Exhibit index
is on Page 12
UNITED STATES
SECURITIES & 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 September 30, 1995, 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 No. 1-5375
TECHNITROL, INC.
(Exact name of registrant as specified in Charter)
PENNSYLVANIA 23-1292472
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
1210 Northbrook Drive, Suite 385
Trevose, Pennsylvania 19053
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including
area code: 215-355-2900
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
the filing requirements for at least the past 90 days. YES X NO
--- ---
Common Stock - Shares Outstanding as of October 20, 1995: 7,832,835
Page 1 of 13
TECHNITROL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 1995 and December 31, 1994
(in thousands of dollars)
Assets Sept. 30, 1995 Dec. 31, 1994
- -------------------------------------------------------------------------------
Current assets:
Cash and cash equivalents $ 30,136 $ 8,716
Receivables:
Trade 34,861 22,614
Other 395 139
Inventories:
Finished goods 9,851 5,471
Work in process 9,986 8,420
Raw materials and supplies 14,328 7,823
-------- -------
Total inventories 34,165 21,714
Prepaid expenses 2,349 851
-------- -------
Total current assets 101,906 54,034
-------- -------
Property, plant and equipment 79,806 55,180
Less accumulated depreciation 34,304 30,809
-------- -------
Net property, plant and equipment 45,502 24,371
Deferred income taxes 3,241 2,409
Excess of cost over net assets acquired 11,148 2,320
Other assets 2,351 1,621
-------- -------
$164,148 $84,755
======== =======
Liabilities and Shareholders' Equity
- ------------------------------------------------------------------------------
Current liabilities:
Current installments of long-term debt $ 2,165 $ 22
Short-term debt -- 756
Accounts payable 5,733 5,841
Income taxes payable 4,418 1,916
Dividends payable 783 572
Accrued payroll 5,496 3,118
Current portion of accrued pension expense 1,651 1,651
Amounts due to former shareholders of
Pulse (See Note 2) 21,536 --
Other accrued expenses 15,187 7,060
-------- -------
Total current liabilities 56,969 20,936
Long-term liabilities:
Long-term debt, excluding current installments 19,965 15,124
Accrued pension expense 4,038 2,938
Other long-term liabilities 1,638 --
Shareholders' equity:
Common stock 1,341 1,118
Additional paid-in capital 36,842 4,329
Retained earnings 49,344 45,923
-------- -------
87,527 51,370
Cumulative translation adjustment (692) (480)
Less: Cost of treasury stock (4,532) (4,573)
Unearned compensation under stock
award plan (765) (560)
-------- -------
Total shareholders' equity 81,538 45,757
-------- -------
$164,148 $84,755
======== =======
See accompanying Notes to Consolidated Financial Statements, including Note 2
regarding the acquisition of Pulse Engineering, Inc.
Page 2 of 13
TECHNITROL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands of dollars)
Three Months Nine Months
Ended Sept. 30 Ended Sept. 30
-------------------- -------------------
1995 1994 1995 1994
- -------------------------------------------------------------------------------
1. Net sales $35,940 $36,591 $115,377 $109,367
2. Costs and expenses
a) Cost of goods sold 26,333 26,606 83,423 79,615
b) Selling, general and
administrative expenses 7,268 6,619 23,249 20,837
------- ------- -------- --------
Total costs and expenses 33,601 33,225 106,672 100,452
------- ------- -------- --------
3. Operating profit 2,339 3,366 8,705 8,915
4. Other income (expense)
Interest (304) (210) (852) (681)
Other 203 (151) 107 (138)
------- ------- -------- --------
Total other income (expense) (101) (361) (745) (819)
------- ------- -------- --------
5. Earnings before taxes 2,238 3,005 7,960 8,096
6. Income taxes 565 1,121 2,575 3,100
------- ------- -------- --------
7. Net earnings $ 1,673 $ 1,884 $ 5,385 $ 4,996
======= ======= ======== ========
8. Weighted average common shares
outstanding 6,042,000 6,016,000 6,042,000 6,016,000
9. Earnings per share $ .28 $ .31 $ .89 $ .83
10. Dividends declared per share $ .10 $ .095 $ .295 $ .282
Dollar amounts are in thousands except for earnings per share and dividends
per share.
See accompanying Notes to Consolidated Financial Statements, including Note 2
regarding the acquisition of Pulse Engineering, Inc.
Page 3 of 13
TECHNITROL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended September 30, 1995 and 1994
(In thousands of dollars)
Sept. 30, Sept. 30,
1995 1994
- -------------------------------------------------------------------------------
Cash flows from operating activities:
Net earnings $ 5,385 $ 4,996
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation and amortization 4,114 3,727
Gain on disposal of equipment 50 --
Changes in assets and liabilities net of effect
of acquisitions:
(Decrease) in income taxes payable (426) (170)
Increase (decrease) in accounts payable and
accrued expenses (389) 2,875
(Increase) decrease in accounts receivable 621 (4,351)
(Increase) in inventories (4,253) (3,174)
(Increase) decrease in prepaid expenses (557) 355
(Increase) decrease in other non-current assets 7 (761)
Other, net (258) (27)
------- -------
Net cash provided by operating activities 4,294 3,470
------- -------
Cash flows from investing activities:
Acquisition of capital stock of the Fil-Mag Group,
net of cash acquired -- (8,805)
Cash acquired net of cash paid for acquisition of
Pulse Engineering (See Note 2) 16,658 --
Capital expenditures, exclusive of acquired businesses (4,046) (2,350)
Proceeds from sale of property, plant and equipment 17 --
------- -------
Net cash provided by (used in) investing activities 12,629 (11,155)
------- -------
Cash flows from financing activities:
Dividends paid (1,751) (1,683)
Repayment of Fil-Mag Group funded indebtedness -- (1,014)
Proceeds of long-term debt 9,000 10,000
Principal payments of long-term debt (2,006) (17)
Net repayment of short-term debt (769) (1,501)
------- -------
Net cash provided (used) by financing activities 4,474 5,785
------- -------
Net effect of exchange rate changes on cash 23 118
Net increase (decrease) in cash and cash equivalents 21,420 (1,782)
Cash and cash equivalents at beginning of year 8,716 7,721
------- -------
Cash and cash equivalents at September 30 $30,136 $5,939
------- -------
See accompanying Notes to Consolidated Financial Statements, including Note 2
regarding the acquisition of Pulse Engineering, Inc.
Page 4 of 13
TECHNITROL, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Accounting Policies
For a complete description of the accounting policies of Technitrol, Inc.
and its consolidated subsidiaries ("the Company"), refer to Note 1 to the
financial statements included in the Company's Form 10-K filed for the year
ended December 31, 1994.
Reclassifications
Certain amounts in the 1994 financial statements have been reclassified to
conform with the current year's presentation.
(2) Acquisition
On September 29, 1995, the Company completed the acquisition of Pulse
Engineering, Inc. ("Pulse"), pursuant to an Agreement and Plan of Merger, dated
as of May 23, 1995. As a result of the merger, Pulse became a wholly-owned
subsidiary of the Company. Pulse, headquartered in San Diego, California, and
with operations in Hong Kong, the People's Republic of China and Ireland,
designs, manufactures and markets electronic components and modules primarily
for manufacturers of local area networks and telecommunications systems.
The total purchase price approximates $61.5 million and consists of cash
due to the former Pulse stockholders, stock issued to the former Pulse
stockholders, stock options assumed, and related acquisition costs. The
purchase price was arrived at pursuant to arms-length negotiations taking into
account all pertinent factors including, but not limited to, the nature,
monetary and strategic value of the assets being acquired, business prospects
of Pulse and the synergies of Pulse with the existing operations of the
Electronic Products Segment of the Company. The fair value of the assets
acquired and liabilities assumed approximated $66.5 million and $14.0 million,
respectively. The excess of cost over net assets acquired approximated $9.0
million and will be amortized over 15 years.
Approximately 1,785,000 shares of Technitrol common stock at a fair market
value of $16.375 per share were issued to former holders of Pulse common stock.
In addition, all outstanding options to purchase Pulse common stock were
assumed by the Company. Approximately 269,000 shares of Technitrol common
stock are issuable upon exercise of such options. Except for approximately
33,000 options which are not yet vested, all assumed options are currently
exercisable at prices ranging from $1.73 to $15.61. The options have various
expiration dates, the latest of which is in April 2001. The shares issued and
the options outstanding were excluded from the weighted average shares
outstanding used for calculating earnings per share for the period ended
September 30, 1995, since they were issued on the last day of the period and,
therefore, the effect on earnings per share was immaterial. The cash
consideration included approximately $21.5 million paid to the former holders
of Pulse common stock and approximately $1.5 million of transactions costs.
Prior to September 30, 1995, approximately $5.0 million of cash was paid in
connection with the acquisition including the purchase of a warrant for 655,489
shares of Pulse common stock in May 1995. On or about October 12, 1995, an
additional $21.5 million was paid to the former shareholders of Pulse common
stock.
Page 5 of 13
TECHNITROL, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements, continued
(2) Acquisitions (continued)
In conjunction with the Pulse acquisition, Technitrol established a credit
facility with a group of banks (Corestates Bank, N.A., as Agent, Midlantic
Bank, N.A. and Meridian Bank, N.A.) which authorizes Technitrol to borrow up to
$50 million on an unsecured basis. Technitrol has used approximately $18
million of this credit facility to refinance existing indebtedness and
approximately $4 million of the credit facility to partially fund the cash
portion of the merger consideration.
The acquisition has been accounted for by the purchase method of
accounting. Had Pulse been acquired on January 1, 1994, unaudited consolidated
pro forma results of operations would have been (in thousands, except for
earnings per share):
Nine Months Ended Nine Months Ended
Sept. 30, 1995 Sept. 30, 1994
----------------- -----------------
Sales $191,062 $158,315
Net earnings $12,870 $162
Earnings per share $1.61 $0.02
This unaudited information is provided for comparative purposes only. It
does not purport to be indicative of the results that actually would have
occurred if the acquisition had been consummated on the date indicated or which
may be obtained in the future. The pro forma earnings per share amounts
include the effect of shares issued and stock options assumed in connection
with the merger. The per share amounts shown in the Consolidated Financial
Statements for September 30, 1995 exclude the effect of these shares since they
were issued on the last day of the period and had an immaterial effect on
earnings per share for the period presented.
(3) Shareholders' Equity
On August 3, 1994, the Company's Board of Directors approved a three-for-
one split of the Company's common stock in the form of a 200% common stock
dividend for shareholders of record as of August 18, 1994. A total of
5,962,640 shares were issued in connection with the split. The stated par
value of each share was not changed from $.125. A total of $745,000 was
reclassified from the Company's retained earnings account to the Company's
common stock account.
(4) Supplemental Disclosure of Non-cash Transactions
During the nine months ending September 30, 1995 and 1994, the Company
issued to employees stock pursuant to the Company's Restricted Stock Plan
having a fair value of $406,000 and $469,000, respectively.
Page 6 of 13
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The results for the three months and nine months ended September 30, 1995
have been prepared by Technitrol's management without audit or participation by
its independent auditors. In the opinion of management, the financial
statements fairly present the results of Technitrol's operations for the period
presented and the consolidated balance sheet at September 30, 1995. To the
best knowledge and belief of Technitrol, all normal recurring accruals and
adjustments have been made to properly reflect income and expenses attributable
to this period.
Liquidity and Capital Resources
On September 29, 1995, the Company completed its acquisition of Pulse
which is now a wholly-owned subsidiary of Technitrol, Inc. Since the
acquisition took place on the last working day of the third quarter,
Technitrol's September 30, 1995 Consolidated Balance Sheet includes that of
Pulse.
The Company's cash and cash equivalents totaled $30.1 million at September
30, 1995; however, $21.5 million in cash was then payable to the previous
shareholders of Pulse and therefore treated as a current liability. This
amount was subsequently paid in October 1995. Consolidated working capital was
$44.9 million at the end of the third quarter.
Year-to-date cash flow from operating activities (which exclude the effect
of the acquisition of Pulse) provided net cash of $4.3 million. Contributing
to the positive cash flow were net earnings of $5.4 million and depreciation
plus amortization of $4.1 million. Receivables and payables decreased as a
result of sales decreasing in the third quarter. Inventories have increased by
$4.3 million since the end of 1994, primarily in the Metallurgical Products
Segment where customers continue to move toward "just in time" deliveries. In
addition, prepaid expenses increased by $.6 million through September. This
increase included the effect of tool and die expenditures within the
Metallurgical Products Segment which have not yet been fully amortized.
Cash provided by investing activities was $12.6 million through September.
Of that total, $16.7 million was the net amount received from the acquisition
of Pulse. This amount represents the total cash acquired of $21.7 million less
$5.0 million paid prior to September 30, 1995 for Pulse warrants.
Additionally, $21.5 million was used for cash payments made in October to
previous Pulse shareholders. Separately, capital expenditures totaled $4.0
million for the nine months ending September 30.
Year-to-date financing activities provided $4.5 million, consisting of net
incremental borrowings of $6.2 million through September 1995 less the year-to-
date dividend payments of $1.8 million.
On September 29, 1995, the Company established a credit facility with a
group of banks (Corestates Bank, N.A., as agent, Midlantic Bank, N.A. and
Meridian Bank, N.A.) which authorizes Technitrol to borrow up to $50 million on
an unsecured basis. The Company has used approximately $18 million of the
credit facility to finance existing indebtedness, and approximately $4 million
of the credit facility to partially fund the cash portion of the merger
consideration. The Company believes that cash generated from operations
together with funds available under the line of credit will be sufficient for
Technitrol's foreseeable cash needs.
Page 7 of 13
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (continued)
Liquidity and Capital Resources (continued)
Recent balance sheet composition has been:
September 30, December 31, September 30,
1995 1994 1994
------------- ------------ -------------
Cash & cash equivalents 18%(a) 10% 7%
Other current assets 44% 53% 55%
Plant, property & equipment 28% 29% 30%
Other assets 10% 8% 8%
---- ---- ----
Total 100% 100% 100%
==== ==== ====
Current liabilities 34%(a) 25% 23%
Long-term liabilities 16% 21% 23%
Shareholders' equity 50% 54% 54%
---- ---- ----
Total 100% 100% 100%
==== ==== ====
(a) Includes cash due to former holders of Pulse common stock.
Results of Operations
As noted above, the Company completed its acquisition of Pulse on
September 29, 1995. Additional financial information regarding the acquisition
of Pulse is included in Note 2 of the Consolidated Financial Statements
contained elsewhere in this Form 10-Q. The Company's Consolidated Statements
of Earnings do not include the results of Pulse, but will for the fourth
quarter of 1995 and beyond. Pulse's profitability continued to improve during
the most recent quarter, which included positive cash flow and incremental
income on sales of more than $26 million. Pulse's backlog at September 30,
1995 was $26.1 million.
For the three months ended September 30, 1995 and 1994:
Third quarter 1995 sales decreased slightly to $35,940,000 from
$36,591,000 in the comparable prior year period. In addition to a slight
decrease in the quarterly sales of the Electronic Products Segment, the
Metallurgical Products Segment experienced softening demand during the second
and third quarters which contributed to the third quarter sales decrease. In
particular, the domestic markets of Advanced Metallurgy, Inc. ("AMI") began to
soften during the second quarter while third quarter demand for products of
Chace Precision Metals, Inc. ("Chace") also declined. Quarterly sales of the
End User/Finished Products Segment increased from the 1994 level. Sales
increases occurred at John Chatillon and Sons, Inc. ("Chatillon") and at Lloyd
Instruments, Ltd. ("Lloyd"). Causes of Chatillon's sales increase included
incremental export sales (which benefited from favorable relationships between
the U.S. dollar and certain foreign currencies) and additive sales of force
measurement products as a result of recent product development efforts.
Lloyd's sales increase included sales in Germany attributable to the Erichsen
product line which was acquired in November 1994.
Page 8 of 13
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (continued)
Results of Operations (continued)
Excluding Pulse, the Company's September backlog was $27.6 million,
compared to $27.1 million at September 30, 1994 and $28.7 million at December
31, 1994. Third quarter bookings approximated sales for the Electronic
Products Segment, while quarterly sales exceeded bookings for the End
User/Finished Products Segment. The latter was primarily caused by weak
domestic demand for the currency counters and dispensers of the Products
Division. Third quarter sales also exceeded bookings for the Metallurgical
Products Segment, particularly at Chace.
Third quarter 1995 gross profits of the Electronics Products Segment
approximated those of 1994. Gross profits for the quarter increased within the
Fil-Mag Group while the Components Division experienced a decline. That
decline was caused by the recent softness in domestic demand for that
Division's products. Proportionately more profit was earned by certain
offshore entities of the Fil-Mag Group at lower effective tax rates than the
domestic entities within the Segment, more than offsetting the after-tax
decrease in domestic earnings.
Within the Metallurgical Products Segment, both AMI and Chace experienced
significant decreases in quarterly gross profits versus the comparable prior
year period with the majority of the Segment's gross profit decline occurring
at AMI. The decline in sales combined with increased price competition and
rapidly escalating raw material costs (particularly in the metals markets),
negatively impacted operations and profitability. Increased emphasis on
manufacturing efficiencies, overhead reduction and a partial pass through of
raw material cost increases have been instituted by management. Significant
attention will continue to be placed on this Segment in the near term.
Third quarter profits improved from year-to-year in the End User/Finished
Products Segment. Chatillon and Lloyd each earned incremental profits on the
additive sales activity described above.
Selling, general and administrative expenses for the quarter increased to
$7,268,000 or 20.2% of sales as compared to $6,619,000 or 18.1% of sales in the
comparable 1994 period. Selling and marketing expenses increased due
principally to the increase in sales activity within the End User/Finished
Products Segment. General and administrative expenses also increased from
year-to-year, with Lloyd incurring incremental expenses associated with the
Erichsen product line.
Net interest expense increased to $304,000 for the quarter, up from
$210,000 in the comparable prior year period. The increase reflected interest
paid on $5 million of incremental borrowing which was used during the second
quarter to purchase stock warrants of Pulse. That debt remained outstanding
through the third quarter.
The effective tax rate decreased significantly for the quarter, to 25.2%
in 1995 from 37.3% in 1994. The decrease was caused by proportionately more
taxable income earned by the Company's offshore operating units, including
certain Fil-Mag Group and Lloyd entities, which generally incur lower tax rates
than those experienced by the Company's domestic operations.
Net earnings of $1,673,000, or $.28 per share, in the third quarter of
1995 compared to $1,884,000, or $.31 per share, earned in the third quarter of
1994.
Page 9 of 13
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (continued)
Results of Operations (continued)
For the nine months ended September 30, 1995 and 1994:
Sales for the first nine months of 1995 totaled $115.4 million, an
increase of 5.5% over the $109.4 million sold in the comparable period of 1994.
Year-to-date sales increases were realized by the Electronic Products Segment
and the End User/Finished Products Segment, however, a sales decrease occurred
in the Metallurgical Products Segment. The latter reflected the softening
demand within the markets of AMI and Chace. The Electronic Products Segment
continued to experience incremental Fil-Mag Group sales in excess of the
current year's decrease in sales of the Components Division. While that
Division's domestic markets remain weak, the backlog for the overall Segment
remains strong.
The Electronic Products Segment's improved gross profit for the first nine
months reflected an increase in Fil-Mag Group sales exceeding a decrease in the
sales of the Company's Components Division. Year-to-date gross profits for the
total Segment increased from prior year levels, as did operating profits.
After tax earnings of the segment benefited from the favorable offshore
effective tax rates of certain entities within the Fil-Mag Group relative to
that of the domestic Components Division.
The Metallurgical Products Segment's year-to-date sales decreased from the
comparable prior year period due to the decline in shipments of AMI. While
year-to-date sales increased at Chace, year-to-date gross profits and operating
profits of the Segment declined. The majority of the decline occurred at AMI,
where the softening demand combined with increased price competition and
rapidly escalating raw material costs (particularly in the metals market during
the third quarter) to negatively impact operations and profitability.
Year-to-date End User/Finished Products Segment sales increased primarily
as a result of Lloyd's year-to-date shipments exceeding the quantities shipped
during the comparable 1994 period. A portion of that increase was due to
Lloyd's increased sales in Germany attributable to the November 1994
acquisition of the Erichsen product line. Profits for this Segment increased
from the comparable prior year period, due principally to Lloyd's overall
profit improvements.
Total selling, general and administrative expenses of $23.2 million
through September of 1995 increased to 20.2% of sales from 19.1% of sales after
nine months of 1994. Increased sales resulted in increased selling and
marketing expenses, which rose by approximately $1.7 million for the year-to-
date period. Separately, Lloyd's general and administrative expenses increased
by approximately $700,000 due to incremental costs associated with greater
levels of business activity plus the Erichsen product line which was acquired
in November 1994.
Net interest expense increased to $852,000 through September, up from that
of the comparable period year period. The increase reflected interest paid on
$5 million of incremental borrowing as noted above.
The year-to-date effective tax rates were 32.3% in 1995 and 38.3% in 1994.
The decrease was caused by proportionately more taxable income earned by the
Company's offshore operating units, including certain Fil-Mag and Lloyd
entities, which generally incur lower tax rates than those experienced by
Technitrol's domestic operating units.
Net earnings of $5,385,000, or $.89 per share, were realized through
September 1995, as compared with $4,996,000, or $.83 per share, earned during
the same period in 1994.
Page 10 of 13
PART II. OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS NONE
ITEM 2 CHANGES IN SECURITIES NONE
ITEM 3 DEFAULTS UPON SENIOR SECURITIES NONE
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On September 27, 1995, a Special Meeting of Shareholders was held
where an Agreement and Plan of Merger dated May 23, 1995, between
Technitrol, Teco Sub, Inc. and Pulse Engineering, Inc. was approved
and adopted. In addition, an amendment to the Registrant's Articles
of Incorporation was approved and adopted which increased the number
of authorized shares of Technitrol common stock from 10,000,000 shares
to 30,000,000 shares. The results of the votes were as follows:
For Against Abstain
--------- ------- -------
Plan of Merger 3,918,561 17,700 9,960
Amendment to Articles
of Incorporation 4,267,050 331,419 13,860
ITEM 5 OTHER INFORMATION NONE
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
The Exhibit Index is on page 12.
(b) Reports
A report on Form 8-K dated September 29, 1995 was filed on October
13, 1995 with respect to information regarding the acquisition of
Pulse Engineering, Inc. as set forth above under "Part I - Item 1,
Notes to Consolidated Financial Statements, Acquisition."
Page 11 of 13
EXHIBIT INDEX
DOCUMENT
2. Agreement and Plan of Merger Incorporated by reference from the
Registrant's Registration
Statement on Form S-4 (No. 33-
61965)
4. Instruments defining rights of Incorporated by reference from
security holders Form 10-K for the year ended
December 31, 1982.
10.1 Pulse Engineering, Inc. 1991 Long- Incorporated by reference from the
Term Incentive Stock Option Plan Registrant's Registration
Statement on Form S-8 (No. 33-
63203)
10.2 Pulse Engineering, Inc. Board of
Directors Stock Option Plan Same as above.
10.3 Pulse Engineering, Inc. Senior
Management Stock Option Plan Same as above.
10.4 Pulse Engineering, Inc. Non qualified
Stock Option Plan Same as above.
27. Financial Data Schedule Electronic Filing Only
- -------------------------------------------------------------------------------
Page 12 of 13
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.
TECHNITROL, INC.
---------------------------------------
(Registrant)
November 1, 1995 /s/Albert Thorp, III
- ----------------------------------- ---------------------------------------
(Date) Albert Thorp, III
Vice President - Finance, Treasurer
and Chief Financial Officer
November 1, 1995 /s/Drew A. Moyer
- ----------------------------------- ---------------------------------------
(Date) Drew A. Moyer
Corporate Controller, Assistant
Treasurer and Principal Accounting
Officer
Page 13 of 13