FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
----------------------------------
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
- - ----- SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1994
----------------------------------------
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 1-168
AMETEK, INC.
- - --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 13-4923320
- - --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Station Square, Paoli, Pennsylvania 19301
- - --------------------------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code 610-647-2121
----------------
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
----- -----
The number of shares of the issuer's common stock outstanding as of the
latest practicable date was:
Common Stock, $.01 Par Value, outstanding at July 31, 1994. . .
35,083,042 Shares
PART I. FINANCIAL INFORMATION
-----------------------------
Item 1. Financial Statements
- - ------- --------------------
AMETEK, INC.
------------
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
(Unaudited)
(Dollars in thousands except per-share amounts)
Three months ended June 30, Six months ended June 30,
---------------------------- ----------------------------
1994 1993 1994 1993
------------ ------------ ------------ ------------
Net sales $209,726 $186,820 $408,999 $373,934
---------- ---------- ---------- ----------
Expenses:
Cost of sales (excluding
depreciation) 160,563 146,068 315,282 290,696
Selling, general and
administrative 20,747 20,401 41,010 40,212
Depreciation 6,998 7,022 13,815 14,278
Resizing charges - 700 (a) - 3,605 (a)
---------- ---------- ---------- ----------
188,308 174,191 370,107 348,791
---------- ---------- ---------- ----------
Operating income 21,418 12,629 38,892 25,143
Other income (expenses):
Interest expense (5,165) (4,505) (10,197) (9,093)
Other, net (123) 1,876 1,652 3,598
---------- ---------- ---------- ----------
Income before income taxes 16,130 10,000 30,347 19,648
Provision for income taxes 6,461 3,778 11,871 7,330
---------- ---------- ---------- ----------
Income before extraordinary
item and cumulative effect
of accounting change 9,669 6,222 18,476 12,318
Extraordinary loss on early
extinguishment of debt, net
of taxes (Note 5) - - (11,810) -
Cumulative effect of
accounting change, net of
taxes (Note 4) - - 3,819 -
---------- ---------- ---------- ----------
Net income $9,669 $6,222 $10,485 $12,318
========== ========== ========== ==========
Earnings (loss) per share (Note 2):
Income before extraordinary
item and cumulative effect
of accounting change $0.27 $0.14 $0.47 $0.28
Extraordinary loss on early
extinguishment of debt
(Note 5) - - (0.30) -
Cumulative effect of
accounting change (Note 4) - - 0.10 -
---------- ---------- ---------- ----------
Net income $0.27 $0.14 $0.27 $0.28
========== ========== ========== ==========
Cash dividends paid per share $0.06 $0.17 $0.12 $0.34
========== ========== ========== ==========
Average common shares
outstanding 36,358,827 44,082,412 39,501,478 44,164,791
========== ========== ========== ==========
(a) Reclassified to conform to 1993 year-end presentation.
See accompanying notes.
2
AMETEK, INC.
------------
CONDENSED CONSOLIDATED BALANCE SHEET
------------------------------------
(Dollars in thousands)
June 30, December 31,
1994 1993
------------ ------------
(Unaudited)
ASSETS
- - ------
Current assets:
Cash and cash equivalents $67,005 $40,468
Marketable securities (Note 4) 9,066 44,191
Receivables, net 129,924 108,068
Inventories (Note 3) 93,810 91,894
Deferred income taxes 13,578 13,346
Other current assets 7,508 4,100
--------- ---------
Total current assets 320,891 302,067
--------- ---------
Property, plant and equipment 392,318 384,435
Less accumulated depreciation (211,237) (199,626)
--------- ---------
181,081 184,809
--------- ---------
Intangibles, investments and other assets (Note 4) 79,356 75,787
--------- ---------
Total assets $581,328 $562,663
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
- - -------------------------------------
Current liabilities:
Accounts payable $71,932 $54,374
Accruals 113,510 98,987
Short-term borrowings and current
portion of long-term debt (Note 5) 20,199 14,543
--------- ---------
Total current liabilities 205,641 167,904
Long-term debt (Note 5) 254,589 172,429
Deferred income taxes 29,113 27,948
Other long-term liabilities 28,103 29,056
Stockholders' equity (Note 6) 63,882 165,326
--------- ---------
Total liabilities and stockholders' equity $581,328 $562,663
========= =========
See accompanying notes.
3
AMETEK, INC.
------------
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
----------------------------------------------
(Unaudited)
(Dollars in thousands)
Six months ended June 30,
-------------------------------
1994 1993
------------ ------------
Cash provided by (used for):
Operating activities:
Net income $10,485 $12,318
Adjustments to reconcile net income to
net cash provided by operating activities:
Extraordinary loss on early extinguishment of debt 11,810 -
Cumulative effect of accounting change (3,819) -
Depreciation and amortization 17,466 18,030
Deferred income taxes 1,935 547
Net change in operating working capital 42,418 (871)
Other (973) (69)
--------- ---------
Total operating activities 79,322 29,955
--------- ---------
Investing activities:
Additions to property, plant and equipment (11,362) (18,781)
Proceeds from sale of investments and other assets 7,249 4,165
Purchase of businesses and investments (953) (9,085)
Decrease (increase) in marketable securities 6,940 (9,095)
--------- ---------
Total investing activities 1,874 (32,796)
--------- ---------
Financing activities:
Proceeds from issuance of long-term debt 306,000 -
Repayments of long-term debt (220,126) (1,627)
Debt prepayment premiums and debt issuance costs (29,368) -
Repurchases of common stock (110,217) (8,878)
Cash dividends paid (4,751) (15,059)
Other 3,803 982
--------- ---------
Total financing activities (54,659) (24,582)
--------- ---------
Increase (decrease) in cash and cash equivalents 26,537 (27,423)
Cash and cash equivalents:
As of January 1 40,468 59,138
--------- ---------
As of June 30 $67,005 $31,715
========= =========
See accompanying notes.
4
AMETEK, INC.
------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
June 30, 1994
-------------
(Unaudited)
Note 1 - Financial Statement Presentation
- - ------ --------------------------------
The accompanying consolidated financial statements are unaudited, but the
Company believes that all adjustments (which consist of normal recurring
accruals) necessary for fair presentation of the consolidated financial position
of the Company at June 30, 1994 and the consolidated results of its operations
and cash flows for the three and six-month periods ended June 30, 1994 and 1993
have been included. Quarterly results of operations are not necessarily
indicative of results for the full year. Quarterly financial statements should
be read in conjunction with the financial statements and related notes in the
Company's 1993 Annual Report.
Note 2 - Earnings Per Share
- - ------ ------------------
Earnings per share is based on the average number of common shares
outstanding each period. No material dilution of earnings per share would
result for the second quarter or the first six months of 1994 or 1993 if it were
assumed that all outstanding stock options were exercised. The sum of quarterly
earnings per share does not equal year-to-date earnings per share for 1994 due
to the effects of common stock repurchases (See Note 6).
Note 3 - Inventories
- - ------ -----------
The estimated components of inventory stated at lower of LIFO cost or
market are:
In thousands
-------------------------
June 30, December 31,
1994 1993
----------- ------------
(Unaudited)
Finished goods and parts $ 31,406 $ 32,410
Work in process 26,163 23,683
Raw materials and purchased parts 36,241 35,801
------- -------
$ 93,810 $ 91,894
======= =======
Note 4 - Accounting Change
- - ------ -----------------
Effective January 1, 1994, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 115, "Accounting for Certain Investments in Debt
and Equity Securities." The cumulative effect on net income as of January 1,
1994, of adopting this Statement for trading securities was to increase net
income by $3.8 million, or $.10 per share, net of income taxes. The impact on
stockholders' equity for all securities was not significant.
5
AMETEK, INC.
------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
June 30, 1994
-------------
(Unaudited)
Note 4 - Accounting Change (cont'd)
- - ------ -----------------
As required by SFAS No. 115, management is to reevaluate the appropriate
classification of securities at each balance sheet date, based on its intent to
trade or hold the securities. Accordingly, all securities classified as trading
securities on March 31, 1994 (primarily those of a captive insurance subsidiary)
having an aggregate fair value of $16.7 million were transferred to available-
for-sale securities effective April 1, 1994, in line with the Company's current
investment objectives. This transfer had no effect on income or stockholders'
equity. At June 30, 1994, debt and equity securities classified as available-
for-sale had an aggregate fair value of $19.3 million ($20.1 million cost).
Note 5 - Long-Term Debt
- - ------ --------------
Long-term debt consists of the following:
In thousands
-------------------------
June 30, December 31,
1994 1993
----------- ------------
(Unaudited)
8.95% notes payable $ - $ 93,500
9.35% notes payable - 75,000
9.75% senior notes due 2004 150,000 -
Secured bank term notes at
various rates from 6.88% to 8.04%
due 1995 to 2001 104,175 -
Other 414 3,929
------- -------
$254,589 $172,429
======= =======
On March 21, 1994, the Company completed an offering of $150 million in
principal amount of 9 3/4% senior notes due March 15, 2004. Also during the
first six months of 1994, the Company borrowed $156 million under a $250 million
floating-rate senior secured bank credit agreement, consisting of $125 million
of term loans payable from 1994 to 2001 based on current interest rates ranging
from 6.88% to 8.04%, and $31 million, which was borrowed in March and repaid in
May, 1994, under a revolving credit facility having an average interest rate of
6 5/8%. The net proceeds from these issuances, together with available cash,
were used to: (a) finance the Company's early retirement of existing debt
aggregating $185.4 million, (b) fund prepayment premiums and other expenses
related to the sale of the senior notes and the bank credit agreement totalling
$29.4 million, and (c) repurchase outstanding shares of the Company's common
stock (See Note 6).
6
AMETEK, INC.
------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
June 30, 1994
-------------
(Unaudited)
Note 5 - Long-Term Debt (cont'd)
- - ------ --------------
In connection with the early retirement of debt referred to above, in March
1994 the Company recorded an extraordinary loss of $11.8 million (net of tax
benefits of $7.6 million) or $.30 per share, for the prepayment premiums paid
and the write-off of related deferred debt issuance costs.
Note 6 - Stockholders' Equity
- - ------ --------------------
Stockholders' equity consists of the following:
In thousands
--------------------------
June 30, December 31,
1994 1993
----------- -------------
(Unaudited)
Preferred stock, $1.00 par value,
authorized: 5,000,000 shares;
none issued $ - $ -
Common stock, $.01 par value,
authorized: 100,000,000 shares;
issued: 1994 - 37,742,017 shares
and 1993 - 46,414,317 shares 377 46,414
Capital in excess of par value 15,398 6,389
Retained earnings 94,794 161,297
------- -------
110,569 214,100
Net unrealized losses (20,678) (21,632)
Less: Cost of shares held in treasury;
1994 - 2,652,975 shares and
1993 - 2,774,672 shares (26,009) (27,142)
------- -------
$ 63,882 $165,326
======= =======
During the first six months of 1994, the Company repurchased 8,672,300
shares of its common stock upon the exercise of an option and in a combination
of privately negotiated and open market transactions for an aggregate price of
$110.2 million, financed by a portion of the proceeds from the debt issuances
described in Note 5. The stock repurchases are ongoing, and were made under a
previously announced plan intended to enhance shareholder value. The plan
permits the Company to purchase outstanding shares of its common stock for an
aggregate purchase price of up to $150 million. As of June 30, 1994, all of the
repurchased shares have been retired as required by the Company's recent loan
agreements, and such shares have been returned to the status of authorized but
unissued shares. At June 30, 1994, shares outstanding totalled 35,089,042,
compared to 43,639,645 shares outstanding at December 31, 1993.
7
AMETEK, INC.
------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
June 30, 1994
-------------
(Unaudited)
Note 6 - Stockholders' Equity (cont'd)
- - ------ --------------------
At the Annual Meeting of Stockholders on April 26, 1994, the Company's
shareholders approved a reduction in the par value of the Company's common stock
from $1.00 per share to $.01 per share. This change resulted in a transfer of
an equal amount from the common stock account to the capital in excess of par
value account.
8
AMETEK, INC.
------------
Item 2. Management's Discussion and Analysis of Financial Condition
- - ------- -----------------------------------------------------------
and Results of Operations
-------------------------
Financial Condition
- - -------------------
Liquidity and Capital Resources
-------------------------------
Working capital at June 30, 1994 amounted to $115.3 million, a decrease
of $18.9 million from December 31, 1993, due primarily to the increase in
accounts payable and accruals caused by the higher level of business
activity, and a higher current portion of borrowings. The ratio of
current assets to current liabilities at June 30, 1994 was 1.56 to 1,
compared to 1.80 to 1 at December 31, 1993.
Cash generated by the Company's operating activities for the first six
months of 1994 totalled $79.3 million, compared to $30.0 million in the
first six months of 1993, an increase of $49.3 million. Of the increase,
$42.4 million was provided by operating working capital, primarily due to
net cash inflows of $31.6 million from the sale of trading securities in
the first quarter of this year (See Note 4).
Investing activities provided cash of $1.9 million in the first six
months of 1994, compared to cash used of $32.8 million in the same period
last year. Cash generated from investing activities since the beginning
of 1994 was primarily from net proceeds from the sale of investments, an
idle facility and other assets totalling $13.3 million, reduced by
capital expenditures of $11.4 million. The sale of the noninvestment
assets were part of the 1993 restructuring program. Additions to
property, plant and equipment in the first six months of the prior year
totalled $18.8 million. The purchase of a business and net investments
used cash of $14.0 million in 1993.
The proceeds received from the sale of $150 million of 9 3/4% senior
notes in the first quarter and first and second quarter borrowings of
$106 million and $50 million, respectively, under a $250 million senior
secured bank credit agreement, along with available cash, were used (a)
to retire $185.4 million of existing debt, (b) to fund debt prepayment
premiums and debt issuance costs totalling $29.4 million, (c) to repay
the entire $31 million borrowed under a revolving credit facility, (d) to
repurchase approximately 8.7 million shares of the Company's common stock
at a cost of $110.2 million, and (e) to fund dividend payments. These
transactions resulted in net cash payments for financing activities of
$54.7 million since December 31, 1993. Under the Company's ongoing share
repurchase program, which permits the Company to purchase
9
AMETEK, INC.
------------
Financial Condition (cont'd)
- - -------------------
up to $150 million of its outstanding common stock, a total of 8.7
million shares has been repurchased through a combination of privately
negotiated and open market transactions as of June 30, 1994. This
represents 19.9% of the shares outstanding at December 31, 1993, at a
total cost of $110.2 million, or an average price of $12.71 per share.
As a result of the above activities, cash and cash equivalents and
short-term marketable securities totalled $76.0 million at June 30,
1994, a decrease of $8.6 million since December 31, 1993. Management
believes that the Company has sufficient cash flow from operations and
borrowing capacity to meet its operating objectives, capital expenditure
requirements, and to finance the share repurchase program, and service
its debt obligations.
Results of Operations
- - ---------------------------
Operations for the second quarter of 1994
compared to the second quarter of 1993
Sales for the second quarter of 1994 were $209.7 million, compared to
sales of $186.8 million for the second quarter of 1993, an increase of
$22.9 million or 12.3%. All business segments reported a sales increase.
The largest portion of the sales improvement came from the Company's
Electro-mechanical Group, which increased $18.3 million or 25.5%. The
Precision Instruments Group's sales increased $1.9 million or 2.7%,
while the Industrial Materials Group's sales increased $2.7 million or
6.1%.
Operating income for the second quarter of 1994 increased $8.8 million or
69.6% to $21.4 million from $12.6 million in the second quarter of 1993.
The second quarter of 1993 included a $.7 million charge for resizing
the Company's aerospace operations. This increase in operating income
results from the higher sales volume, overall improved operating
performance and benefits from the resizing and restructuring programs
launched in 1993. Each business segment reported an increase in
operating profit.
Interest expense was $5.2 million in this year's second quarter, an
increase of 14.7% from the second quarter of 1993 due to the higher
level of total debt outstanding during the current period. However, the
effective interest rate on outstanding debt declined compared to the
same period last year. Other expenses net in the current second quarter
was $.1 million, compared to other income net of $1.9 million in the
10
AMETEK, INC.
------------
Results of Operations (cont'd)
- - ---------------------
same quarter of 1993. The current quarter reflects lower interest
income and other net investment income.
The effective income tax rate was 40.1% during the second quarter of 1994
compared with 37.8% for the same period in 1993. The higher 1994 rate
reflects the increase in the U.S. federal statutory income tax rate from
34% to 35%, which became effective in the third quarter of 1993, and a
higher effective foreign income tax rate due to a tax adjustment in the
current quarter.
Net income for the second quarter of 1994 was $9.7 million or $.27 per
share, an increase of 55.4% from $6.2 million or $.14 per share earned
in the second quarter of 1993.
Electro-mechanical Group sales totalled $89.9 million in the second
------------------------
quarter of 1994, an increase of $18.3 million or 25.5% from the
second quarter of 1993, due to increased worldwide demand for electric
motor products manufactured by the Company's domestic and Italian
operations.
The Italian operations continue to acheive significant increases in
sales. Before currency effects, sales of these businesses increased
41% from the second quarter of 1993.
Operating profit of this group increased $3.2 million or 35.1% to
$12.3 million in the second quarter of 1994, primarily because of the
higher level of sales. Margin improvements by the group were
suppressed somewhat by higher costs at two production facilities in
North Carolina, stemming from increasing production levels at the new
Rock Creek plant, a plant realignment and expansion at the Graham
facility, and operating inefficiencies being experienced at both
plants.
In the Precision Instruments Group, sales increased $1.9 million or
---------------------------
2.7% to $72.5 million in the second quarter of 1994. Higher sales of
heavy truck instruments were largely offset by lower sales of
aerospace instruments.
Group operating profit for the second quarter of 1994 increased $4.7
million to $7.7 million, from $3.0 million in the same quarter of
1993. Operating profit for the 1993 quarter reflected a $.7 million
resizing charge for aerospace operations. Although business conditions
in the aerospace and process control markets remain soft, increases in
operating margins reflect initial benefits
11
AMETEK, INC.
------------
Results of Operations (cont'd)
- - ---------------------
from the resizing and restructuring actions initiated in 1993, as
well as improved labor efficiencies.
The Industrial Materials Group's second quarter 1994 sales increased
----------------------------
$2.7 million or 6.1% to $47.3 million. Group operating profit for the
second quarter of 1994 increased $1.3 million, or 20.9%, to $7.4
million. The increases in group sales and operating profit were due to
improved general business conditions, as well as performance
improvement in the liquid filtration business. All but one business
in this group reported increased sales and operating profit, led by
the liquid filtration and plastics compounding businesses.
Operations for the first six months of 1994
compared to the first six months of 1993
Sales for the first six months of 1994 were $409.0 million, compared to
sales of $373.9 million for the first six months of 1993, an increase of
$35.1 million or 9.4%. All business segments reported improved sales,
led by the Company's Electro-mechanical Group, which increased $28.1
million or 19.4%. The Precision Instruments Group's sales increased $2.3
million or 1.7%, while the Industrial Materials Group's sales increased
$4.7 million or 5.3%.
Operating income for the first six months of 1994 increased $10.2 million
or 35.5% to $38.9 million, compared to $28.7 million in the first six
months of 1993 before including a charge of $3.6 million primarily for
resizing the Company's aerospace operations. This increase reflects
overall improved operating performance and the benefits from the resizing
and restructuring programs launched in 1993. All operating groups
contributed to the increase in operating income.
Interest expense of $10.2 million in this year's first six months
increased 12.1% from the prior year because of the higher level of total
debt outstanding during the current period. Although, the effective
interest rate on debt outstanding during the current period was lower
than for the comparable period of 1993. Other income net declined $1.9
million to $1.7 million in the first six months of 1994 primarily because
of less interest income, due to a lower average level of invested cash at
reduced interest rates.
12
AMETEK, INC.
------------
Results of Operations (cont'd)
- - ---------------------
The effective income tax rate was 39.1% for the first six months of 1994
compared with 37.3% for the first six months of 1993. The higher 1994
rate reflects the increase in the U.S federal statutory income tax rate
from 34% to 35% which became effective in the third quarter of 1993.
Income for the first six months of 1994 before an extraordinary charge
and a gain from the cumulative effect of an accounting change was $18.5
million, or $.47 per share, compared with the first six months of 1993,
when earnings before resizing charges were $14.5 million or $.33 per
share, an improvement of 27.3%. After an extraordinary loss of $11.8
million ($.30 per share) after-tax from the early extinguishment of debt,
and a $3.8 million ($.10 per share) after-tax gain due to a required
change in accounting for certain marketable securities, net income for
the first six months of 1994 was $10.5 million or $.27 per share. This
compares to net income of $12.3 million or $.28 per share for the six
months of 1993, which included a $.05 per share charge for business
resizing.
Electro-mechanical Group sales totalled $172.6 million in the first
------------------------
six months of 1994, an increase of $28.1 million or 19.4% from the
first half of last year, due to increased worldwide demand for
electric motor products manufactured by the Company's domestic and
Italian operations. Before currency effects, the Italian operations
reported a 34% increase in sales from the first six month period of
1993.
Operating profit of this group increased $2.7 million or 13.8% to
$22.5 million in the first six months of 1994, primarily because of
the higher sales volume. Significant increases in operating margins
by the Italian operations were partially offset by operating
inefficiencies related to the reconfiguration and expansion of the
plant in Graham, N.C., and by higher costs and inefficiencies
associated with increasing production levels at the new Rock Creek,
N.C. facility, as well as the negative effects of changes in product
mix.
In the Precision Instruments Group, sales in the first six months of
---------------------------
1994 were $142.9 million, an increase of $2.3 million or 1.7% from
the first half of 1993. Higher sales of heavy truck instruments
were substantially offset by lower sales of aerospace and process
control instruments.
13
AMETEK, INC.
------------
Results of Operations (cont'd)
- - ---------------------
Group operating profit for the first half of 1994 increased $6.1
million to $14.1 million, from $8.0 million, before reflecting a 1993
resizing charge of $3.6 million. After the 1993 resizing charge,
group operating profit was $4.4 million. Although soft business
conditions continued in aerospace and process control markets served
by this group, improvements in operating margins were realized due to
initial benefits from the restructuring actions initiated in 1993, as
well as from improved labor efficiencies.
The Industrial Materials Group's sales for the first six months of
----------------------------
1994 increased $4.7 million or 5.3% to $93.5 million. Group operating
profit for the first half of 1994 increased $1.9 million, or 16.0%, to
$13.8 million. The group benefitted from increases in both sales and
operating profit due to improvement in the general economy, as well as
better performance by the liquid filtration business. All but one
business in this group reported increased sales and operating profit,
which was led by the specialty metals, liquid filtration and plastics
compounding businesses.
14
AMETEK, INC.
------------
PART II. OTHER INFORMATION
---------------------------
Item 6. Exhibits and Reports on Form 8-K
- - ------- --------------------------------
a) Exhibits:
Exhibit
Number Description
------ -----------
3 Composite Certificate of Incorporation
of AMETEK, Inc., as amended to and
including April 26, 1994
b) Reports on Form 8-K: The Company did not file any reports on Form 8-K
during the quarter ended June 30, 1994.
15
AMETEK, INC.
------------
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.
AMETEK, INC.
-----------------------------------
(Registrant)
By /s/ Otto W. Richards
--------------------------------
Otto W. Richards
Vice President and Comptroller
(Principal Accounting Officer)
August 12, 1994
16