UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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 1-10219
VULCAN INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 31-0810265
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
300 Delaware Avenue, Suite 1704, Wilmington, Delaware 19801
(Address of principal executive offices) (Zip Code)
(302) 427-5804
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
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.
Outstanding shares of no par value common stock at March 31, 2001:
1,134,719 shares
VULCAN INTERNATIONAL CORPORATION
INDEX
Part I. FINANCIAL INFORMATION PAGE
Item 1. FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheets 1
Condensed Consolidated Statements of Income 2
Condensed Consolidated Statements of Cash Flows 3
Schedule Supporting Net Income Per Common
Share and Dividends Per Common Share 4
Notes to Condensed Consolidated Financial
Statements 5-9
Independent Accountants' Report 10
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 11-12
Item 3. Quantitative and Qualitative Disclosures
About Market Risks 12
Part II. OTHER INFORMATION
Item 1. Legal Proceedings 13-14
Item 6. Exhibits and Reports on Form 8-K 15
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, DECEMBER 31,
2001 2000
UNAUDITED
-ASSETS-
CURRENT ASSETS:
Cash $ 1,338,936 1,008,649
Marketable securities (At fair market value) 45,962,406 50,383,925
Accounts receivable 2,976,511 3,072,529
Inventories 808,501 941,090
Prepaid expense and tax - 87,301
----------- -----------
TOTAL CURRENT ASSETS 51,086,354 55,493,494
----------- -----------
PROPERTY, PLANT AND EQUIPMENT-at cost 11,716,903 11,715,635
Less-Accumulated depreciation and depletion 9,442,717 9,346,419
----------- -----------
NET PROPERTY, PLANT AND EQUIPMENT 2,274,186 2,369,216
----------- -----------
OTHER ASSETS:
Investment in joint venture 35,936 70,528
Marketable securities (At fair market value) 44,653,347 48,153,115
Deferred charges and other assets 5,102,242 5,057,605
----------- -----------
TOTAL OTHER ASSETS 49,791,525 53,281,248
----------- -----------
TOTAL ASSETS $103,152,065 111,143,958
=========== ===========
-LIABILITIES AND SHAREHOLDERS' EQUITY-
CURRENT LIABILITIES:
Deferred income tax $ 12,507,543 14,093,872
Note payable 1,350,000 1,700,000
Other 5,970,209 6,037,426
----------- -----------
TOTAL CURRENT LIABILITIES 19,827,752 21,831,298
----------- -----------
OTHER LIABILITIES:
Deferred income tax 15,232,709 16,309,169
Commitments and contingencies - -
Minority interest in partnership 10,803 11,066
Other liabilities 33,285 33,285
----------- ----------
TOTAL OTHER LIABILITIES 15,276,797 16,353,520
----------- -----------
SHAREHOLDERS' EQUITY:
Capital stock 249,939 249,939
Additional paid-in capital 7,745,102 7,745,102
Retained earnings 25,037,569 24,565,375
Accumulated other comprehensive income 55,629,579 60,846,586
----------- -----------
88,662,189 93,407,002
Less-Common stock in treasury-at cost 20,614,673 20,447,862
----------- -----------
TOTAL SHAREHOLDERS' EQUITY 68,047,516 72,959,140
----------- -----------
TOTAL LIABILITIES
AND SHAREHOLDERS' EQUITY $103,152,065 111,143,958
=========== ===========
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
1
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
For the three months ended
UNAUDITED
MARCH 31, MARCH 31,
2001 2000
REVENUES:
Net sales $ 2,193,172 2,517,046
Dividends 532,999 518,677
--------- ---------
TOTAL REVENUES 2,726,171 3,035,723
--------- ---------
COST AND EXPENSES:
Cost of sales 2,255,959 2,524,341
General and administrative 406,706 418,833
Interest expense 98,744 101,959
--------- ---------
TOTAL COST AND EXPENSES 2,761,409 3,045,133
--------- ---------
EQUITY IN JOINT VENTURE INCOME AND
MINORITY INTEREST 65,670 117,913
--------- ---------
INCOME BEFORE GAIN ON SALE OF ASSETS 30,432 108,503
NET GAIN ON SALE OF PROPERTY AND EQUIPMENT 835,136 87,484
--------- ---------
INCOME FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES 865,568 195,987
INCOME TAX PROVISION 166,431 26,721
--------- ---------
NET INCOME $ 699,137 169,266
========= =========
NET INCOME PER COMMON SHARE $ .62 .15
========= =========
DIVIDENDS PER COMMON SHARE $ .20 .20
========= =========
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
2
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the three months ended March 31,
UNAUDITED
2001 2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash received from customers $ 2,291,062 2,092,707
Cash paid to suppliers and employees (2,641,490) (2,855,272)
Dividends received 532,999 518,677
Interest paid (34,451) (52,002)
--------- ---------
NET CASH FLOWS FROM OPERATING ACTIVITIES 148,120 (295,890)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of property, equipment
and securities 799,353 87,484
Purchase of property and equipment (1,329) (51,103)
Collections on notes receivable and other 27,899 26,363
Cash distribution from joint venture 100,000 -
--------- ---------
NET CASH FLOWS FROM INVESTING ACTIVITIES 925,923 62,744
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (repayments) under credit
agreement (350,000) 200,000
Sale of treasury shares - 466,875
Purchase of common shares (166,811) (363,795)
Cash dividends paid (226,945) (221,441)
--------- ---------
NET CASH FLOWS FROM FINANCING ACTIVITIES (743,756) 81,639
--------- ---------
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 330,287 (151,507)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,008,649 1,088,626
--------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,338,936 937,119
========= =========
RECONCILIATION OF NET INCOME TO
NET CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 699,137 169,266
Adjustments-
Depreciation and amortization 96,672 105,934
Deferred income taxes 24,759 (3,930)
Equity in joint venture income and minority
interest (65,670) (117,913)
Net gain on sale of property and marketable
securities (806,233) (87,484)
(Increase) decrease in accounts receivable 97,890 (424,339)
Decrease in inventories 132,589 9,051
Increase (decrease) in accounts payable,
accrued expenses and other assets (31,024) 53,525
--------- ---------
NET CASH FLOWS FROM OPERATING ACTIVITIES $ 148,120 (295,890)
========= =========
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
3
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
SCHEDULE SUPPORTING NET INCOME PER COMMON SHARE AND
DIVIDENDS PER COMMON SHARE
UNAUDITED
Exhibit "1"
Three months ended
March 31,
2001 2000
a) Net income $ 699,137 169,266
========= =========
b) Cash dividends on common shares $ 226,945 221,441
========= =========
Weighted Average Shares:
c) Common shares issued 1,999,512 1,999,512
d) Common treasury shares 864,491 890,908
--------- ---------
e) Common shares outstanding 1,135,021 1,108,604
========= =========
f) Income per common share (a/e): $ .62 .15
g) Dividends per common share $ .20 .20
The accompanying notes to condensed consolidated financial statements are an
integral part of these statements.
4
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2001 and 2000
On March 1, 1990 the United States of America filed a Complaint against the
Registrant and others in the United States District Court for the District
of Massachusetts claiming that the Registrant was a potentially responsible
party with respect to the Re-Solve, Inc. Superfund Site in North Dartmouth,
Massachusetts seeking to recover response costs incurred and to be incurred
in the future in connection with this Site.
Although the Registrant had engaged counsel to represent it in that action,
the Registrant was first informed on March 28, 2001 that the Court had
entered, pursuant to prior rulings, an unopposed "Final Judgment" against
the Registrant on September 22, 1999. The "Final Judgment" awarded damages
against the Registrant in favor of the United States in the amount of
$3,465,438 for unreimbursed response costs and accrued interest, plus
any additional past unreimbursed response costs, interest and certain
future costs the United States incurs at the site. The United States filed
a notice of lien in certain jurisdictions on real property of the
Registrant and its subsidiary Vulcan Corporation in the dollar amount of
the judgment, plus interest.
The Registrant has recorded a liability of $3,850,800 including accrued
interest of $385,400 for past costs plus $1,140,700,(representing a
discounted present value of $1,750,000) for estimated future costs in
connection with the Site. The March 31, 2000 quarterly results were
restated to recognize interest on the liability as reported in the
Registrant's Form 10-K for the year ended December 31, 2000. The
liability for future costs is a significant estimate of the future costs
and it is subject to change as actual costs are incurred and reported by
the Environmental Protection Agency.
The Registrant is presently continuing an investigation into this matter and
intends to vigorously pursue all available legal remedies to set aside all
orders and liens relating to the asserted liability and to defend itself
against the underlying allegations.
The Registrant was advised by the U.S. Environmental Protection Agency
several years ago that it was one of at least 122 large generator potentially
responsible parties ("PRPs") with regard to remediation of the Union Chemical
Company, Inc. Site, South Hope, Maine, where the potential joint and several
liability was in the range of $15 million. The Registrant, along with many
other PRPs, entered into a consent agreement with U.S. EPA to remediate the
5
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2001 and 2000
(Continued)
Site, and the Registrant is now a party to a Remedial Design/Remedial Action
Trust Agreement for the purpose of undertaking clean-up responsibilities at
the Site. Most of the remedial work has now been completed. In 2000, PRPs
estimated the additional funds in the range of $1 million would be required
to complete remediation of the Site. The Registrant's estimated share of
that amount was approximately $5,000 and was paid in 2000. If the projected
cost of the remaining remediation tasks remains at approximately $1 million,
the Registrant will not have additional payments. There may be other
potential clean-up liabilities at other sites of which the Registrant has
no specific knowledge.
The Registrant has an interest in a partnership which owns certain real
estate. On August 13, 1999 a Complaint for money damages, in excess
of $25,000, based upon breach of fiduciary duty was filed by the other
partner in the Court of Common Pleas in Hamilton County, Ohio.
Essentially, the plaintiff is seeking an adjustment of the capital
account balances which would result in a higher distribution of cash
flow. On March 27, 2001, the plaintiff threatened to file an Amended
Complaint that alleges damages of $1,062,000 and costs, plus punitive
damages of $2,000,000 on various grounds. The Registrant believes that
the suit is without merit and has been defending itself vigorously
against the issues raised.
The accompanying condensed consolidated financial statements reflect all
adjustments that are, in the opinion of management, necessary to reflect a
fair presentation of financial position, results of operations and cash flows
for the interim periods. All such adjustments are of a normal recurring
nature.
There were no securities of the Registrant sold by the Registrant during the
three months ended March 31, 2001, that were not registered under the
Securities Act of 1933, in reliance upon an exemption from registration
provided by Section 4(2) of the Act.
ACCOUNTING CHANGES
Effective January 1, 2001, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 133, "Accounting for Derivative Instruments
and Hedging Activities". SFAS 133 requires an entity to recognize all
derivatives, at their fair market value, as either assets or liabilities in
the statement of financial position. The effect of adopting this standard
was not significant.
6
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2001 and 2000
(Continued)
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
INVENTORIES
MARCH 31, DECEMBER 31,
2001 2000
UNAUDITED
Inventories consisted of:
Finished goods $ 327,100 657,693
Work in process 134,238 72,992
Raw materials 347,163 210,405
------- -------
Total inventories $ 808,501 941,090
======= =======
COMPREHENSIVE INCOME
During the three months ended March 31, 2001 and 2000 total other
comprehensive income (loss) was as follows:
2001 2000
Net income $ 699,137 169,266
Other comprehensive income, net of tax:
Unrealized gain (loss) on marketable
securities (4,942,435) 2,184,086
Less: reclassification adjustment for
gains included in net income (274,572) -
--------- ---------
Total comprehensive income (loss) $(4,517,870) 2,353,352
========= =========
7
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2001 and 2000
(Continued)
Accumulated comprehensive income consists of unrealized holding gains on
securities available for sale of $55,629,579 at March 31, 2001 and
$60,846,586 at December 31, 2000.
BUSINESS SEGMENT INFORMATION
Reportable segments for the three months ended March 31 are as
follows:
2001 2000
NET SALES FROM CONTINUING OPERATIONS:
Rubber and Foam Products $1,533,393 1,773,164
Bowling Pins 610,082 780,089
Real Estate Operations 306,440 212,251
Intersegment net sales (58,304) (162,474)
--------- ---------
2,391,611 2,603,030
Timber sales reported in gain on
sale of property and equipment (198,439) (85,984)
--------- ---------
TOTAL SALES FROM CONTINUING
OPERATIONS $2,193,172 2,517,046
========= =========
OPERATING PROFIT (LOSS) FROM
CONTINUING OPERATIONS:
Rubber and Foam Products $ (338,718) (316,876)
Bowling Pins 51,535 106,020
Real Estate Operations 160,228 73,314
--------- ---------
TOTAL OPERATING (LOSS) FROM
CONTINUING OPERATIONS (126,955) (137,542)
Interest expense - net (98,144) (101,959)
Other unallocated corporate income - net 1,090,667 435,488
Income tax provision (166,431) (26,721)
--------- ---------
NET INCOME $ 699,137 169,266
========= =========
8
PART I - FINANCIAL INFORMATION
(Continued)
Item 1. Financial Statements.
VULCAN INTERNATIONAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended March 31, 2001 and 2000
(Continued)
REVIEW BY INDEPENDENT ACCOUNTANTS
The condensed consolidated financial statements at March 31, 2001, and for
the three-month period then ended have been reviewed, prior to filing, by
the Registrant's independent accountants, J.D. Cloud & Co. L.L.P., whose
report covering their review of the financial statements is included in
this report.
9
INDEPENDENT ACCOUNTANTS' REPORT
To the Board of Directors
Vulcan International Corporation
Wilmington, Delaware
We have reviewed the accompanying condensed consolidated balance sheet of
Vulcan International Corporation and subsidiaries as of March 31, 2001, and
the related condensed consolidated statements of income and cash flows for the
three-month periods ended March 31, 2001 and 2000. These financial statements
are the responsibility of the Company's management.
We conducted our review in accordance with Statements on Standards for
Accounting and Review Services issued by the American Institute of Certified
Public Accountants. A review of interim financial information consists
principally of applying analytical procedures to financial data and making
inquiries of persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance with
generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying condensed consolidated financial statements
for them to be in conformity with generally accepted accounting principles.
We have audited, in accordance with U.S. generally accepted auditing
standards, the consolidated balance sheet of Vulcan International Corporation
and subsidiaries as of December 31, 2000, and the related consolidated
statements of income, shareholders' equity, and cash flows for the year then
ended (not presented herein); and in our report dated February 10, 2001 and
March 29, 2001, we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed Consolidated balance sheet as of December 31, 2000,
is fairly stated, in all material respects, in relation to the consolidated
balance sheet from which it has been derived.
J.D. CLOUD & CO. L.L.P.
Certified Public Accountants
Cincinnati, Ohio
May 9, 2001
10
PART I - FINANCIAL INFORMATION
(Continued)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Net sales revenue from continuing operations for the three months ended
March 31, 2001, decreased $323,874 or 12.9% over the corresponding period in
2000. Cost of sales decreased $268,382 or 10.6% during the three months ended
March 31, 2001 compared to the corresponding period in 2000. These changes
are due to decreased sales and increased costs in the Company's Rubber and
Foam and Bowling Pin segments.
General and administrative expenses decreased $12,127 or 2.9% in the
three months ended March 31, 2001, as compared to the corresponding period
in 2000.
Interest expense decreased $3,215 for the three months ended March 31, 2001.
This decrease is due to decreased borrowings under the Company's line of
credit agreement. Additional interest of $63,250 was incurred related to
the accrued EPA liabilities.
Gains on the sale of property, equipment and securities were $835,136 for
the three months ended March 31, 2001, as compared to $87,484 for the
corresponding period in 2000. Gains in 2001 were the result of sales of
marketable securities, timber and equipment. Gains in 2000 were the result
of sales of timber and equipment.
The Company has a 50% interest in a joint venture, Vulcan Brunswick Bowling
Pin Company (VBBPC) which manufactures bowling pins in Antigo, Wisconsin for
Brunswick and the Company. The Company's investment in VBBPC is included in
other assets at March 31, 2001.
Summarized income statement information for VBBPC consists of the following:
Three Months ended
March 31,
2001 2000
Net sales $1,315,901 2,145,088
Costs and expenses 1,185,085 1,908,890
--------- ---------
Net income $ 130,816 236,198
========= =========
Company's 50% equity in net income $ 65,408 118,099
========= =========
11
PART I - FINANCIAL INFORMATION
(Continued)
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES
The Company's cash requirements during the first quarter of 2001 were funded
in part through earnings and noncash charges such as depreciation and
amortization and from the sale of timber and equipment. The cash from these
transactions was primarily used in operations. The Company expects to
continue, when necessary, to use short-term borrowings to meet cash
requirements not fully provided by earnings, depreciation and amortization.
During the three months ended March 31, 2001, 4,805 shares of treasury stock
were acquired for $166,811. There were approximately $48,500 of commitments
for capital expenditures as of March 31, 2001.
Item 3. Quantitative and Qualitative Disclosures about Market Risks.
There have been no significant changes in the Company's market risk,
primarily associated with marketable securities, since December 31, 2000.
12
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
On March 1, 1990 the United States of America filed a Complaint against the
Registrant and others in the United States District Court for the District
of Massachusetts claiming that the Registrant was a potentially responsible
party with respect to the Re-Solve, Inc. Superfund Site in North Dartmouth,
Massachusetts seeking to recover response costs incurred and to be incurred
in the future in connection with this Site.
Although the Registrant had engaged counsel to represent it in that action,
the Registrant was first informed on March 28, 2001 that the Court had
entered, pursuant to prior rulings, an unopposed "Final Judgment" against
the Registrant on September 22, 1999. The "Final Judgment" awarded damages
against the Registrant in favor of the United States in the amount of
$3,465,438 for unreimbursed response costs and accrued interest, plus
any additional past unreimbursed response costs, interest and certain
future costs the United States incurs at the site. The United States filed
a notice of lien in certain jurisdictions on real property of the
Registrant and its subsidiary Vulcan Corporation in the dollar amount of
the judgment, plus interest.
The Registrant has recorded a liability of $3,850,800 including accrued
interest of $385,400 for past costs plus $1,140,700,(representing a
discounted present value of $1,750,000) for estimated future costs in
connection with the Site. The March 31, 2000 quarterly results were
restated to recognize interest on the liability as reported in the
Registrant's Form 10-K for the year ended December 31, 2000. The
liability for future costs is a significant estimate of the future costs
and it is subject to change as actual costs are incurred and reported
by the Environmental Protection Agency.
The Registrant is presently continuing an investigation into this matter and
intends to vigorously pursue all available legal remedies to set aside all
orders and liens relating to the asserted liability and to defend itself
against the underlying allegations.
The Registrant was advised by the U.S. Environmental Protection Agency several
years ago that it was one of at least 122 large generator potentially
responsible parties ("PRPs") with regard to remediation of the Union Chemical
Company, Inc. Site, South Hope, Maine, where the potential joint and several
liability was in the range of $15 million. The Registrant, along with many
other PRPs, entered into a consent agreement with U.S. EPA to remediate the
Site, and the Registrant is now a party to a Remedial Design/Remedial Action
Trust Agreement for the purpose of undertaking clean-up responsibilities at
13
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. (Continued)
the Site. Most of the remedial work has now been completed. In 2000, PRPs
estimated the additional funds in the range of $1 million would be required
to complete remediation of the Site. The Registrant's estimated share of that
amount was approximately $5,000 and was paid in 2000. If the projected cost
of the remaining remediation tasks remains at approximately $1 million, the
Registrant will not have additional payments. There may be other potential
clean-up liabilities at other sites of which the Registrant has no specific
knowledge.
The Registrant has an interest in a partnership which owns certain real
estate. On August 13, 1999 a Complaint for money damages, in excess
of $25,000, based upon breach of fiduciary duty was filed by the other
partner in the Court of Common Pleas in Hamilton County, Ohio.
Essentially, the plaintiff is seeking an adjustment of the capital
account balances which would result in a higher distribution of cash
flow. On March 27, 2001, the plaintiff threatened to file an Amended
Complaint that alleges damages of $1,062,000 and costs, plus punitive
damages of $2,000,000 on various grounds. The Registrant believes that
the suit is without merit and has been defending itself vigorously
against the issues raised.
The Registrant and its subsidiaries are party to other matters and claims
which are normal in the course of operations. While the results of
litigation and claims cannot be predicted with certainty, based on advice of
counsel, the Registrant believes that the final outcome of such matters will
not have a materially adverse effect on its consolidated financial condition.
14
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
a. Exhibits
None
b. The Company was not required to file Form 8-K for the quarter
ended March 31, 2001.
15
PART II - OTHER INFORMATION
(Continued)
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.
VULCAN INTERNATIONAL CORPORATION
By: /s/ Benjamin Gettler
----------------------------------
Date May 14, 2001 Benjamin Gettler
Chairman of the Board, President
and Chief Executive Officer
By: /s/ Vernon E. Bachman
-----------------------------------
Date May 14, 2001 Vernon E. Bachman
Vice President, Secretary-Treasurer
and Principal Accounting Officer
16