1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10 - Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1996
or
/ / TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-7951
WICOR, Inc.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Wisconsin 39-1346701
------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
626 East Wisconsin Avenue
Post Office Box 334
Milwaukee, Wisconsin
53201
--------------------------------------
(Address of principal executive office)
(414) 291-7026
---------------------------------------------------
(Registrant's telephone number, including area code)
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
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
Class Outstanding at July 19, 1996
- --------------------------- -----------------------------
Common Stock, $1 Par Value 18,389,279
2
INTRODUCTION
----------------------------------------------------------------
WICOR, Inc. ("WICOR" or the "Company"), is a diversified holding
company with two principal business groups: natural gas
distribution and related services, and manufacturing of pumps and
processing equipment used to pump, control, transfer, hold and
filter water and other fluids. The Company engages in natural gas
distribution through Wisconsin Gas Company ("Wisconsin Gas"), the
oldest and largest natural gas distribution utility in Wisconsin.
Through several nonutility subsidiaries, the Company also engages
in the manufacture and sale of pumps and processing equipment. The
Company's manufactured products primarily have water system, pool
spa, agricultural, RV/marine and beverage/food service
applications. The Company markets its manufactured products in 100
countries. The Company is incorporated under the laws of the
State of Wisconsin and is exempt from registration as a holding
company under the Public Utility Holding Company Act of 1935, as
amended.
CONTENTS
--------
PAGE
------
PART I.
- ------
Financial Information................................. 1
Management's Discussion and Analysis of
Interim Financial Statements....................... 2-6
Consolidated Financial Statements of WICOR, Inc. (Unaudited):
-------------------------------------------------------------
Consolidated Statements of Income for the Three and Six
Months Ended June 30, 1996 and 1995................ 7
Consolidated Balance Sheets as of
June 30, 1996 and December 31, 1995................ 8-9
Consolidated Statement of Cash Flows for the Six
Months Ended June 30, 1996 and 1995................ 10
Notes to Consolidated Financial Statements........... 11
PART II.
- --------
Other Information.................................... 12
Signatures........................................... 13
3
Part I - Financial Information
Financial Statements
The consolidated statements included herein have been prepared
without audit pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and
footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules
and regulations, although management believes that the disclosures
are adequate to make the information presented not misleading.
These condensed financial statements should be read in conjunction
with the audited financial statements and the notes thereto
included in the latest WICOR, Inc. Annual Report on Form 10-K for
the year ended December 31, 1995.
In the opinion of management, the information furnished reflects
all adjustments, which in all circumstances were normal and
recurring, necessary for a fair presentation of the results of
operations for the interim periods.
Because of seasonal factors, the results of operations for the
interim periods presented are not necessarily indicative of the
results to be expected for the full calendar year.
4
Management's Discussion and Analysis
of Interim Financial Statements of
WICOR, Inc.
Results of Operations
- ---------------------
Consolidated net income for the three and six months ended June 30,
1996 was $5.7 million and $36.6 million, respectively. This
represents an increase of $3.0 million, or 111%, and $9.1 million,
or 33%, over the comparable periods of the prior year. The 1996
results were record highs for both the three- and six- month
periods.
The following factors had a significant effect on the results of
operations during the three- and six- month periods ended June 30,
1996.
Energy
- ------
The Company's energy business broke even for the second quarter of
1996 compared to a net loss of $0.5 million for the 1995 second
quarter. Net income for the six months ended June 30, 1996
increased by $5.7 million, or 27%, compared to the same period of
last year.
The improvement in net income for the second quarter was due
primarily to increased gas margin which resulted from weather that
was colder than normal. The increase in transportation volumes was
due primarily to more companies purchasing gas from sources other
than Wisconsin Gas and transporting the volumes over the Wisconsin
Gas distribution system. However, the movement to transportation
from gas sales has no impact on margin. The increase in quarterly
gas margins was partially offset by increased depreciation expense.
The utility typically posts a loss in the second quarter as the
heating season declines. The increase in 1996 year-to-date net
income was due primarily to colder than normal weather and
decreased operating and maintenance expenses.
Revenues, margins and volumes are summarized below. Margin,
defined as revenues less cost of gas sold, is a better performance
indicator than revenues because the mix of volumes between sales
and transportation service affects revenues but not margin. In
addition, changes in the cost of gas sold are flowed through to
revenue under a gas adjustment clause with no resulting effect on
margin.
5
Three Months Six Months
Ended June 30, Ended June 30,
--------------- % --------------- %
1996 1995 Change 1996 1995 Change
------ ------ ------ ------ ------ ------
(Millions of Dollars)
- ---------------------
Gas Sales Revenues $109.2 $ 92.5 18 $328.8 $282.9 16
Cost of Gas Sold 74.4 58.1 28 211.8 173.3 22
------ ------ ------ ------
Gas Sales Margin 34.8 34.4 1 117.0 109.6 7
Gas Transport Margin 3.1 1.5 107 6.5 3.6 81
------ ------ ------ ------
Total Margin $ 37.9 $ 35.9 6 $123.5 $113.2 9
====== ====== ====== ======
Three Months Six Months
Ended June 30, Ended June 30,
--------------- % --------------- %
1996 1995 Change 1996 1995 Change
------ ------ ------ ------ ------ ------
(Millions of Therms)
- ---------------------
Utility Sales Volumes
Firm 140.8 127.4 11 548.3 486.0 13
Interruptible 43.8 79.5 (45) 121.0 173.0 (30)
Transportation Volume 58.3 25.7 127 122.7 64.0 92
------ ------ ------ ------
Total Throughput 242.9 232.6 4 792.0 723.0 10
====== ====== ====== ======
Degree Days (Normal:
2nd Qtr. = 941
Six Months = 4,363) 1,203 918 31 4,833 4,086 18
====== ====== ====== ======
The 11% increase in firm sales volumes for the second quarter of
1996 as compared with the 1995 second quarter was caused
principally by 31% colder weather than the same period of last year
(28% colder than normal). For the six-months ended June 30, 1996,
the total margin increase was primarily due to a 13% increase in
firm sales volumes. The weather was 11% colder than normal during
the first six months of 1996 and 18% colder than the same period
in 1995.
6
Operations and maintenance expenses remained relatively flat during
the second quarter of 1996 compared to the second quarter of 1995.
Year to date operation and maintenance expenses decreased $1.3
million compared with the same period of last year. The decrease
is attributable to lower labor and benefit expenses.
Depreciation expense for the three and six months ended June 30,
1996 increased by $1.3 million and $2.5 million, respectively. The
increase is due to additions to plant and increased depreciation
rates permitted by the Public Service Commission of Wisconsin
("PSCW").
Manufacturing
- -------------
Manufacturing net income for the three and six months ended June
30, 1996 increased to $5.6 million and $9.9 million, respectively,
as compared with $3.3 million and $6.5 million of manufacturing net
income for the same periods in 1995, respectively.
Three Months Six months
Ended June 30, Ended June 30,
----------------- -----------------
(Millions of Dollars) 1996 1995 1996 1995
- --------------------- ------- ------- ------- -------
Revenues $115.3 $ 85.2 $221.1 $162.0
Cost of goods sold 82.8 62.4 158.6 118.2
------- ------- ------- -------
Gross profit 32.5 22.8 62.5 43.8
Operating expenses 22.0 16.5 44.0 33.3
------- ------- ------- -------
Operating income 10.5 6.3 18.5 10.5
Interest expense and other 1.5 0.8 2.8 (0.2)
------- ------- ------- -------
Net income before income taxes 9.0 5.5 15.7 10.7
Income taxes 3.4 2.2 5.8 4.2
------- ------- ------- -------
Net income $ 5.6 $ 3.3 $ 9.9 $ 6.5
======= ======= ======= =======
Net sales for the second quarter of 1996 increased $30.1 million,
or 35%, to $115.3 million compared to the same period in 1995. For
the first six months of 1996, net sales increased $59.1 million,
or 36%, to $221.1 compared to the same period in 1995. The
increase was largely the result of market share gains, improved
7
markets generally, a steady upward trend in the retail business and
new product introductions in the water systems and pool/spa
business. The inclusion of sales of Hypro Corporation ("Hypro"),
which was acquired in July 1995, for the three and six months ended
June 30, 1996, increased sales by $10.4 million and $21.9 million,
respectively.
Domestic sales in the quarter increased by 47% to $73.3 million
(including domestic Hypro sales of $9.5 million) over the
comparable period of 1995. Overall shipments for water systems,
RV/marine, food service and pool/spa products in North America
were up from last year's comparable period. Market demand was
strong in the North American professional and retail channels.
Sales for the six months ended June 30, 1996 increased $48.0
million to $144.2 million. This represented a 50% increase in
sales as compared with the first six months of 1995 and included
$20.1 million in sales attributable to Hypro.
International sales for the second quarter continued to be strong,
increasing by $6.7 million to $42.0 million, or 19% over the second
quarter of 1995. The increase in international sales was due
primarily to continuing new product sales in the European markets
and growth in the water systems and industrial markets. On a year
to date basis, international sales increased by 17% over the same
period in 1995. For the six-months ended June 30, 1996 and 1995,
international sales accounted for 35% and 41%, respectively, of
total net sales.
Gross profit margins increased from 27% to 28% for the three and
six months ended June 30, 1996 as compared to the same periods of
1995. The quarter and year-to-date increases were due primarily
to 1996 manufacturing efficiencies. Operating expenses, as a
percentage of sales, for the six months ended June 30, 1996
remained relatively flat compared to the same period in 1995.
Year-to-date operating expenses increased by $10.7 million, or 32%,
compared to the same period in 1995. The inclusion of Hypro for
the six months ended June 30, 1996, increased operating expenses
by $6.0 million.
Non-Operating Income and Income Taxes
- -------------------------------------
Interest expense was up slightly for the three and six months ended
June 30, 1996 compared to the similar periods of 1995, due
primarily to increased manufacturing borrowings, related to the
Hypro acquisition, and slightly higher interest rates.
Other income for the six months ended June 30, 1996 decreased by
$1.6 million over the same period of last year. Other income in
1995 was positively impacted by the first quarter sale of the
Company's investment in Filtron Technologies Corporation, for an
after-tax gain of $0.8 million ($0.05 per share).
8
Income tax expense was $6.0 million higher for the first six months
of 1996, compared to the same period last year, reflecting
increased pre-tax income.
Financial Condition
- -------------------
Cash flow from operations for the six months ended June 30, 1996
decreased by $12.6 million, or 10%, from the comparable period in
1995. Due to the seasonal nature of the energy business, accrued
revenues, accounts receivable and accounts payable amounts are
higher in the heating season as compared with the summer months.
The decrease in gas in storage related cash flows of $20.1 million
was due primarily to a 31% decrease in withdrawals during the first
six months of 1996 compared to the same period in 1995. Gas in
storage at December 31, 1995 was 5.7 million dekatherms lower than
the amount in storage at December 31, 1994 due to a marginally
colder than normal fourth quarter of 1995 and the unusually warm
fourth quarter of 1994. Year-to-date withdrawals from gas in
storage reflected a weighted average cost of gas ("WACOG") that was
18% lower than the same period in 1995. In addition, the injection
WACOG during the second quarter of 1996 was 41% higher than the
same period in 1995. Cash flow from operations in the first six
month's of 1996 did not benefit from the one-time pipeline refunds
which were received in the comparable period of 1995. Such refunds
were ultimately returned to customers during the latter half of
1995. Increased net income in the first six months of 1996
partially offset decreases in cash flow from operations during this
period.
In July 1995, in order to finance the acquisition of Hypro, a
subsidiary of the Company entered into a $65 million bridge
financing agreement maturing in July 1996 that was guarantied by
the Company. The subsidiary subsequently transferred the debt to
Hypro. At June 30, 1996, total principal of $27 million remains
outstanding under this borrowing. In July 1996, the maturity date
was extended to July 1997.
Capital expenditures for the six months ended June 30, 1996
amounted to $20.4 million and additional capital expenditures of
$39 million are expected for the remainder of 1996.
There will be a need for additional short-term borrowing during the
third and fourth quarters of 1996 to finance working capital needs
primarily related to gas purchased for injection into storage and
accounts receivable. The Company has existing lines of credit to
satisfy these working capital needs.
9
On July 24, 1996, the directors of the Company authorized an
increase in the Company's per share common stock dividend to $0.42
per quarter ($1.68 per share on an annual basis). The first
quarterly payment at the new amount will be made August 30, 1996
to shareholders of record on August 9, 1996.
Regulatory Matters
- ------------------
Wisconsin Gas voluntarily reduced its base rates by $1.5 million
and $3.0 million on an annualized basis effective August 1, 1995,
and November 1, 1995, respectively. With these reductions,
Wisconsin Gas' rates recover $4.5 million per year less than the
maximum margin allowed by the PSCW's November 1994 rate order.
Wisconsin Gas has the ability to raise or lower margin rates within
a specified range on a quarterly basis.
On June 27, 1996, the PSCW approved a Wisconsin Gas proposal to
conduct a two year pilot program ("Gas Advantage"), beginning
November 1, 1996, to test the introduction of competition to 1,200
small commercial and 1,000 residential customers. Customers who
enroll in the pilot will have the ability to choose the supplier
of natural gas from various gas marketers under an open market
concept. Wisconsin Gas will continue to distribute the gas to
participating customers at the same margin rate it charges for
bundled sales services. Wisconsin Gas will bill the gas marketers
for transporting natural gas to the customers. Customers will
receive their monthly bills from the marketers. The Gas Advantage
program is designed to enhance competition by enabling customers
to compare services and prices available from Wisconsin Gas and
third party marketers.
On July 2, 1996, the PSCW indicated in open meeting discussions
that they wanted to move away from the dollar-for-dollar recovery
of gas costs that occurs under the current purchased gas adjustment
clause mechanism. The Commissioners agreed not to place
restrictions on which gas cost recovery mechanisms ("GCRM") local
distribution companies ("LDC") could use and agreed not to require
LDC's to use the same mechanism. Under the GCRM, the utility will
assume the risk of under-recovering its gas and interstate capacity
costs but will have the opportunity to earn incentives if it keeps
its costs below the established benchmark levels. The Company
expects that the earliest that it could file and obtain approval
for a GCRM would be the second quarter of 1997.
10
WICOR, INC.
Consolidated Statements of Income (Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
---------------------- ----------------------
1996 1995 1996 1995
---------- ---------- ---------- ----------
(Thousands of Dollars) (Thousands of Dollars)
Operating Revenues:
Energy......................... $ 112,316 $ 93,986 $ 335,271 $ 286,469
Manufacturing.................. 115,284 85,213 221,076 162,034
---------- ---------- ---------- ----------
227,600 179,199 556,347 448,503
---------- ---------- ---------- ----------
Operating Costs and Expenses:
Cost of gas sold............... 74,443 58,120 211,768 173,273
Manufacturing cost of sales.... 82,761 62,446 158,599 118,237
Operations and maintenance..... 45,960 40,711 95,427 86,679
Depreciation and amortization.. 8,771 7,171 17,438 14,262
Taxes, other than income taxes. 2,365 2,295 4,872 4,748
---------- ---------- ---------- ----------
214,300 170,743 488,104 397,199
---------- ---------- ---------- ----------
Operating Income ................ 13,300 8,456 68,243 51,304
---------- ---------- ---------- ----------
Interest Expense................. (4,489) (4,147) (9,072) (8,869)
Other Income and (Expenses)...... 397 362 427 2,076
---------- ---------- ---------- ----------
Income Before Income Taxes....... 9,208 4,671 59,598 44,511
Income Tax Provision............. 3,556 1,993 22,997 17,044
---------- ---------- ---------- ----------
Net Income....................... $ 5,652 $ 2,678 $ 36,601 $ 27,467
========== ========== ========== ==========
Per Share of Common Stock:
Income Per Common Share........ $ 0.31 $ 0.16 $ 2.00 $ 1.62
========== ========== ========== ==========
Cash Dividends Per Common Share $ 0.41 $ 0.40 $ 0.82 $ 0.80
========== ========== ========== ==========
Average Common Shares
Outstanding (Thousands)....... 18,365 16,939 18,332 16,936
The accompanying notes are an integral part of these statements.
11
WICOR, INC.
Consolidated Balance Sheets
June 30,
1996 December 31,
(Unaudited) 1995
------------- ------------
(Thousands of Dollars)
Assets
- ------
Current Assets:
Cash and cash equivalents......................... $ 51,831 $ 20,380
Accounts receivable, less allowance for
doubtful accounts of $13,874 and $10,343,
respectively.................................... 151,533 132,203
Accrued utility revenues.......................... 8,454 48,847
Manufacturing inventories......................... 66,280 68,236
Gas in storage, at weighted average cost.......... 20,627 24,117
Deferred income taxes............................. 20,315 20,256
Prepayments and other............................. 15,916 14,990
------------- ------------
334,956 329,029
Property, Plant and Equipment (less accumulated ------------- ------------
depreciation of $461,380 and $440,942,
respectively)................................... 433,651 436,040
------------- ------------
Deferred Charges and Other:
Regulatory assets................................. 103,209 104,145
Goodwill.......................................... 62,678 61,096
Prepaid pension costs............................. 35,242 33,073
Systems development costs......................... 25,929 28,868
Other............................................. 17,095 16,263
------------- ------------
244,153 243,445
------------- ------------
$ 1,012,760 $ 1,008,514
============= ============
The accompanying notes are an integral part of these statements.
12
WICOR, INC.
Consolidated Balance Sheets
June 30,
1996 December 31,
(Unaudited) 1995
------------- ------------
(Thousands of Dollars)
Liabilities and Capitalization
- ------------------------------
Current Liabilities:
Accounts payable.................................. $ 60,552 $ 63,920
Refundable gas costs ............................. 58,165 34,347
Short-term borrowings............................. 51,958 106,377
Current portion of long-term debt................. 4,904 6,836
Accrued taxes..................................... 10,717 6,940
Accrued payroll and benefits...................... 20,187 16,340
Other............................................. 18,127 19,638
------------- ------------
224,610 254,398
------------- ------------
Deferred Credits and Other:
Postretirement benefit obligation................. 67,046 67,306
Regulatory liabilities............................ 63,627 64,896
Deferred income taxes............................. 39,604 39,282
Accrued environmental remediation costs........... 36,268 36,381
Unamortized investment tax credit................. 7,377 7,724
Other............................................. 20,548 18,548
------------- ------------
234,470 234,137
------------- ------------
Capitalization:
Long-term debt.................................... 182,881 174,713
Common stock...................................... 18,383 18,237
Other paid-in capital............................. 223,045 219,133
Retained earnings ................................ 135,060 113,491
Unearned compensation - ESOP and restricted stock. (5,689) (5,595)
------------- ------------
553,680 519,979
------------- ------------
$ 1,012,760 $ 1,008,514
============= ============
The accompanying notes are an integral part of these statements.
13
WICOR, INC.
Consolidated Statement of Cash Flows (Unaudited)
(Thousands of Dollars)
Six Months Ended
June 30,
-----------------------
1996 1995
---------- ----------
Operations:
Net income.......................................... $ 36,601 $ 27,467
Adjustments to reconcile net income to net
cash flows:
Depreciation and amortization..................... 27,879 23,854
Deferred income taxes............................. 216 301
Change in:
Receivables..................................... 21,242 23,835
Manufacturing inventories....................... 2,280 (1,541)
Gas in storage.................................. 3,490 23,582
Other current assets............................ (1,175) (751)
Accounts payable................................ (3,538) (7,991)
Refundable gas costs............................ 23,818 32,506
Accrued taxes................................... 4,116 (435)
Accrued payroll and benefits.................... 3,067 2,818
Other current liabilities....................... (1,511) (3,335)
Other non-current assets and liabilities, net... (4,142) 4,589
---------- ----------
112,343 124,899
Investment Activities: ---------- ----------
Capital expenditures.............................. (20,439) (24,852)
Proceeds from sale of investment.................. 318 5,099
Other ............................................ 83 210
---------- ----------
(20,038) (19,543)
Financing Activities: ---------- ----------
Change in short-term borrowings................... (52,091) (90,794)
Reduction in long-term debt ...................... (4,182) (4,289)
Issuance of long-term debt........................ 7,693 6
Issuance of common stock ......................... 2,759 577
Dividends paid on common stock, less
amounts reinvested ............................ (15,033) (13,550)
---------- ----------
(60,854) (108,050)
---------- ----------
Change in Cash and Cash Equivalents................... 31,451 (2,694)
Cash and Cash Equivalents at Beginning of Period...... 20,380 35,138
---------- ----------
Cash and Cash Equivalents at End of Period............ $ 51,831 $ 32,444
========== ==========
The accompanying notes are an integral part of these statements.
14
Notes to Consolidated Financial Statements (Unaudited):
- -------------------------------------------------------
1) At June 30, 1996 WICOR had borrowings of $17.8 million under
total unsecured lines of credit of $204.7 million with
several banks. The Company reclassified $9.0 million of
commercial paper and $5.6 million of borrowings under lines
of credit as long-term debt as of June 30, 1996.
A total of $7.2 million of commercial paper, classified as
short-term debt, was outstanding as of June 30, 1996 at a
weighted average interest rate of 5.6%.
2) For purposes of the Consolidated Statements of Cash Flows,
income taxes paid, net of refunds, and interest paid
(excluding capitalized interest) were as follows:
For the six months
ended June 30,
----------------------
1996 1995
---------- ----------
(Thousands of Dollars)
Income taxes paid $ 20,252 $ 18,606
Interest paid $ 8,487 $ 9,134
15
Part II - Other Information
- ---------------------------
Item 4. Submission of Matters to a Vote of Security Holders
- -----------------------------------------------------------
At the Company's annual meeting of shareholders held on April 25,
1996, Jere D. McGaffey, Thomas F. Schrader and Stuart W. Tisdale
were elected as directors of the Company for terms expiring in
1999. The following table sets forth certain information with
respect to the election of directors at the annual meeting:
Shares Withholding
Name of Nominee Shares Voted For Authority
- -------------------- ---------------- ------------------
Jere D. McGaffey 14,674,317 149,843
Thomas F. Schrader 14,686,620 137,540
Stuart W. Tisdale 14,674,888 149,272
The following table sets forth the other directors of the Company
whose terms of office continued after the 1996 annual meeting:
Year in Which
Name of Director Term Expires
- ------------------------- --------------
Willie D. Davis 1997
Guy A. Osborn 1997
William B. Winter 1997
Wendell F. Bueche 1998
Daniel F. McKeithan, Jr. 1998
George E. Wardeberg 1998
Essie M. Whitelaw 1998
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(a) Exhibits
4.1 Loan Agreement Amendment effective July 11, 1996,
by and among Hypro Corporation and Citibank, N.A.,
Firstar Bank Milwaukee, N.A., Harris Trust and
Savings Bank and M&I Marshall & Illsley Bank and
Citibank, N.A. as agent.
4.2 Securities Loan Agreement, effective June 22, 1996,
among Citibank, N.A. and Sta-Rite Industries.
27 Financial data schedule (EDGAR version only).
(b) Reports on Form 8-K - There were no reports on Form 8-K
filed by the Company during the second quarter of 1996.
16 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 thereunto duly authorized.
WICOR, INC.
Dated: July 30, 1996 By: /s/ Joseph P. Wenzler
--------------------------
Joseph P. Wenzler
Vice President, Treasurer
and Chief Financial Officer
17
WICOR, Inc.
Exhibit Index - Form 10-Q
Exhibit No. Exhibit
- ----------- ------------------------------------------
4.1 Loan Agreement Amendment effective July 11,
1996, by and among Hypro Corporation and
Citibank, N.A., Firstar Bank Milwaukee,
N.A., Harris Trust and Savings Bank and M&I
Marshall & Illsley Bank and Citibank, N.A.
as agent.
4.2 Securities Loan Agreement, effective June
22, 1996, among Citibank, N.A. and Sta-Rite
Industries.
27 Financial data schedule (EDGAR version
only).