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Aeroquip-Vickers Reports Q3 Earnings

16 October 1997

Aeroquip-Vickers Reports Record Third-Quarter EPS of $1.05

    MAUMEE, Ohio, Oct. 16 -- Aeroquip-Vickers, Inc.
today announced record third-quarter earnings per share of $1.05, a 46%
increase over 1996 third-quarter earnings per share of 72 cents.  Sales of
$494.8 million were only slightly above a year ago, primarily due to the
divestiture of the automotive interior plastics business.  Operating income
increased $11.4 million, or 27%, to $53.1 million.
    "Operating income increased in each of our three segments -- industrial,
automotive and aerospace," said Darryl F. Allen, Aeroquip-Vickers chairman,
president and chief executive officer.  "Our aerospace business continued to
soar, with sales, operating income and operating margin significantly improved
over a year ago and nearly matching the record sales and income of the 1997
second quarter.  The success profile is straightforward - we are winning a
majority share of the business we go after for our primary product lines, and
we are reaping the rewards of our quality and dependability.
    "In automotive, the results are just what we said they would be when we
announced our strategy to focus on fluid connectors and exit our interior
plastics business.  Sales were down from a year ago due to the divestiture of
the plastics facilities, but operating income was vastly improved and
operating margin exceeded 10% for the second successive quarter.
    "In industrial we continued to make headway, with sales, operating income
and operating margin improved from a year ago.  We achieved this despite
lessened demand, due to cooler weather than normal during the spring and
summer, for residential air conditioning components, a traditionally strong
business for us.  Industrial order intake was a record for a third quarter,
with increases across all geographical markets from a year ago.  At the end of
the third quarter, industrial order backlog was at its highest level in seven
years.  We still have considerable upside potential in our industrial
business.
    "Our successes on various fronts and our track record of several
successive years of earnings improvement led to our being named during the
quarter one of IndustryWeek magazine's Best-Managed Companies in the World for
1996.  It is an achievement by our management team that I am proud of and one
that will challenge us to stay at the forefront."

    Best Third Quarter, Best Nine Months On Record
    Bests for a third quarter were achieved in sales, manufacturing income,
operating income, operating margin, net income and earnings per share.  As
with the 1997 second quarter, operating margin exceeded 10% for each of our
segments.  Net income was $30.1 million, a 45% increase over the previous high
for a third quarter.  Consolidated order intake was 12% greater than the
previous third-quarter high.
    "The first nine months of 1997 were also our best ever," Mr. Allen said.
"Sales grew to a record $1.59 billion.  Operating income, operating margin and
income per share exceeded previous highs for a nine-month period, before
deducting the special charge of $30 million, $18.5 million net, or 66 cents
per share, recorded in the 1997 first quarter (62 cents per share for the nine
months).  Cash generated from operations was $102.5 million, a 36% increase
from operating cash flow for the first nine months last year."

    Industrial Segment
    "Industrial sales grew to $278.1 million, their highest level for a third
quarter," Mr. Allen said.  "U.S. industrial sales were up slightly from a year
ago, while European sales were down 6.4%, due almost entirely to the effect of
exchange rate changes.  Cooler summer temperatures had a negative effect on
our residential air conditioning business, which kept the quarter from being
even stronger.
    "Our U.S. sales to mobile equipment, truck & bus and in-plant machinery
markets improved from a year ago.  In Europe the greatest gains were realized
by our electronic systems product line.
    "Going forward, there are several areas in which we expect to continue to
grow and which have been beneficiaries of strategic investments over the past
18 months.  One example is the mobile equipment market.  We have made
significant investment in our Asian-Pacific operations, including a new
operations center in Singapore, an increased ownership position in our Indian
joint venture and a new global alliance that will enhance our penetration of
worldwide markets, including Asia-Pacific, over the long term.  We are also
investing in a new state-of-the-art pump factory in South Carolina which will
produce the next generation of piston pumps.  Each of these initiatives is
expected to increase our share of the worldwide mobile equipment market.
    "The general weakness in Europe continued during the quarter, with some
signs of recovery in September.  We also continued to be affected by an
unfavorable product mix in the U.S.  However, we are convinced that the
aggressive steps we are taking to increase market share and the actions we are
taking to further drive down costs will continue profitable growth for our
industrial segment.  A boost from the European and Asia-Pacific economies
would be a bonus."

    Automotive Segment (Predominantly Fluid Connectors)
    "The positive effects of divesting our interior plastics business
continued in the third quarter," Mr. Allen said.  "Although sales were down
17.9% from the 1996 third quarter, operating income more than doubled to
$10.2 million and operating margin was 10.5%.
    "Our emphasis on fluid connectors, the core competency of Aeroquip and the
foundation of our industrial business, is keeping our automotive business
strong and growing.  Fluid connectors is a higher-margin business for us, and
we are well-positioned on major programs.  During the first half of 1998, we
will begin production at a new fluid connectors facility in Wolfsburg,
Germany, to enhance our just-in-time delivery to Volkswagen.  With auto
manufacturers looking for suppliers with global design, production and
delivery capabilities, we are showing that with our extensive capabilities in
North and South America and Europe, we are the source to choose for fluid
connectors."

    Aerospace Segment
    "Even though the third quarter is traditionally our slowest quarter of the
year, sales and operating income for our aerospace business were not too far
off the all-time highs set last quarter," Mr. Allen said.  "Aerospace sales,
operating income, operating margin and order intake easily eclipsed the
previous highs for a third quarter.  Sales grew $20.6 million, or 20.9%,
compared with last year.  Operating income increased $5.0 million, or 31.7%.
Order intake increased $32.9 million, or 28.7%.
    "Sales, operating income, operating margin and order intake were also new
highs for a nine-month period.
    "It's a story I enjoy repeating quarter after quarter -- strong growth in
aerospace sales, impressive operating income and margin, and increasing
orders.  Our aerospace business is expected to continue strong due to our
extensive presence on all major commercial aerospace programs.   New defense
programs are also slowly coming on stream and should begin to have an impact
sometime in 1999.   This continues to bode well for our long-term success in
aerospace."

    Tax Rates
    In the 1997 third quarter, the estimated annual effective income tax rate,
exclusive of the effects of the special charge, was reduced to 33% due
primarily to a lower income tax rate on non-U.S. income, including the effect
of a statutory rate reduction in the United Kingdom.  This change increased
third-quarter 1997 net income by $1.3 million, or 5 cents per share.  Through
the first two quarters of 1997, the estimated annual effective income tax rate
was 34%, exclusive of the effects of the special charge.  The effective income
tax rate for the 1996 third quarter and nine-month period was 33% exclusive of
special items.

    Aeroquip and Vickers Sales
    Aeroquip's 1997 third-quarter sales were $237.9 million, compared with
$262.3 million a year ago.  Facilities that now have been sold or closed
contributed $5.1 million of 1997 third-quarter sales, compared with
$24.1 million of 1996 third-quarter sales.  For the first nine months,
Aeroquip's sales were $806.1 million, compared with $829.5 in 1996.
Facilities that now have been sold or closed contributed $37.9 million of 1997
nine-month sales, compared with $83.8 million of 1996 nine-month sales.
    Vickers' sales were $256.9 million, compared with $230.7 million in the
1996 third quarter.  For the first nine months, Vickers' sales were
$783.4 million, compared with $693.5 million a year ago.

    Consolidated Results
    (dollars in millions, except per share data)

                         3Q 97        3Q 96       2Q 97      1Q 97

    Sales               $494.8       $493.0      $556.3     $538.4
    Operating Income      53.1         41.7        61.6       18.7(a)
    Operating Margin      10.7%         8.5%       11.1%       3.5%(a)
    Net Income            30.1         20.8        33.6        5.7(a)
    Net Income Per Share  1.05          .72        1.15        .20(a)


                         4Q 96        Nine Months 97    Nine Months 96

    Sales               $509.9          $1,589.5          $1,523.0
    Operating Income      43.0             133.4(a)          133.5
    Operating Margin       8.4%              8.4%(a)           8.8%
    Net Income            24.5              69.4(a)           78.2(b)
    Net Income Per Share   .85              2.41(a)           2.66(b)

    (a)  Includes a special charge of $30.0 million ($18.5 million net of tax,
         or 66 cents per share in the first quarter; 62 cents per share for
         the nine-month period) to exit the automotive interior plastics
         business.
    (b)  Includes a net gain of $5 million, or 16 cents per share, from the
         sale of affiliates and an R&D tax credit of $4 million, or 13 cents
         per share.

    Segment Analysis
    (dollars in millions)

    Industrial

                         3Q 97        3Q 96      2Q 97      1Q 97

    Sales               $278.1       $275.8     $317.5     $291.8
    Operating Income      28.5         26.8       32.6       24.6
    Operating Margin      10.2%         9.7%      10.3%       8.4%
    Order Intake         285.0        270.8      320.7      317.6
    Order Backlog        216.7        194.1      216.1      212.6


                         4Q 96      Nine Months 97    Nine Months 96

    Sales               $278.2           $887.4            $860.3
    Operating Income      22.2             85.7              83.5
    Operating Margin       8.0%             9.7%              9.7%
    Order Intake         272.4            923.4             863.5
    Order Backlog        184.9            216.7             194.1


    Automotive
                         3Q 97       3Q 96       2Q 97       1Q 97

    Sales               $ 97.4      $118.6      $117.3      $127.9
    Operating Income      10.2         4.5        13.1       (18.5)(a)
    Operating Margin      10.5%        3.8%       11.2%         -- %(a)


                          4Q 96     Nine Months 97      Nine Months 96

    Sales                $131.2          $342.6              $372.6
    Operating Income        9.8             4.8(a)             25.3
    Operating Margin        7.5%            1.4%(a)             6.8%

    (a)  Includes a special charge of $30.0 million to exit the automotive
         interior plastics business.  Before the special charge, automotive
         operating income and operating margin were $11.5 million and 9.0% in
         the 1997 first quarter, and $34.8 million and 10.2% for the first
         nine months of 1997.


    Aerospace
                        3Q 97       3Q 96       2Q 97       1Q 97

    Sales              $119.2      $ 98.6      $121.5      $118.7
    Operating Income     20.8        15.8        21.6        18.6
    Operating Margin     17.5%       16.0%       17.8%       15.7%
    Order Intake        147.2       114.3       138.4       129.1
    Order Backlog       391.4       314.2       366.1       349.2

                         4Q 96      Nine Months 97      Nine Months 96

    Sales               $100.5           $359.4              $290.1
    Operating Income      18.0             61.1                41.6
    Operating Margin      18.0%            17.0%               14.3%
    Order Intake          92.5            414.7               339.0
    Order Backlog        341.0            391.4               314.2



    STATEMENT OF FINANCIAL POSITION
    Aeroquip-Vickers, Inc.
    (Dollars in thousands, except share data)
    (Unaudited)

                                                September 30     December 31
                                                    1997            1996
    ASSETS
    CURRENT ASSETS
    Cash and cash equivalents                    $ 31,112          $ 23,934
    Receivables                                   356,244           342,712
    Inventories:
      In-process and finished products            229,811           202,214
      Raw materials and manufacturing supplies     54,928            59,955

        Total                                     284,739           262,169
    Other current assets                           56,693            45,272

    TOTAL CURRENT ASSETS                          728,788           674,087
    Plants and properties                         984,786           997,350
    Less accumulated depreciation                 536,728           559,867

      Total                                       448,058           437,483
    Goodwill                                      109,829           110,005
    Other assets                                   78,616            67,912

    TOTAL ASSETS                               $1,365,291        $1,289,487


    LIABILITIES AND SHAREHOLDER'S EQUITY
    CURRENT LIABILITIES
    Notes payable                                $ 80,339          $ 31,819
    Accounts payable                              114,367           106,205
    Income taxes                                   39,430            21,150
    Other current liabilities                     215,676           188,973
    Current maturities of long-term debt            1,413            76,809

    TOTAL CURRENT LIABILITIES                     451,225           424,956
    Long-term debt                                257,628           257,727
    Postretirement benefits other than pensions   121,978           121,793
    Other liabilities                              43,150            38,595

    SHAREHOLDERS' EQUITY
    Common stock - par value $5 a share
    Authorized - 100,000,000 shares
    Outstanding - 28,229,932 and 27,912,077
      shares, respectively(after deducting
      6,050,914 and 6,297,819 shares,
      respectively, in treasury)                  141,150           139,559
    Additional paid-in capital                     37,709            20,675
    Retained earnings                             349,326           307,398
    Currency translation adjustments              (36,875)          (21,216)

    TOTAL SHAREHOLDERS' EQUITY                    491,310           446,416

    TOTAL LIABILITIES AND SHAREHOLDERS'
      EQUITY                                   $1,365,291        $1,289,487



    CONDENSED STATEMENT OF INCOME
    Aeroquip-Vickers, Inc.
    (In thousands, except per share data)
    (Unaudited)

                                  Three Months Ended      Nine Months Ended
                                     September 30            September 30

                                  1997         1996         1997       1996

    Net sales                  $ 494,777    $ 492,983    $1,589,481  1,523,020
    Cost of products sold        360,371      370,129     1,175,563  1,140,000

    MANUFACTURING INCOME         134,406      122,854       413,918    383,020

    Selling and general
      administrative expenses     63,271       62,557       197,245    193,466
    Engineering, research and
      development expenses        18,050       18,620        53,312     56,005
    Special charge                    --           --        30,000         --

    OPERATING INCOME              53,085       41,677       133,361    133,549

    Interest expense              (6,245)      (6,234)      (20,610)  (19,361)
    Other income (expenses)
      - net                       (3,136)      (4,486)      (11,523)     6,444

    INCOME BEFORE INCOME TAXES    43,704       30,957       101,228    120,632
    Income taxes                  13,600       10,200        31,800     42,400

    NET INCOME                  $ 30,104     $ 20,757      $ 69,428   $ 78,232

    NET INCOME PER SHARE         $  1.05      $  0.72       $  2.41    $  2.66

    Cash dividends per common
      share                      $  0.20      $  0.20       $  0.60    $  0.60

    Average shares outstanding    29,036       30,258        29,705     30,501

    Notes:
    In June 1997, the Company called its 6% Convertible Subordinated
Debentures for redemption on July 28, 1997.  The debentures, which were due to
mature on October 15, 2002, were convertible into common shares until the
redemption date at a conversion price of $52.50 per share.  Prior to the
redemption date, debentures in the amount of $3.7 million were converted into
70,950 shares of common stock.
    Net income per share is computed using the average number of shares
outstanding, including common stock equivalents.  The assumed conversion
of the 6% convertible debentures was included in average shares
outstanding as follows:  1,904,762 shares in the 1996 third quarter and
nine-month period, 627,667 shares in the 1997 third quarter and 1,479,064
shares in the 1997 nine-month period.  For purposes of computing net income
per share, net income was increased for the after-tax equivalent of interest
expense on the 6% convertible debentures.
    In the 1997 first quarter, the Company announced plans to exit its
automotive interior plastics business and recorded a special charge of $30
million ($18.5 million net, or $.62 per share, for the 1997 nine-month
period), comprised principally of severance and lease termination costs.  As
of September 30, 1997, the Company had sold or closed seven facilities that
had combined 1996 sales of approximately $92 million.
    In the 1996 second quarter, the Company sold its 35% interest in Yokohama
Aeroquip K.K. and its 49% interest in Aeroquip Mexicana S.A.  The two
transactions resulted in a net combined pretax gain of $17.3 million
($5 million net, or $.16 per share).  The combined pretax gain included
$6.4 million of net gains previously deferred in the currency translation
component of equity.
    The income tax provision for the 1997 nine-month period includes a credit
of $11.5 million that was recorded in the first quarter related to the special
charge for costs to exit the automotive interior plastics business.  In the
1997 third quarter, the estimated annual effective income tax rate exclusive
of this item was reduced from 34%, as reported through the 1997 second
quarter, to 33%.  The rate reduction was primarily attributable to lower
effective income tax rates on non-U.S. income, including the effect of a
statutory rate reduction in the United Kingdom.  The change in the effective
income tax rate increased third-quarter 1997 net income by $1.3 million, or
$.05 per share.  The income tax provision for the 1996 nine-month period
includes income taxes of $12.3 million resulting from the gain on sale of
unconsolidated affiliates, and a credit of $4 million ($.13 per share) for
settlement of claims for prior years' research and development credits.  The
effective income tax rate for the 1996 third quarter and nine-month period
exclusive of these items was 33%.


    CONDENSED STATEMENT OF CASH FLOWS
    Aeroquip-Vickers, Inc.
    (In thousands)
    (Unaudited)
                                                      Nine Months Ended
                                                        September 30
                                                   1997            1996

    OPERATING ACTIVITIES
    Net income                                  $ 69,428         $ 78,232
    Adjustments to reconcile net income
      to net cash provided by operating
      activities:
       Depreciation                               49,504            51,355
       Gain on sale of affiliates                     --           (17,300)
       Special charge                             30,000                --
       Changes in certain components of
         working capital other than debt         (30,852)          (46,800)
       Dividends received from affiliates              -             9,896
       Other                                     (15,534)             (105)

    NET CASH PROVIDED BY OPERATING ACTIVITIES    102,546            75,278

    INVESTING ACTIVITIES
    Capital expenditures                         (89,899)          (60,877)
    Businesses acquired                               --            (6,227)
    Sale of businesses and affiliates             33,158            40,261
    Other                                            737               954

    NET CASH USED BY INVESTING ACTIVITIES        (56,004)          (25,889)

    FINANCING ACTIVITIES
    Net increase(decrease) in short- and
      long-term debt                             (25,165)           11,397
    Cash dividends                               (16,833)          (17,126)
    Purchase of common stock                     (12,209)          (26,612)
    Stock issuance under stock plans              16,442             2,264
    Other                                           (860)           (2,440)

    NET CASH USED BY FINANCING ACTIVITIES        (38,625)          (32,517)
    Effect of exchange rate changes on cash         (739)               24

    INCREASE IN CASH AND CASH EQUIVALENTS          7,178            16,896

    Cash and cash equivalents at beginning
      of period                                   23,934            16,186

    CASH AND CASH EQUIVALENTS AT END
      OF PERIOD                                 $ 31,112          $ 33,082

    Note:  Aeroquip-Vickers is two companies, Aeroquip Corporation and
Vickers, Incorporated, worldwide industrial manufacturers and distributors of
engineered components and systems to industrial, automotive and aerospace
markets.

SOURCE  Aeroquip-Vickers, Inc.