SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
for the fiscal year ended June 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
for the transition period from to
Commission File Number: 1-5318
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
KENNAMETAL THRIFT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Kennametal Inc.
Route 981 at Westmoreland County Airport
P.O. Box 231
Latrobe, Pennsylvania 15650
KENNAMETAL INC.
THRIFT PLAN
I N D E X
---------------
Report of Independent Public Accountants
Financial Statements:
Statements of Net Assets Available for Plan Benefits as of
June 30, 1997 and 1996
Statements of Changes in Net Assets Available for Plan Benefits
for the years ended June 30, 1997 and 1996
Notes to Financial Statements
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment Purposes as of
June 30, 1997
Item 27d - Schedule of Reportable Transactions for the year ended
June 30, 1997
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Board of Directors, Kennametal Inc.:
and to the Kennametal Inc. ERISA Compliance Committee:
We have audited the accompanying statements of net assets available for plan
benefits of Kennametal Inc. Thrift Plan (the Plan) as of June 30, 1997 and
1996, and the related statements of changes in net assets available for plan
benefits for the years then ended. These financial statements and the
schedules referred to below are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements and
schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan
as of June 30, 1997 and 1996, and the changes in net assets available for plan
benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department for Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The supplemental
schedules and fund information have been subject to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion,
are fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
/s/ ARTHUR ANDERSEN LLP
-----------------------
Arthur Andersen LLP
Pittsburgh, Pennsylvania
December 23, 1997
KENNAMETAL INC.
THRIFT PLAN
(PLAN 002)
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
JUNE 30, 1997 AND 1996
ASSETS 1997 1996
------ ------------ ------------
Receivables:
Employer Contributions $ 146,508 $ 291,288
Participant Contributions 410,565 829,453
------------ ------------
Total Receivables $ 557,073 $ 1,120,741
------------ ------------
General Investments:
Common/Collective Trusts-Fixed Fund $ 78,332,505 $ 78,721,429
Pooled Separate Accounts -
Equity and Balanced Funds - 54,808,031
Mutual Funds 78,042,271 -
Kennametal Inc. Common Stock 285,172 -
Participant Loans 981,817 -
------------ ------------
Total General Investments $157,641,765 $133,529,460
------------ ------------
NET ASSETS $158,198,838 $134,650,201
============ ============
The accompanying notes are an integral part of these statements.
KENNAMETAL INC.
THRIFT PLAN
(PLAN 002)
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR YEARS ENDED JUNE 30, 1997 AND 1996
1997 1996
------------ ------------
Contributions:
Employer $ 4,216,157 $ 3,770,394
Participant 12,301,425 10,612,045
------------ ------------
Total Contributions $ 16,517,582 $ 14,382,439
------------ ------------
Earnings on Investments:
Net Investment Gain -
Common/Collective Trusts -
Fixed Fund $ 4,866,795 $ 4,678,502
Pooled Separate Accounts -
Equity and Balanced Funds 5,658,753 8,551,079
Mutual Funds 6,424,947 -
Kennametal Inc. Common Stock 27,895 -
------------ ------------
Total Earnings on Investments $ 16,978,390 $ 13,229,581
------------ ------------
Expenses:
Benefit Payments to Participants ($ 13,455,047) ($ 9,620,295)
Administrative Expenses (165,308) (230,542)
------------ ------------
Total Expenses ($ 13,620,355) ($ 9,850,837)
------------ ------------
Net Change in Plan Assets $ 19,875,617 $ 17,761,183
------------ ------------
Transfers to the Plan:
ATC/Hertel $ - $ 68,273
Retirement Savings Plan 3,673,020 -
------------ ------------
Total Transfers to the Plan $ 3,673,020 $ 68,273
------------ ------------
NET ASSETS, BEGINNING OF YEAR $134,650,201 $116,820,745
------------ ------------
NET ASSETS, END OF YEAR $158,198,838 $134,650,201
============ ============
The accompanying notes are an integral part of these statements.
KENNAMETAL INC.
THRIFT PLAN
(PLAN 002)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1997 AND 1996
1. DESCRIPTION OF PLAN:
The Thrift Plan (the Plan), a defined contribution employee benefit
plan, adopted on January 1, 1977, was established to encourage investment and
savings for certain salaried and hourly employees of Kennametal Inc. and
subsidiaries and provide a method to supplement their retirement income
benefits. Participants could elect a contribution rate from 2% to 6% of their
earnings, on an after-tax basis, with such contributions made monthly through
payroll deductions. Employer contributions were made each month in an amount
equal to 50% of participant contributions for the month.
On April 1, 1985, the Thrift Plan was changed to provide a vehicle for
employee savings with an added 401(k) tax-deferred feature. The Plan was
amended to allow participants to elect a contribution rate (either before-tax,
after-tax, or a combination of both) of 2% - 12% of the employee's base
salary. Employer contributions equal 50% of the participant contribution up
to a maximum of 3% of the participant's salary. Effective April 27, 1987, the
Plan was further amended to provide that investment management, recordkeeping
and other administrative fees and expenses of the Plan be paid from assets and
income of the Plan.
During fiscal year ending June 30, 1995, the Company acquired Adaptive
Technologies Corporation (ATC). As a result of the acquisition, ATC's 401(k)
plan was merged into the Plan during fiscal year ending June 30, 1996.
Effective as of March 1, 1997, the assets of the Kennametal Inc.
Retirement Savings Plan (RSP) were merged into the Plan.
All eligible employees are entitled to become active participants of the
Plan on the first day of the month coinciding with or following the completion
of ten (10) days of service. Currently, participants become fully vested in
employer contributions on the third anniversary of their employment date.
Forfeitures of employer contributions as a result of withdrawals,
terminations, etc., reduce the amount of future contributions required by the
employer. Under present federal income tax law, employer contributions and
all earnings of the Plan do not constitute taxable income to the participants
until withdrawn from the plan by the participants.
Distributions to participants due to disability, retirement or death are
payable in either a lump sum, periodic payments for a period not to exceed ten
(10) years or purchase of an annuity at the participant's election.
Effective June 2, 1997, a participant may borrow the lesser of $50,000
or 50% of his or her vested account balance, with a minimum loan amount of
$1,000. Loans are repayable through payroll deductions over a period not to
exceed five years. If the proceeds are used to acquire a participant's
principal residence, the repayment period shall be no more than 15 years. The
interest rate is determined by the Plan Administrator based on existing market
conditions and is fixed over the life of the loan. The interest rate at
June 30, 1997, was 9.5%.
2. ACCOUNTING POLICIES:
BASIS OF ACCOUNTING -- The accounts of the Plan are maintained on the
accrual basis of accounting.
INVESTMENTS -- Investment transactions are recorded on a trade date
basis, and revenues are recorded on an accrual basis of accounting.
Effective January 27, 1992, PRIMCO Capital Management, Inc. was
appointed as an investment manager to manage the assets in the Fixed Income
Fund of the Retirement Savings Plan and Thrift Plan. Investment contracts
placed by PRIMCO represented investment of combined assets for both the
Retirement Savings Plan and the Thrift Plan until the merger as of
March 1, 1997. Individual Plan investment contracts (GICs) made prior to
PRIMCO's appointment will remain in effect until the scheduled maturity
period. Investments of the Fixed Income Fund consist of traditional
investment contracts issued by insurance companies, banks and other financial
institutions (or corporations), asset-backed investment contracts, synthetic
investment contracts, PRIMCO Group Trust and short-term investments.
A custodial arrangement for the Fixed Income Fund investments of the
Retirement Savings Plan and Thrift Plan was established on April 30, 1992.
PNC Bank, N.A. (PNC) was appointed as custodian of the custodial arrangement.
As custodian, PNC also managed the cash portion of the Plans' Fixed Income
Fund. Effective March 1, 1997, Putnam Fiduciary Trust Company was appointed
Trustee for the Plan.
The fair market values of individual investments that represent 5% or
more of the Plan's total plan assets as of June 30, 1997 and 1996, were as
follows:
1997 1996
------------- -------------
Common/Collective Trusts - Fixed Fund $ 78,332,505 $ 78,721,429
Pooled Separate Accounts -
Equity and Balanced Funds - $ 54,808,031
Putnam Mutual Funds -
Voyager $ 57,532,476 -
Asset Allocation - Balanced Portfolio $ 12,132,867 -
The Plan's interest in the assets of the common trust is included in the
accompanying Statements of Net Assets Available for Plan Benefits. During the
fiscal 1997 Plan year, all of the assets of the Retirement Savings Plan were
merged into the Plan. Accordingly, there were no assets held by the
Retirement Savings Plan as of June 30, 1997.
1997 1996
----------------------- -----------------------
Amount Percent Amount Percent
------------ ------- ------------ -------
Thrift Plan $ 78,332,505 100.00% $ 78,721,429 95.89%
Retirement Savings Plan - - 3,373,189 4.11%
------------ -------- ------------ -------
Total Assets of Common Trust $ 78,332,505 100.00% $ 82,094,618 100.00%
Common trust income allocated to the participating plans for the years
ended June 30, 1997 and June 30, 1996, were as follows:
Earnings on Investments - Interest 1997 1996
------------ ------------
Thrift Plan $ 4,866,795 $ 4,678,502
Retirement Savings Plan (as of March 1, 1997) 140,343 186,930
------------ ------------
Total Earnings on Investments - Interest $ 5,007,138 $ 4,865,432
Investments of the Equity Fund consisted solely of common stocks whereas
the Balanced Fund's investments were a combination of stocks, bonds, cash and
convertible securities. Effective March 1, 1997, the investments of the
Equity Fund and Balanced Fund were transferred to two mutual funds, the Putnam
Voyager Fund and the Putnam Asset Allocation - Balanced Portfolio Fund. These
mutual funds, together with the other Putnam mutual funds including Growth and
Income, New Opportunities, Asset Allocation - Growth, Asset Allocation -
Conservative, and International Growth are reflected in the accompanying
Statements of Net Assets Available for Plan Benefits at market value.
Investments held in the Equity Fund and Balanced Fund are reflected in
the accompanying Statements of Net Assets Available for Plan Benefits at
market value. Market value, which is equivalent to current value, is the unit
valuation of the investments in commingled funds as reported to the Trustee by
the Equitable Life Assurance Society of the United States.
Effective March 1, 1997, Kennametal Inc. common stock was added as an
investment option to the Plan. Accordingly, investments in common stock
consist solely of Kennametal Inc. common stock and are recorded at market
value.
In September of 1994, the AICPA issued SOP 94-4, "Reporting of
Investment Contracts Held by Health and Welfare Benefit Plans and Defined-
Contribution Pension Plans." SOP 94-4 states that fully benefit-responsive
investment contracts of defined contribution plans should be accounted for at
contract value in the accompanying financial statements. PRIMCO Capital
Management, Inc. certified that all the investment contracts held in the Fixed
Income Fund are fully benefit-responsive. The difference between the contract
value and the fair value of all investment contracts was immaterial.
USE OF ESTIMATES IN PREPARATION OF FINANCIAL STATEMENTS -- The
preparation of financial statements in conformity with generally accepted
accounting principles requires the plan administrator to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results may differ from these estimates.
PLAN TERMINATION -- Although it has not expressed any intent to do so,
Kennametal has the right to terminate the Plan at any time, subject to the
provisions of the Employee Retirement Income Security Act of 1974. In the
event of Plan termination, the accounts of all participants will become fully
vested and non-forfeitable.
RECLASSIFICATIONS -- Certain prior year balances have been reclassified
to conform to the current year presentation.
3. QUALIFICATION OF PLAN:
The Plan has been determined by the Internal Revenue Service to be
qualified under the Internal Revenue Code. The Internal Revenue Service
issued a favorable determination on April 23, 1996. Plans which are qualified
under regulations of the Internal Revenue Service are not subject to federal
income taxes.
4. KENNAMETAL THRIFT PLAN ADMINISTRATION:
Kennametal Inc. served as Trustee of the Plan. Effective March 1, 1997,
Putnam Fiduciary Trust Company was appointed the Trustee of the Plan.
Benefit Services Corporation, a firm providing defined contribution
administration services, served as recordkeeper for the Plan. Effective
March 1, 1997, Putnam Investments was appointed as the recordkeeper for the
Plan.
PRIMCO Capital Management, Inc., serves as the investment manager for
the Fixed Income Fund. Putnam Fiduciary Trust Company serves as custodian for
the Plan.
The Equitable Life Assurance Society of the United States served as the
investment manager and custodian for the Equity Fund and Balanced Fund through
February 28, 1997. During Fiscal Year 1993, the business of Equitable Capital
Management Corporation, a wholly owned subsidiary of Equitable Life, was
transferred to Alliance Capital Management L.P., a partially owned indirect
subsidiary of Equitable Life. Effective March 1, 1997, the investments held
in the Equity Fund and the Balanced Fund were transferred to certain mutual
funds of Putnam Investments (see note 2). Accordingly, Putnam Fiduciary Trust
Company was appointed the investment manager and the custodian.
5. BENEFIT PAYABLE:
As of June 30, 1996, the Plan was liable for participant benefits due
but unpaid in the amount of $2,102,139. Additionally, the Plan has an
operating payable of ($56) for 1996. These amounts are recorded as a
liability in the Plan's Form 5500; however, these amounts are not recorded as
a liability in the accompanying Statements of Net Assets Available for Plan
Benefits in accordance with generally accepted accounting principles. The
benefit payable of $2,102,139 is included in the total benefit payments in the
accompanying Statements of Changes in Net Assets Available for Plan Benefits
for the year end June 30, 1997.
6. Schedule of Assets Held for Investment Purposes:
See attached schedules.
7. Schedule of Reportable Transactions:
See attached schedules.
8. Change in Assets Available for Plan Benefits by Investment Fund:
KENNAMETAL THRIFT PLAN - (002)
CHANGE IN ASSETS AVAILABLE FOR PLAN BENEFITS AS OF 06/30/97
BY INVESTMENT FUND
EIN 25-0900168
Alliance Alliance
Equity Balanced Primco
Fund Fund Fund
----------- ---------- -----------
Net Assets at
Beginning of Year $47,290,863 $9,573,308 $77,786,030
Contributions 4,598,962 1,007,830 4,995,457
Earnings on Investments 4,847,699 811,054 4,752,078
Payments (3,082,379) (545,508) (9,226,491)
Administrative Fees (20,058) (4,103) (134,035)
Loan Issues - - (501,990)
Transfer From RSP - - 3,673,020
Transfer Between
Funds (53,635,087) (10,842,581) (3,011,564)
----------- ----------- -----------
Net Assets at
End of Year $ - $ - $78,332,505
=========== =========== ===========
PUTNAM INVESTMENT FUNDS
Growth New Inter- KMT Contri-
and Oppor- Conser- national Common bution
Voyager Balanced Income tunities Growth vative Growth Stock Loan Receivable Totals
----------- ----------- ------- ------------- ------- ------- ---------- --------- -------- ---------- ----------
Net Assets at
Beginning
of Year $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $134,650,201
Contributions 1,556,438 447,324 886,718 1,344,785 386,427 210,313 298,905 226,902 448 557,073 16,517,582
Earnings on
Investments 5,297,253 899,219 70,204 184,549 30,621 14,673 42,592 28,448 - - 16,978,390
Benefit
Payments (476,417) (79,638) (8,723) (15,639) (8,885) (5,206) (1,996) (3,948) (217) - (13,455,047)
Administrative
Fees (5,869) (1,130) (27) (41) (10) (6) (16) (13) - - (165,308)
Loan Issues (390,306) (52,439) (7,792) (14,740) (3,791) (2,438) (4,723) (3,367) 981,586 - -
Transfer
From RSP - - - - - - - - - - 3,673,020
Transfer Be-
tween Funds 51,551,377 10,919,531 1,606,732 1,548,535 340,113 522,276 963,518 37,150 - - -
----------- ----------- ---------- ---------- -------- -------- ---------- -------- -------- -------- ------------
Net Assets at
End of Year $57,532,476 $12,132,867 $2,547,112 $3,047,449 $744,475 $739,612 $1,298,280 $285,172 $981,817 $557,073 $158,198,838
=========== =========== ========== ========== ======== ======== ========== ======== ======== ======== ============
KENNAMETAL THRIFT PLAN - (002)
CHANGE IN ASSETS AVAILABLE FOR PLAN BENEFITS AS OF 06/30/96
BY INVESTMENT FUND
EIN 25-0900168
Alliance Alliance Primco
Equity Fund Balanced Fund Fund Totals
----------- ------------- ----------- ------------
Net Assets at
Beginning of Year $30,746,840 $7,265,236 $78,808,669 $116,820,745
Contributions 5,374,210 1,321,038 7,687,191 14,382,439
Earnings on Investments 7,511,068 1,040,011 4,678,502 13,229,581
Benefit Payments (2,082,222) (500,900) (7,037,173) (9,620,295)
Administrative Fees (30,570) (6,761) (193,211) (230,542)
Transfer From
Other Plans 51,080 13,740 3,453 68,273
Transfer Between Funds 5,720,457 440,944 (6,161,401) -
----------- ---------- ----------- ------------
Net Assets at
End of Year $47,290,863 $9,573,308 $77,786,030 $134,650,201
=========== ========== =========== ============
Statement of Assets
Kennametal Inc. Retirement Savings and Thrift Plans
Item 27a Schedule of Assets Held for Investment Purposes
EIN - 25-0900168
Note: Cost = Market
June 30, 1997
Contract Years to Market/
Issuer Number Maturity Maturity Duration Yield Current Value
- ------ ------- ---------- --------- ---------- ----- ---------------
Security Backed Investments
- ---------------------------
PRIMCO GROUP TRUST
Bankers Trust (Del) BASIC 97-883THT Jun-29-00 3.00 3.00 6.81% $ 8,337,007
Transamerica Life & Annuity 76543 Nov-15-04 7.38 4.00 6.28 6,194,613
3.43 6.58% $14,531,620
SEPARATE ACCOUNT CONTRACTS
Allstate Life Ins. Co. 31007 Feb-18-02 4.64 2.50 5.93% $ 2,193,770
John Hancock Mutual Life 7562 May-01-07 9.83 3.50 7.52 4,261,484
Mass Mutual Life Ins. Co. 10480 Jul-05-02 5.01 2.58 6.30 4,276,505
Metropolitan Life Ins Co. 13708 Jan-02-01 3.51 2.51 6.60 6,994,976
New York Life Ins. Co. 20032-18D Aug-31-98 1.25 0.44 5.28 2,202,425
2.50 6.51% $19,929,160
SYNTHETICS
Bankers Trust (Del) BASIC 92-472 Jul-15-97 0.04 0.04 6.20% $ 123,847
Caisse des Depots (CDC) 220-01 Dec-31-99 2.50 1.80 6.19 636,501
Peoples Security Life 00028TR Mar-30-07 9.75 1.88 6.61 11,319,653
1.86 6.59% $12,080,001
Sub-Total 2.69 6.55% $46,540,781
INVESTMENT CONTRACTS
FIXED RATE & FIXED TERM
Canada Life Assurance Co. 45798 Jan-04-99 1.51 1.19 5.36% $ 4,096,707
John Hancock Mutual Life 6258 Jul-01-97 - - 7.34 2,506,036
John Hancock Mutual Life 6406 Jul-17-97 0.05 0.05 6.49 1,335,320
Metropolitan Life Ins Co. 13678 Feb-01-99 1.59 1.47 5.55 5,903,992
Metropolitan Life Ins Co. 13852 Oct-01-99 2.25 2.17 7.55 2,439,586
New York Life Ins. Co. 30334 Apr-03-00 2.76 2.05 6.45 3,170,174
Sun Life Ass. Canada(US) S-0892-G Oct-01-98 1.25 1.09 5.05 4,780,743
1.26 5.98% $24,232,558
Sub-Total 1.26 5.98% $24,232,558
CASH & EQUIVALENTS
Putnam 522619 Jul-01-97 - - 5.76% $7,605,159
Sub-Total - $78,378,498
Other (45,993)
-----------
TOTAL PORTFOLIO $78,332,505
===========
KENNAMETAL INC.
THRIFT PLAN
EIN 25-0900168
Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
NET ASSETS AT JUNE 30, 1997
SHARES FUND MARKET VALUE COST
- ------------- ---------------------------------------------- ------------ -----------
123,526.322 The Putnam Fund for Growth and Income $ 2,547,112 $ 2,484,024
3,205,151.828 Putnam Voyager Fund 57,532,476 52,503,379
68,528.211 Putnam New Opportunities Fund 3,047,449 2,868,979
58,898.425 Putnam Asset Allocation - Growth Portfolio 744,475 714,712
1,050,464.638 Putnam Asset Allocation - Balanced Portfolio 12,132,867 11,381,983
72,796.443 Putnam Asset Allocation - Conservative Portfolio 739,612 729,467
73,838.987 Putnam International Growth Fund 1,298,280 1,256,801
- Loan Fund 981,817 981,817
6,631.902 Company Stock 285,172 258,110
----------- ------------
$79,309,260 $73,179,272
KENNAMETAL INC.
THRIFT PLAN
EIN 25-0900168 PN002
Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED JUNE 30, 1997
PURCHASES
Cost at Market Value
Acquisition at Transition Net Gain
Date Description Date Date or (Loss)
---- ----------- ----------- -------------- ------------
Various Alliance Capital Management Corp. $12,747,464 $12,747,464 $ -
Contract-3862
(Pooled Separate Accts.)
Various Trust for US Treasury Obligations $19,054,208 $19,054,208 $ -
Federated Fund #59
Various Putnam Voyager Fund $52,943,942 $52,943,942 $ -
Various Putnam Asset Allocation -
Balanced Portfolio $11,034,969 $11,034,969 $ -
SALES
Cost at Market Value
Acquisition at Transition Net Gain
Date Description Date Date or (Loss)
---- ----------- ----------- -------------- ------------
Various Alliance Capital Management Corp. $40,097,267 $67,555,495 $27,458,228
Contract-3862
(Pooled Separate Accts.)
Various Trust for US Treasury Obligations $22,185,003 $22,185,003 $ -
Federated Fund #59
SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities Exchange Act
of 1934, the plan administrator of the Kennametal Thrift Plan has duly caused
this annual report to be signed on its behalf by the undersigned, hereunto
duly authorized, in Unity Township, Westmoreland County, Commonwealth of
Pennsylvania.
KENNAMETAL THRIFT PLAN
By: Kennametal Inc., Trustee
By: /s/ AMY DOVERSPIKE
------------------
Amy Doverspike
Plan Administrator