43,401 31,997 LONG-TERM OBLIGATIONS 22,474 23,209 DEFERRED INCOME TAXES 11,536 11,509 SHAREHOLDERS' EQUITY: Preferred stock, $.10 par value Authorized shares: 5,000,000 Issued and outstanding shares: None Common stock, $.10 par value Authorized shares: 25,000,000 Issued and outstanding shares: 1993--17,968,383; 1992--17,790,200 (excluding 120,387 shares held in treasury in 1993 and 142,809 shares held in treasury in 1992) 1,797 1,483 Additional capital 17,848 15,440 Retained earnings 141,729 128,792 Cumulative translation adjustments (835) (489) --------- --------- TOTAL SHAREHOLDERS' EQUITY 160,539 145,226 --------- --------- $ 237,950 $ 211,941 ========= ========= See notes to consolidated financial statements. 1993 Annual Report Page 20 CONSOLIDATED STATEMENT OF EARNINGS BALDOR ELECTRIC COMPANY AND SUBSIDIARIES YEARS ENDED JANUARY 1 JANUARY 2 DECEMBER 28 1994 1993 1991 (In thousands, except share data) Net sales $ 356,595 $ 318,930 $ 286,495 Other income, net 1,398 705 707 --------- --------- --------- 357,993 319,635 287,202 Costs and expenses Cost of goods sold 255,557 229,686 206,953 Selling and administrative 64,807 60,697 56,867 Profit sharing 4,284 3,371 2,652 Interest 975 908 1,281 -------- --------- --------- 325,623 294,662 267,753 Earnings Before Income Taxes 32,370 24,973 19,449 Income taxes 12,944 9,709 7,527 --------- --------- --------- NET EARNINGS $ 19,426 $ 15,264 $ 11,922 ========= ========= ========= NET EARNINGS PER COMMON SHARE $ 1.04 $ .83 $ .67 ====== ====== ====== Weighted average shares outstanding 18,710,860 18,319,835 17,907,572 ========== ========== ========== See notes to consolidated financial statements. SUMMARY OF QUARTERLY RESULTS OF OPERATIONS (Unaudited) BALDOR ELECTRIC COMPANY AND SUBSIDIARIES QUARTER (In thousands, except share data): FIRST SECOND THIRD FOURTH TOTAL 1993 Net sales $86,547 $90,673 $90,703 $88,672 $356,595 Gross profit 24,602 25,874 25,591 24,971 101,038 Net earnings 4,593 5,145 4,853 4,835 19,426 Net earnings per common share 0.25 0.27 0.26 0.26 1.04 1992 Net sales $73,715 $80,028 $79,704 $85,483 $318,930 Gross profit 20,369 22,813 22,341 23,721 89,244 Net earnings 3,406 4,034 3,702 4,122 15,264 Net earnings per common share 0.19 0.22 0.20 0.22 0.83 1993 Annual Report Page 21 CONSOLIDATED STATEMENTS OF CASH FLOWS BALDOR ELECTRIC COMPANY AND SUBSIDIARIES YEARS ENDED JANUARY 1 JANUARY 2 DECEMBER 28 1994 1993 1991 (In thousands) Operating activities: Net earnings $ 19,426 $ 15,264 $ 11,922 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 12,220 12,148 12,099 Deferred income taxes (2,192) (1,846) (1,446) Changes in operating assets and liabilities: Receivables (8,765) (2,274) 1,992 Inventories (3,944) (268) (805) Other current assets (843) 794 (729) Accounts payable 3,350 (330) (1,657) Accrued expenses 6,662 1,957 (1,205) Income taxes 1,588 (179) (754) Other, net 258 (232) (113) ------ ------ ------ Net cash from operating activities 27,760 25,034 19,304 Investing activities: Additions to property, plant, and equipment (14,983) (11,632) (9,832) Marketable securities purchased (22,914) (16,812) (5,271) Marketable securities sold 16,812 5,271 3,332 Information systems development (252) (652) ------- ------- ------- Net cash used in investing activities (21,085) (23,425) (12,423) Financing activities: Short-term borrowings (repayments) (1,085) (1,191) Reduction of long-term obligations (931) (1,416) (895) Unexpended debt proceeds 472 3,661 629 Repurchase of company stock (103) Dividends paid (6,190) (5,139) (4,668) Stock option plans 1,363 1,516 1,717 ------ ------ ------ Net cash used in financing activities (5,286) (2,463) 4,511) ------- ------ ------ Net increase (decrease) in cash and cash equivalents 1,389 (854) 2,370 Beginning cash and cash equivalents 5,921 6,775 4,405 -------- -------- -------- Ending cash and cash equivalents $ 7,310 $ 5,921 $ 6,775 ======== ======== ======== See notes to consolidated financial statements. 1993 Annual Report Page 22 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY BALDOR ELECTRIC COMPANY AND SUBSIDIARIES Cumulative Common Stock Additional Retained Translation (In thousands) Shares Amount Capital Earnings Adjustments Total BALANCE AT DECEMBER 29, 1990 9,653 $965 $11,395 $111,906 $(334) $123,932 Stock option plans (net of shares exchanged) 113 11 1,706 1,717 Translation adjustments 470 470 Net earnings 11,922 11,922 Repurchase of common stock (6) (103) (103) Purchase of Sweo Controls, Inc. 20 2 391 393 Cash dividends at $.27 per common share (4,668) (4,668) ----- --- ------ ------- --- ------- BALANCE AT DECEMBER 28, 1991 9,780 978 13,389 119,160 136 133,663 Stock option plans (net of shares exchanged) 99 10 1,506 1,516 Translation adjustments (625) (625) Net earnings 15,264 15,264 Purchase of Sweo Controls, Inc. 22 2 545 547 Three-for-two common stock split effected in the form of a 50% stock dividend 4,924 493 (493) Cash dividends at $.29 per common share (5,139) (5,139) ------ ----- ------ ------- ---- ------- BALANCE AT JANUARY 2, 1993 14,825 1,483 15,440 128,792 (489) 145,226 Stock option plans (net of shares exchanged) 102 10 1,353 1,363 Translation adjustments (346) (346) Net earnings 19,426 19,426 Purchase of Sweo Controls, Inc. 47 5 1,055 1,060 Six-for-five common stock split effected in the form of a 20% stock dividend 2,994 299 (299) Cash dividends at $.35 per common share (6,190) (6,190) ------ ------ ------- -------- ----- -------- BALANCE AT JANUARY 1, 1994 17,968 $1,797 $17,848 $141,729 $(835) $160,539 ====== ====== ======= ======== ===== ======== See notes to consolidated financial statements. 1993 Annual Report Page 23 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS BALDOR ELECTRIC COMPANY AND SUBSIDIARIES January 1, 1994 NOTE A -- SIGNIFICANT ACCOUNTING POLICIES Line of Business: The Company operates primarily in one industry segment which includes the design, manufacture and sale of electric motors and drives. Consolidation: The consolidated financial statements include the accounts of the Company and all its subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. Fiscal Year: The Company's fiscal year ends on the Saturday nearest to December 31, which results in a 52 or 53 week year. Fiscal year 1993 contained 52 weeks, fiscal year 1992 contained 53 weeks and fiscal year 1991 contained 52 weeks. Cash Equivalents: Cash equivalents consist of highly liquid investments having original maturities of three months or less and are valued at cost which approximates market. Marketable Securities: All marketable securities are valued at cost which approximates market. In May 1993, the Financial Accounting Standards Board issued statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities", which the Company must adopt in the first quarter of 1994. Adoption of this new standard is not expected to have a material effect on the Company's financial statements. Inventories: The Company values inventories at the lower of cost or market, cost being determined principally by the last-in, first-out method (LIFO), except for $9,085,000 in 1993 and $8,855,000 in 1992, at foreign locations, valued by the first-in, first-out method (FIFO). Approximate replacement costs of inventories for January 1, 1994, and January 2, 1993, were $78,343,000 and $74,798,000 respectively. Property, Plant and Equipment: Property, plant and equipment, including assets under capital leases, are stated at cost. Depreciation and amortization are computed principally using the straight-line method over the estimated useful lives of the assets and the remaining term of capital leases, respectively. Information Systems: Costs incurred in developing management information systems are capitalized and included in property, plant and equipment. These costs are amortized over their estimated useful lives from the date the systems become operational. Amortization was $1,108,000 in 1993, $1,037,000 in 1992, and $1,007,000 in 1991. Benefit Plans: The Company has profit sharing plans covering most employees with over two years service. The plans currently provide, subject to certain adjustments, for Company contributions equal to 12% of earnings before income taxes of participating companies. The Company has no expenses related to post-retirement health benefits for retired employees or post-employment benefits. Income Taxes: Income taxes are provided based on the liability method of accounting pursuant to Statement of Financial Accounting Standards (SFAS) No. 109, "Accounting for Income Taxes". Deferred income taxes are provided on temporary differences between the basis of assets and liabilities reported for financial and tax purposes. Net Earnings Per Common Share: Net earnings per common share are computed by dividing net earnings by the weighted average number of shares of common stock and common stock equivalents (dilutive stock options) outstanding during the year. Since the dilutive effect of common stock options is similar in both calculations, net earnings per common share reflects both primary and fully diluted earnings per share. Research and Development: Costs associated with research, new product development and product cost improvements are treated as expenses when incurred and amounted to approximately $12,900,000 in 1993, $11,300,000 in 1992, and $9,900,000 in 1991. NOTE B -- LONG-TERM OBLIGATIONS Long-term obligations consist of the following: 1993 1992 (in thousands) Industrial Development Bonds due through 2004 at 6.0% fixed rate $ 629 $ 1,214 due through 2004 at 8.25% fixed rate 4,985 5,260 due through 2004 at 5.29% variable rate 3,500 3,500 due through 2009 at 7.75% fixed rate 3,000 3,000 due through 2009 at 7.875% fixed rate 7,200 7,200 due through 2010 at 4.51% variable rate 3,440 3,440 Other Notes Payable 210 281 -------- -------- 22,964 23,895 Less Current Maturities 490 686 -------- -------- $ 22,474 $ 23,209 ======== ======== At January 1, 1994, Industrial Development Bond proceeds of $7,163,000 are included in Other Assets. Certain long-term obligations are collateralized by property, plant and equipment with a net book value of $13,268,000 at January 1, 1994. Maturities of long-term obligations during each of the five fiscal years ending 1998 are: 1994--$490,000; 1995--$453,000; 1996--$488,000; 1997--$972,000; 1998--$930,000. Industrial Development Bonds include capital lease obligations of $8,614,000 at January 1, 1994. Aggregate future minimum capital lease payments at January 1, 1994, are $13,392,000 including interest of $4,778,000. 1993 Annual Report Page 24 Certain long-term obligations require, among other things, that the Company maintain certain financial ratios and restrict cumulative cash dividends and other distributions. Retained earnings of $26,894,000 at January 1, 1994, were unrestricted. At January 1, 1994, the Company had outstanding letters of credit totaling $12,323,000. Interest paid was $1,420,000 in 1993, $1,481,000 in 1992, and $2,009,000 in 1991. The Company had lines of credit aggregating $31,400,000 available at January 1, 1994. These arrangements do not have termination dates but are reviewed annually. Interest on these lines of credit is at rates mutually agreed upon at the time of borrowing. There were no outstanding borrowings under these lines at January 1, 1994 or January 2, 1993. NOTE C -- INCOME TAXES The Company made income tax payments of $13,219,000 in 1993, $10,539,000 in 1992, and $7,796,000 in 1991. Income tax expense consists of the following: 1993 1992 1991 (In thousands) Current: Federal $12,906 $10,126 $ 7,749 State 1,429 1,123 922 Foreign 448 212 302 Deferred: (1,839) (1,752) (1,446) ------ ----- ----- $12,944 $ 9,709 $ 7,527 ======= ======= ======= Deferred income taxes arise from recognizing revenues and expenses in different years for tax and financial statement purposes. The sources of these differences relate primarily to depreciation, certain liabilities and bad debt expense. The following table reconciles the difference between the Company's effective income tax rate and the federal corporate statutory rate: 1993 1992 1991 Statutory federal income tax rate 35.0% 34.0% 34.0% State taxes, net of federal benefit 3.4 3.4 3.4 Other 1.6 1.5 1.3 ---- ---- ---- Effective income tax rate 40.0% 38.9% 38.7% ==== ==== ==== NOTE D -- STOCK PLANS The Company has four plans under which various types of stock options may be granted. Under two plans the Company has granted non-compensatory stock options to employees and district managers, as approved by the shareholders and the Board of Directors, respectively, at prices equal to the market value at the date of grant. Outstanding options expire five, six, and ten years from the date of grant. There are no charges to income in connection with these plans. The shareholders of the Company approved two additional plans which are administered by a Committee of the Board of Directors. These plans can grant shares to employees and non-employee directors. Under these plans, grants can include incentive stock options, non-qualified stock options, restricted shares, formula price shares, and stock appreciation rights. The Committee has granted non-qualified options to purchase shares of restricted stock at 50% of the stock's market value at the date of grant and shares of incentive options to purchase shares at prices not less than market value at the date of grant. Option restrictions lapse after five years or if the Company is acquired. Related compensation expense is amortized over the restriction period. A summary of information regarding the stock plans follows: Non- Compensatory Compensatory Total Plans Plans Shares available for grant 3,745,800 2,125,800 1,620,000 Options outstanding: Balance at January 2, 1993, at $4.05 - $16.39 per share 1,662,527 943,422 719,105 Granted at $8.65 - $21.25 per share 218,400 218,400 Exercised at $4.05 - $14.24 per share (151,541) (93,188) (58,353) Canceled at $9.03 - $18.85 per share (44,400) (39,600) (4,800) -------- ------- ------ Balance at January 1, 1994, at $4.05 - $21.25 per share 1,684,986 810,634 874,352 ========= ======= ======= Shares exercisable at January 1, 1994 1,111,770 470,434 641,336 Shares reserved for future grants: January 2, 1993 581,692 581,692 January 1, 1994 371,692 3,600 368,092 1993 Annual Report Page 25 NOTE E -- SHAREHOLDERS' EQUITY On November 8, 1993, the Company's Board of Directors authorized a six-for- five stock split effected in the form of a 20% stock dividend payable January 7, 1994 to shareholders of record on December 10, 1993. This resulted in the issuance of 2,993,997 additional shares of common stock. All per share and weighted average share amounts have been restated to reflect this stock split. In May 1988, the Company declared a dividend distribution of one Common Stock Purchase Right on each outstanding share of common stock. The Rights entitle holders to buy one share of Baldor common stock for $28 and become exercisable only if a person would acquire or announce a tender or exchange offer to acquire 20% or more of the Company's common stock. If a person acquires 20% or more of the Company's common stock, without the Board of Director's consent, then each Right would entitle its holder to purchase for $28 the number of shares of Baldor stock (or in the event of a merger, a number of shares of the acquiring company's stock) that has a market value of $56. The Rights may be redeemed by the Company at a price of $.018 per Right prior to a person's acquiring 20% or more of the Company's common stock (and in certain events thereafter), and they expire in May 1998. NOTE F -- OPERATING LEASES The Company leases certain computers, buildings, and other equipment under operating lease agreements. Related rental expense was $3,500,000 in 1993, $3,600,000 in 1992, and $3,900,000 in 1991. Future minimum payments for operating leases having noncancelable lease terms in excess of one year are: 1994-$2,126,000, 1995-$1,947,000, 1996-$1,413,000, 1997-$1,194,000; 1998- $75,000; and decline substantially thereafter. NOTE G -- FOREIGN OPERATIONS The Company's foreign operations include both export sales and the results of its foreign affiliates in Europe, Australia, Singapore, and Mexico. Consolidated sales, earnings before income taxes and identifiable assets consist of the following: (In thousands) 1993 1992 1991 Net Sales: United States Companies: Domestic customers $ 308,949 $ 276,536 $ 249,783 Export customers 19,262 16,997 15,193 --------- --------- --------- 328,211 293,533 264,976 Foreign Affiliates 28,384 25,397 21,519 --------- --------- --------- $ 356,595 $ 318,930 $ 286,495 Earnings Before Income Taxes: United States Companies $ 30,746 $ 23,990 $ 18,851 Foreign Affiliates 1,624 983 648 --------- --------- --------- $ 32,370 $ 24,973 $ 19,499 Assets: United States Companies $ 218,509 $ 193,822 $ 185,409 Foreign Affiliates 19,441 18,119 17,868 --------- --------- --------- $ 237,950 $ 211,941 $ 203,277 Assets and liabilities of foreign affiliates are translated into U. S. dollars at year-end exchange rates. Income statement items are generally translated at average exchange rates prevailing during the period. Translation adjustments and certain foreign exchange hedges are recorded in the Cumulative Translation Adjustment account in shareholders' equity. 1993 Annual Report Page 26 REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS Shareholders and Board of Directors Baldor Electric Company and Subsidiaries We have audited the accompanying consolidated balance sheets of Baldor Electric Company and subsidiaries as of January 1, 1994, and January 2, 1993, and the related consolidated statements of earnings, cash flows, and shareholders' equity for each of the three years in the period ended January 1, 1994. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Baldor Electric Company and subsidiaries at January 1, 1994, and January 2, 1993, and the consolidated results of their operations and their cash flows for each of the three years in the period ended January 1, 1994, in conformity with generally accepted accounting principles. /s/ Ernst & Young St. Louis, Missouri February 4, 1994 REPORT OF MANAGEMENT ON RESPONSIBILITY FOR FINANCIAL REPORTING Baldor management is responsible for the integrity and objectivity of the financial information contained in this Annual Report. The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, applying informed judgements and estimates where appropriate. Baldor maintains a system of internal accounting control that provides reasonable assurance that assets are safeguarded and transactions are executed in accordance with management's authorization and recorded properly to permit the preparation of financial statements in accordance with generally accepted accounting principles. The Audit Committee of the Board of Directors is composed solely of outside directors and is responsible for recommending to the Board the independent accounting firm to be retained for the coming year. The Audit Committee meets regularly with the independent auditors, with the Director of Audit Services, as well as with Baldor management, to review accounting, auditing, internal accounting controls, and financial reporting matters. The independent auditors, Ernst & Young, and the Director of Audit Services have direct access to the Audit Committee without the presence of management to discuss the results of their audits. Ernst & Young, independent certified public accountants, have audited Baldor's financial statements. Management has made available to Ernst & Young all the corporation's financial records and related data, as well as the minutes of shareholders' and directors' meetings. /s/ R. S. Boreham, Jr. Chairman of the Board and Chairman of the Executive Committee /s/ R. L. Qualls President and Chief Executive Officer /s/ Lloyd G. Davis Chief Financial Officer, Vice President - Finance Secretary, and Treasurer 1993 Annual Report Page 27 DIRECTORS & OFFICERS (Photo) Roland S. Boreham, Jr. Chairman of the Board Director for 32 years (Photo) R. L. Qualls President and Chief Executive Officer Director for 6 years (Photo) George A. Schock Assistant Secretary Director for 49 years (Photo) Jefferson W. Asher, Jr. Independent Management Consultant Director for 20 years (Photo) Fred C. Ballman Former Chairman and CEO of the Company (retired) Director for 39 years (Photo) O. A. Baumann Former Company's Manufacturers' Representative (retired) Director for 32 years (Photo) Robert J. Messey Senior Vice President, Chief Financial Officer, and Director, Sverdrup Corporation Director for 1 year (Photo) Robert L. Proost Corporate Vice President and Director of Administration, A.G. Edwards & Sons, Inc. Director for 5 years (Photo) Willis J. Wheat Professor of Management and Marketing, Oklahoma City University Director for 2 years (Photo) Theodore W. Atkins Vice President - Industry Relations & Governmental Affairs (Photo) Charles H. Cramer Vice President - Personnel (Photo) Lloyd G. Davis Vice President - Finance, Chief Financial Officer, Secretary, and Treasurer (Photo) James R. Kimzey Vice President - Research & Engineering (Photo) John A. McFarland Vice President - Sales (Photo) Robert L. Null, Jr. Vice Persident - Manufacturing (Photo) Jerry D. Peerbolte Vice President - Marketing 1993 Annual Report Page 28 SHAREHOLDER INFORMATION DIVIDENDS PAID 1991 1992 1993 1st quarter $ .06 $ .07 $ .08 2nd quarter .07 .07 .08 3rd quarter .07 .07 .09 4th quarter .07 .08 .10 ----- ----- ----- Year $ .27 $ .29 $ .35 COMMON STOCK PRICE RANGE NYSE SYMBOL-BEZ 1992 1993 High Low High Low 1st quarter 13-3/4 12-1/4 19-1/8 16-1/4 2nd quarter 15-1/4 13-1/8 21-1/4 18-3/8 3rd quarter 15-3/4 13-1/2 21-1/2 18-3/8 4th quarter 18-5/8 14-1/2 24-1/2 20-3/8 SHAREHOLDERS 3,510 at January 1, 1994 including shareholders of record and employees through benefit plans. 1993 Annual Report Page 29