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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
April 9, 1999
COMMISSION FILE NUMBER 0-3085
WYMAN-GORDON COMPANY
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-1992780
(State or other jurisdiction (I.R.S. Employer
incorporation or organization) Identification No.)
244 WORCESTER STREET, BOX 8001, NO. GRAFTON, MASSACHUSETTS 01536-8001
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code 508-839-4441
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ITEM 5. OTHER EVENTS
Wyman-Gordon Company recorded a pre-tax charge of $13.8
million related to a previously reported industrial accident that
occurred on December 22, 1996. This charge is being taken in
accordance with generally accepted accounting principles and is
due to the following events.
On December 22, 1996, a serious industrial accident occurred
at the Houston, Texas facility of Wyman-Gordon Forgings, Inc.
("WGFI"), a wholly-owned subsidiary of the Company, in which
eight employees were killed and certain other persons were
injured. As previously reported, the Company and WGFI have
settled the claims of four decedents' families and various other
claimants on terms acceptable to the Company and its insurance
carriers. Subsequent to the March 23, 1999 earnings release, the
Company reached agreement with the families of three additional
decedents and an injured employee which represents the major
portion of the unsettled claims. Settlement of these claims is
subject to the execution of mutually satisfactory releases.
The amounts to be paid in settlement of all cases will
exceed the Company s available liability insurance for the period
covering the December 22, 1996 accident. The Company has
recorded this charge in the third quarter of fiscal year 1999 to
cover its share of the costs of defending the lawsuits and
funding the agreed settlements and its best estimate of future
defense and settlement costs. The Company believes that the
charge it has recorded will be sufficient to cover such costs and
that in the event the Company were required to make payments in
excess of such charge, such payments would not be likely to have
a material adverse impact on the Company s financial condition or
results of operations, although no assurance as to the outcome or
impact of the remaining litigation can be given.
The charge is reflected in the amended 1999 fiscal year third
quarter results. The charge has no effect on the Company's
previously reported operating income or net income before special
charges for the third quarter, but does increase the reported net
loss and the related loss per share by $8.8 million and $.25,
respectively. Therefore, the amended net loss for the quarter
ended February 28, 1999 is $9.4 million, or a net loss per
diluted share of $.26. Similarly, results for the first nine
months of fiscal year 1999 have been restated resulting in
reported net income of $17.5 million or $.48 per diluted share.
At February 28, 1999, the Company's cash balance was $61.6
million and current assets were $330.7 million versus current
liabilities of $119.2 million.
Wyman-Gordon Company is a leading manufacturer of high
quality, technologically advanced forgings, investment castings
and composite structures for the commercial transportation,
commercial power and defense industries. The Company employs
approximately 4,200 and, in its most recent fiscal year ended May
31, 1998, its revenues were $752.9 million.
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ITEM 5. OTHER EVENTS, Continued
This press release contains forward-looking statements as
defined in the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve a number of assumptions,
risk and uncertainties that could cause actual results of the
Company to differ materially from those matters expressed in or
implied by such forward-looking statements. Reliance should not
be placed on forward-looking statements because they involve
known and unknown risks, uncertainties and other factors, which
are in some cases beyond the control of the Company and may cause
the actual results, performance or achievements of the Company to
differ materially from anticipated future results, performance or
achievements expressed or implied by such forward-looking
statements. Additional information regarding these risk factors
and uncertainties is detailed from time-to-time in the Company's
SEC filings.
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly
authorized.
WYMAN-GORDON COMPANY
Date: 04/09/99 By: /S/WALLACE F. WHITNEY, JR.
Wallace F. Whitney, Jr.
Vice President,
General Counsel and Clerk
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