SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 24, 2002
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Cooper Industries, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Ohio
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(State or Other Jurisdiction of Incorporation)
1-1175 31-4156620
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(Commission File Number) (IRS Employer Identification No.)
600 Travis, Suite 5800, Houston, Texas 77002
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(Address of Principal Executive Offices) (Zip Code)
713/209-8400
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
Fourth Quarter Results of Operations
On January 24, 2002, Cooper Industries, Inc. (the "Company") issued the press
release attached hereto as Exhibit 99.1 setting forth the Company's results of
operations for the fourth quarter and full year 2001.
Item 7. Financial Statements and Exhibits.
Exhibits
99.1 Company press release dated January 24, 2002 titled "Cooper
Industries Reports Performance for Fourth Quarter and Full
Year 2001"
Item 9. Regulation FD Disclosure.
BUSINESS OUTLOOK FOR 2002
The following sets forth Cooper's earnings outlook for 2002, based on current
expectations. Cooper expects first-quarter 2002 earnings in the range of
approximately $.50 per share and expects full-year 2002 earnings in the range of
approximately $3.00 per share.
The above statements are forward-looking, and actual results may differ
materially. The above statements are based on a number of assumptions, risks
and uncertainties. The primary economic assumptions include, without
limitation, (1) continued slowness in the domestic economy during the first part
of the year and modestly improving growth thereafter; (2) stable demand in
European and Latin American markets; (3) no significant change in raw material
or energy costs; (4) realization of benefits of cost reduction programs with no
major disruptions from those programs currently underway; and (5) no significant
adverse changes in the relationship of the U.S. dollar to the currencies of
countries in which the Company does business. The estimates also assume,
without limitation, no significant change in competitive conditions and such
other risk factors as are discussed from time to time in Cooper's periodic
filings with the Securities and Exchange Commission.
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 hereunto duly authorized.
COOPER INDUSTRIES, INC.
(Registrant)
Date: January 24, 2002 /s/ D. BRADLEY MCWILLIAMS
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D. Bradley McWilliams
Senior Vice President, and Chief
Financial Officer
EXHIBIT INDEX
Exhibit No.
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99.1 Company press release dated January 24, 2002 titled
"Cooper Industries Reports Performance for Fourth Quarter
and Full Year 2001"