UNITED STATES
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): July 25, 2005

Kennametal Inc.

(Exact Name of Registrant as Specified in Its Charter)

Pennsylvania

(State or Other Jurisdiction of Incorporation)

1-5318		25-0900168
(Commission File Number)		(IRS Employer Identification No.)

World Headquarters
1600 Technology Way
P.O. Box 231

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (724) 539-5000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

TABLE OF CONTENTS

Item 2.02 Results of Operations and Financial Condition

Item 8.01 Other Events

Item 9.01. Financial Statements and Exhibits

Exhibit 99.1

Exhibit 99.1

Item 2.02 Results of Operations and Financial Condition

On July 27, 2005, Kennametal Inc. (the Company) issued a press release announcing financial results for its fourth quarter ended June 30, 2005.

The press release contains certain non-GAAP financial measures, including net income and diluted earnings per share, in each case excluding special items. The special items include: FSS goodwill impairment charge, loss on assets held for sale, restructuring charges, Widia integration costs, pension curtailment, gain on Toshiba investment and charges related to a note receivable. The press release also contains free operating cash flow, debt to capital and adjusted return on invested capital, which are also non-GAAP measures and are defined below.

Kennametal management excludes these items in measuring and compensating internal performance to more easily compare the Company’s financial performance period to period. Kennametal management believes that presentation of these non-GAAP financial measures provides useful information about the results of operations of the Company for the current, past and future periods.

Management believes that investors should have available the same information that management uses to assess operating performance, determine compensation and assess the capital structure of the Company. These non-GAAP measures should not be considered in isolation or as a substitute for the most comparable GAAP measures. Non-GAAP financial measures utilized by the Company may not be comparable to non-GAAP financial measures used by other companies.

Free Operating Cash Flow

Free operating cash flow is a non-GAAP financial measure and is defined as cash provided by operations (in accordance with GAAP) less capital expenditures plus proceeds from disposals of fixed assets. Management considers free operating cash flow to be an important indicator of Kennametal’s cash generating capability because it better represents cash generated from operations that can be used for strategic initiatives (such as acquisitions), dividends, debt repayment and other investing and financing activities.

Debt to Capital

Debt to equity in accordance with GAAP is defined as total debt divided by shareowners’ equity. Debt to capital is a non-GAAP financial measure and is defined by Kennametal as total debt divided by total shareowners’ equity plus minority interest plus total debt. Management believes that this financial measure provides additional insight into the underlying capital structuring and performance of the Company.

Adjusted Return on Invested Capital

Adjusted Return on Invested Capital is a non-GAAP financial measure and is defined as the previous 12 months’ net income, adjusted for interest expense and special items, divided by the sum of the previous 12 months’ average balances of debt, securitized accounts receivable, minority interest and shareowners’ equity. Management believes that this financial measure provides additional insight into the underlying capital structuring and performance of the Company. Management utilizes this non-GAAP measure in determining compensation and assessing the operations of the Company.

A copy of the Company’s earnings announcement is furnished under Exhibit 99.1 attached hereto. Reconciliations of the above non-GAAP financial measures are included in the earnings announcement.

Additionally, during our quarterly teleconference we may use various other non-GAAP financial measures to describe the underlying operating results. Accordingly, we have compiled below certain reconciliations as required by Regulation G.

Primary Working Capital

Primary working capital is a non-GAAP presentation and is defined as accounts receivable, net plus inventories, net minus accounts payable. The most directly comparable GAAP measure is working capital, which is defined as current assets less current liabilities. We believe primary working capital better represents Kennametal’s performance in managing certain assets and liabilities controllable at the business unit level and is used as such for internal performance measurement.

EBIT

EBIT is an acronym for Earnings Before Interest and Taxes and is not a calculation in accordance with GAAP. The most directly comparable GAAP measure is net income. However, we believe that EBIT is widely used as a measure of operating performance and we believe EBIT to be an important indicator of the Company’s operational strength and performance. Nevertheless, the measure should not be considered in isolation or as a substitute for operating income, cash flows from operating activities or any other measure for determining liquidity that is calculated in accordance with GAAP. Additionally, Kennametal will adjust EBIT for restructuring charges, interest income and other items. Management uses this information in reviewing operating performance and in the determination of compensation.

Adjusted Sales

Kennametal adjusts current period sales as reported under GAAP for specific items including foreign currency translation. Management believes that adjusting the current period sales as reported under GAAP yields a more consistent comparison of year over year results and provides additional insight into the underlying operations. Management uses this information in reviewing operating performance and in the determination of compensation.

SUPPLEMENTAL INFORMATION AND RECONCILIATIONS

FINANCIAL HIGHLIGHTS

RECONCILIATION OF PRIMARY WORKING CAPITAL TO GAAP WORKING CAPITAL (Unaudited)

		June 30,
		2005				2004
Current assets		$	831,062			$	796,945
Current liabilities			428,658				486,527
Working capital in accordance with GAAP		$	402,404			$	310,418
Excluding items:
Cash and cash equivalents			(43,220	)			(25,940	)
Deferred income taxes			(70,391	)			(95,240	)
Other current assets			(37,466	)			(40,443	)
Total excluded current assets		$	(151,077	)		$	(161,623	)
Adjusted current assets			679,985				635,322
Short-term debt, including notes payable			(50,889	)			(126,807	)
Accrued liabilities			(222,930	)			(211,504	)
Total excluded current liabilities		$	(273,819	)		$	(338,311	)
Adjusted current liabilities			154,839				148,216
Primary working capital		$	525,146			$	487,106

-more-

FINANCIAL HIGHLIGHTS (Continued)

KENNAMETAL INC. EBIT RECONCILIATION (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Net income, as reported		$	37,740			$	29,852			$	119,291			$	73,578
As % of sales			6.1	%			5.5	%			5.2	%			3.7	%
Add back:
Interest			7,897				6,405				27,277				25,884
Taxes			21,854				14,154				61,394				35,500
EBIT			67,491				50,411				207,962				134,962
Additional adjustments:
Minority interest			238				(36	)			3,592				1,596
Restructuring and asset impairment charges (1)			—				—				4,707				6,520
Loss on assets held for sale			—				—				1,546				—
Widia integration			—				—				—				1,559
Pension curtailment			—				—				—				1,299
Gain on Toshiba investment			—				—				—				(4,397	)
Note receivable			—				—				—				2,000
Interest income			(1,384	)			(369	)			(3,462	)			(1,620	)
Securitization fees			981				443				3,186				1,679
Adjusted EBIT		$	67,326			$	50,449			$	217,531			$	143,598
Adjusted EBIT as % of sales			10.9	%			9.3	%			9.4	%			7.3	%

-more-

FINANCIAL HIGHLIGHTS (Continued)

MSSG SEGMENT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Sales, as reported		$	369,297			$	326,377			$	1,378,594			$	1,198,505
Foreign currency exchange			(10,964	)			—				(46,884	)			—
Adjusted sales		$	358,333			$	326,377			$	1,331,710			$	1,198,505

MSSG EBIT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
MSSG operating income, as reported		$	52,260			$	43,720			$	187,410			$	126,657
As % of sales			14.2	%			13.4	%			13.6	%			10.6	%
Other income (expense)			3,203				669				4,449				2,608
EBIT			55,463				44,389				191,859				129,265
Adjustments:
MSSG restructuring (1)			—				—				—				5,023
Widia integration			—				—				—				1,511
EBIT, excluding special items		$	55,463			$	44,389			$	191,859			$	135,799
As % of sales			15.0	%			13.6	%			13.9	%			11.3	%

-more-

FINANCIAL HIGHLIGHTS (Continued)

AMSG SEGMENT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Sales, as reported		$	171,165			$	119,227			$	546,838			$	419,073
Foreign currency exchange			(2,211	)			—				(9,728	)			—
Adjusted sales		$	168,954			$	119,227			$	537,110			$	419,073

AMSG EBIT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
AMSG operating income, as reported		$	30,319			$	16,793			$	80,932			$	53,168
As % of sales			17.7	%			14.1	%			14.8	%			12.7	%
Other (expense) income			83				902				(1,116	)			2,017
EBIT			30,402				17,695				79,816				55,185
Adjustments:
AMSG restructuring (1)			—				—				—				1,497
Widia integration			—				—				—				48
EBIT, excluding special items		$	30,402			$	17,695			$	79,816			$	56,730
As % of sales			17.8	%			14.8	%			14.6	%			13.5	%

-more-

FINANCIAL HIGHLIGHTS (Continued)

J&L SEGMENT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Sales, as reported		$	66,031			$	59,741			$	255,840			$	218,295
Foreign currency exchange			(200	)			—				(1,715	)			—
Adjusted sales		$	65,831			$	59,741			$	254,125			$	218,295

J&L EBIT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
J&L operating income, as reported		$	7,592			$	6,137			$	27,094			$	19,547
As % of sales			11.5	%			10.3	%			10.6	%			9.0	%
Other (expense) income			11				3				19				26
EBIT			7,603				6,140				27,113				19,573
Adjustments			—				—				—				—
EBIT, excluding special items		$	7,603			$	6,140			$	27,113			$	19,573
As % of sales			11.5	%			10.3	%			10.6	%			9.0	%

-more-

FINANCIAL HIGHLIGHTS (Continued)

FSS SEGMENT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Sales, as reported		$	12,665			$	36,513			$	122,895			$	135,568
Foreign currency exchange			(62	)			—				(650	)			—
Adjusted sales		$	12,603			$	36,513			$	122,245			$	135,568

FSS EBIT (Unaudited)

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
FSS operating income (loss), as reported		$	265			$	882			$	(4,105	)		$	818
As % of sales			2.1	%			2.4	%			(3.3	%)			0.6	%
Other (expense) income			(173	)			—				(169	)			2
EBIT			92				882				(4,274	)			820
Adjustments:
FSS goodwill impairment charge			—				—				4,707				—
Loss on assets held for sale			—				—				1,546				—
EBIT, excluding special items		$	92			$	882			$	1,979			$	820
As % of sales			0.7	%			2.4	%			1.6	%			0.6	%

Item 8.01 Other Events

On July 25, 2005, the Board of Directors of Kennametal Inc. reaffirmed the Company’s previously authorized share repurchase program to purchase up to 1.8 million shares of the Company’s common stock. A copy of the Company’s announcement is furnished under Exhibit 99.1 attached hereto.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Fiscal 2005 Fourth Quarter Earnings Announcement

-end-

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						KENNAMETAL INC.
Date: July 27, 2005				By:		/s/ Timothy A. Hibbard
						Timothy A. Hibbard
						Corporate Controller and Chief
						Accounting Officer

Exhibit 99.1

		FROM:		KENNAMETAL INC. P.O. Box 231 Latrobe, PA 15650 724-539-5000
				Investor Relations 724-539-6141
				Media Relations Contact: Joy Chandler 724-539-4618
		DATE:		July 27, 2005
		FOR RELEASE:		Immediate

KENNAMETAL REPORTS RECORD FOURTH QUARTER AND FULL YEAR 2005 RESULTS

			- Q4 05 sales up 14 percent, earnings per diluted share (EPS) of $.98, up 21 percent
			- Full Year sales up 17 percent, adjusted EPS of $3.25, up 51 percent

LATROBE, Pa., July 27, 2005 — Kennametal Inc. (NYSE: KMT) today reported fiscal 2005 fourth quarter EPS at a record level of $0.98 compared with prior year EPS of $0.81 and original guidance of $0.90 to $0.95. There were no special items in either quarter.

-more-

Highlights of the Fiscal 2005 Fourth Quarter

•		Sales of $619 million were up 14 percent versus the same quarter last year, including 11 percent organic sales growth, 2 percent benefit from foreign currency exchange and 4 percent from acquisitions offset by 3 percent from the FSS divestiture.
•		Net income was $38 million versus $30 million, up 26 percent.
•		Adjusted Return on Invested Capital improved 260 basis points to 9.6 percent versus 7.0 percent in the prior year.
•		Completed the divestiture of FSS, a distribution business that primarily addressed the North American Automotive market, for a selling price of $39 million, subject to customary post-closing adjustments.

Highlights of Fiscal 2005

•

Sales of $2.3 billion were up 17 percent on 13 percent organic sales growth, 3 percent benefit from foreign currency exchange and 2 percent from acquisitions offset by 1 percent from the FSS divestiture.

•

Net income was $119 million versus $74 million last year, up 62 percent.

•

Acquired Extrude Hone, for approximately $134 million, net of acquired cash and direct acquisition costs, adding to our AMSG segment.

•

Cash flow from operations was $202 million, free operating cash flow for the year was $118 million.

•

Debt to capital decreased to 31 percent versus 33 percent at the end of the prior year.

Outlook

Economic indicators project continued growth through fiscal 2006 in North America and the rest-of-the world markets, and flat to modest growth in European markets. Kennametal expects to see organic revenue growth in the 7% to 10% range, two to three the underlying growth rates of its addressed markets.

Tambakeras said, “We were delighted with our performance in fiscal 2005, and the outlook for our end markets in 2006 remains good. The major challenge in FY 2006 revolves around raw material costs, especially tungsten; but we remain confident in our ability to continue to realize pricing. Although there is near term uncertainty from these raw material cost increases, over the long-term, the industry should be establishing new higher overall levels of pricing commensurate with the underlying economic benefits of its products.”

-more-

Reported EPS are expected to be in the $3.30 to $3.80 range for FY 2006; including an approximately $0.25 negative impact from expensing options due to SFAS 123R and the effects of the reduction in the discount rates applied to our pension plans. About 65% of the 06 EPS will be realized in the second half of the fiscal year, consistent with the Company’s historical seasonal pattern. First quarter EPS are forecasted to be $0.40 to $0.50, also consistent with our seasonal pattern and additionally reflects the impact of raw material cost increases which will be highest in the first quarter.

Operating margins and ROIC should again improve this year as we stay on track to reach our stated goal of 12% for each by fiscal 2007.

Kennametal anticipates net cash flow provided by operating activities of approximately $200 to $220 million for fiscal 2006. Purchases of property, plant and equipment, net of proceeds from disposals of property, plant and equipment are expected to be approximately $80 million. Adjusting net cash flow provided by operating activities for the above item, Kennametal expects to generate between $120 and $140 million of free operating cash flow for fiscal 2006.

Kennametal advises shareowners to note monthly order trends, for which the Company makes a disclosure ten business days after the conclusion of each month. This information is available on the Investor Relations section of Kennametal’s corporate web site at www.kennametal.com.

Kennametal announced today that its Board of Directors reaffirmed its previously authorized share repurchase program of up to 1.8 million shares of the Company’s common stock. The program will be used principally to dampen the impact of share dilution from equity issued under employee benefit programs. The Company intends to repurchase shares from time to time in open market transactions or in privately negotiated transactions at the Company’s discretion, in accordance with the Board of Director’s authorization and subject to applicable SEC regulations, market conditions and other factors.

Kennametal also announced its Board of Directors approved an increase of $.02 in the quarterly cash dividend to $0.19 per share, payable August 24, 2005, to shareowners of record as of the close of business on August 9, 2005. This increase of nearly 12% reflects management’s confidence in continued strong cash generation and is consistent with Kennametal’s stated cash deployment priorities.

-more-

This release contains “forward-looking’’ statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the fact they use words such as “should,” “anticipate,” “estimate,” “approximate,” “expect,” “may,” “will,” “project,” “intend,” “plan,” “believe,” and others words of similar meaning and expression in connection with any discussion of future operating or financial performance. One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements are likely to relate to, among other things, our goals, plans and projections regarding our financial position, results of operations, market position and product development, which are based on current expectations that involve inherent risks and uncertainties, including factors that could delay, divert or change any of them in the next several years. Although it is not possible to predict or identify all factors, they may include the following: global economic conditions; future terrorist attacks; epidemics; risks associated with integrating and divesting businesses and achieving the expected savings and synergies; demands on management resources; risks associated with international markets such as currency exchange rates, and social and political environments; competition; labor relations; commodity prices; demand for and market acceptance of new and existing products; and risks associated with the implementation of restructuring plans and environmental remediation matters. We can give no assurance that any goal or plan set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements, which speak only as of the date made. We undertake no obligation to release publicly any revisions to forward-looking statements as a result of future events or developments.

Kennametal Inc. (NYSE:KMT) is a leading global supplier of tooling, engineered components and advanced materials consumed in production processes. The Company improves customers’ competitiveness by providing superior economic returns through the delivery of application knowledge and advanced technology to master the toughest of materials application demands. Companies producing everything from airframes to coal, from medical implants to oil wells and from turbochargers to motorcycle parts recognize Kennametal for extraordinary contributions to their value chains. Customers buy over $2 billion annually of Kennametal products and services—delivered by our 14,000 talented employees in over 60 countries—with almost 50 percent of these revenues coming from outside the United States. Visit us at www.kennametal.com. KMT-E

-more-

FINANCIAL HIGHLIGHTS

Consolidated Statements of Income (Unaudited)

		Quarter Ended								Twelve Months Ended
(in thousands, except per share amounts)		June 30,								June 30,
		2005				2004				2005				2004
Sales		$	619,158			$	541,858			$	2,304,167			$	1,971,441
Cost of goods sold (1)			394,695				356,084				1,513,634				1,318,074
Gross profit			224,463				185,774				790,533				653,367
Operating expense (2)			156,065				134,441				574,495				512,621
Restructuring and asset impairment charges (3)			—				—				4,707				3,670
Amortization of intangibles			1,566				664				3,460				2,234
Operating income			66,832				50,669				207,871				134,842
Interest expense			7,897				6,405				27,277				25,884
Other expense (income), net (4)			(897	)			294				(3,683	)			(1,716	)
Income before provision for income taxes and minority interest			59,832				43,970				184,277				110,674
Provision for income taxes			21,854				14,154				61,394				35,500
Minority interest			238				(36	)			3,592				1,596
Net income		$	37,740			$	29,852			$	119,291			$	73,578
Basic earnings per share		$	1.01			$	0.83			$	3.23			$	2.06
Diluted earnings per share		$	0.98			$	0.81			$	3.13			$	2.02
Dividends per share		$	0.17			$	0.17			$	0.68			$	0.68
Basic weighted average shares outstanding			37,510				36,051				36,924				35,704
Diluted weighted average shares outstanding			38,477				36,952				38,056				36,473

-more-

FINANCIAL HIGHLIGHTS (Continued)

In addition to reported results under generally accepted accounting principles in the United States of America (GAAP), the following financial highlight tables also include, where appropriate, a reconciliation of results excluding special items, free operating cash flow, debt to capital, and adjusted return on invested capital (which are non-GAAP measures), to the most directly comparable GAAP measures. Management believes that the investor should have available the same information that management uses to assess operating performance, determine compensation, and assess the capital structure of the Company. These non-GAAP measures should not be considered in isolation or as a substitute for the most comparable GAAP measures. Non-GAAP financial measures utilized by the Company may not be comparable to non-GAAP financial measures used by other companies.

For the quarters ended June 30, 2005 and 2004, there were no special items.

RECONCILIATION TO GAAP – TWELVE MONTHS ENDED JUNE 30 (Unaudited)

		Net
		Income				EPS
2005 Reported		$	119,291			$	3.13
FSS goodwill impairment charge			3,277				0.09
Loss on assets held for sale			1,076				0.03
2005 Adjusted, excluding special items		$	123,644			$	3.25

Reported EPS of $3.13 is up 55 percent from reported EPS of $2.02 for prior year. Adjusted EPS of $3.25 is up 51 percent from adjusted EPS of $2.15 for prior year.

		Net
		Income				EPS
2004 Reported		$	73,578			$	2.02
MSSG restructuring			3,416				0.09
AMSG restructuring			1,018				0.03
Widia integration costs — MSSG			1,027				0.03
Widia integration costs — AMSG			33				—
Pension curtailment			883				0.02
Gain on Toshiba investment			(2,990	)			(0.08	)
Note receivable			1,360				0.04
2004 Adjusted, excluding special items		$	78,325			$	2.15

-more-

FINANCIAL HIGHLIGHTS (Continued)

SEGMENT DATA (Unaudited):

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Outside Sales:
Metalworking Solutions and Services Group		$	369,297			$	326,377			$	1,378,594			$	1,198,505
Advanced Materials Solutions Group			171,165				119,227				546,838				419,073
J&L Industrial Supply			66,031				59,741				255,840				218,295
Full Service Supply			12,665				36,513				122,895				135,568
Total Outside Sales		$	619,158			$	541,858			$	2,304,167			$	1,971,441
Sales By Geographic Region:
Within the United States		$	334,524			$	307,319			$	1,261,315			$	1,098,470
International			284,634				234,539				1,042,852				872,971
Total Sales by Geographic Region		$	619,158			$	541,858			$	2,304,167			$	1,971,441
Operating Income (Loss):
Metalworking Solutions and Services Group		$	52,260			$	43,720			$	187,410			$	126,657
Advanced Materials Solutions Group			30,319				16,793				80,932				53,168
J&L Industrial Supply			7,592				6,137				27,094				19,547
Full Service Supply			265				882				(4,105	)			818
Corporate and eliminations (1)			(23,604	)			(16,863	)			(83,460	)			(65,348	)
Total Operating Income, as reported		$	66,832			$	50,669			$	207,871			$	134,842

RECONCILIATION TO FREE OPERATING CASH FLOW INFORMATION (Unaudited) :

		Quarter Ended								Twelve Months Ended
		June 30,								June 30,
		2005				2004				2005				2004
Net income		$	37,740			$	29,852			$	119,291			$	73,578
Other non-cash items			22,483				(1,498	)			39,048				13,959
Depreciation and amortization			18,344				17,236				66,884				65,989
Change in inventory			13,035				(3,213	)			(8,446	)			10,255
Change in accounts receivable			(38,994	)			(986	)			(53,768	)			(4,199	)
Change in accounts payable			12,006				16,696				12,997				25,776
Change in other assets and liabilities			(12,018	)			10,305				26,321				(7,500	)
Net cash flow provided by operating activities			52,596				68,392				202,327				177,858
Purchase of property, plant and equipment			(31,260	)			(20,902	)			(88,552	)			(56,962	)
Proceeds from disposals of property, plant and equipment			—				1,227				3,912				4,225
Free operating cash flow		$	21,336			$	48,717			$	117,687			$	125,121

-more-

FINANCIAL HIGHLIGHTS (Continued)

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) :

		06/30/05				03/31/05				12/31/04				09/30/04				06/30/04
ASSETS
Cash and equivalents		$	43,220			$	34,792			$	32,168			$	28,688			$	25,940
Trade receivables, net of allowance			403,097				382,188				367,940				369,008				364,725
Receivables securitized			(109,786	)			(120,749	)			(115,253	)			(115,309	)			(117,480	)
Accounts receivable, net			293,311				261,439				252,687				253,699				247,245
Inventories			386,674				408,713				421,183				404,478				388,077
Deferred income taxes			70,391				98,063				99,731				96,144				95,240
Current assets held for sale			—				50,469				—				—				—
Other current assets			37,466				32,353				39,605				37,178				40,443
Total current assets			831,062				885,829				845,374				820,187				796,945
Property, plant and equipment, net			519,301				512,806				506,253				487,616				484,475
Goodwill and intangible assets, net			652,791				661,908				543,062				546,487				542,014
Assets held for sale			—				2,715				—				—				—
Other assets			141,297				135,873				133,451				115,733				115,229
Total		$	2,144,451			$	2,199,131			$	2,028,140			$	1,970,023			$	1,938,663
LIABILITIES
Short-term debt, including notes payable		$	50,889			$	56,225			$	28,888			$	116,446			$	126,807
Accounts payable			154,839				142,268				142,465				146,543				148,216
Current liabilities held for sale			—				14,437				—				—				—
Accrued liabilities			222,930				245,534				226,568				217,636				211,504
Total current liabilities			428,658				458,464				397,921				480,625				486,527
Long-term debt			386,485				428,943				376,268				318,989				313,400
Deferred income taxes			59,551				91,088				56,340				65,973				67,426
Other liabilities			279,435				179,786				174,855				162,627				167,926
Total liabilities			1,154,129				1,158,281				1,005,384				1,028,214				1,035,279
MINORITY INTEREST			17,460				19,664				19,249				17,377				16,232
SHAREOWNERS’ EQUITY			972,862				1,021,186				1,003,507				924,432				887,152
Total		$	2,144,451			$	2,199,131			$	2,028,140			$	1,970,023			$	1,938,663

-more-

FINANCIAL HIGHLIGHTS (Continued)

Debt to Capital Reconciliation (Unaudited):

		June 30,
			2005				2004
Total debt		$	437,374			$	440,207
Total shareowners’ equity			972,862				887,152
Debt to equity, GAAP			45.0	%			49.6	%
Total debt		$	437,374			$	440,207
Minority interest			17,460				16,232
Total shareowners’ equity			972,862				887,152
Total capital		$	1,427,696			$	1,343,591
Debt to Capital			30.6	%			32.8	%

-more-

FINANCIAL HIGHLIGHTS (Continued)

RETURN ON INVESTED CAPITAL (Unaudited):

		6/30/2005				3/31/2005				12/31/2004				9/30/2004				6/30/2004				Average
Invested Capital
Debt		$	437,374			$	485,168			$	405,156			$	435,435			$	440,207			$	440,668
Accounts receivable securitized			109,786				120,749				115,253				115,309				117,480				115,715
Minority interest			17,460				19,664				19,249				17,377				16,232				17,996
Shareowners’ equity			972,862				1,021,186				1,003,507				924,432				887,152				961,828
Total		$	1,537,482			$	1,646,767			$	1,543,165			$	1,492,553			$	1,461,071			$	1,536,207

		Quarter Ended
		6/30/2005				3/31/2005				12/31/2004				9/30/2004				Total
Interest Expense
Interest expense		$	7,897			$	6,803			$	6,121			$	6,456			$	27,277
Securitization interest			981				868				757				580				3,186
Total interest expense		$	8,878			$	7,671			$	6,878			$	7,036			$	30,463
Income tax benefit																			10,175
Total Interest Expense, net of tax																		$	20,288

										Quarter Ended
		6/30/2005				3/31/2005				12/31/2004				9/30/2004				Total
Total Income
Net Income, as reported		$	37,740			$	30,650			$	28,181			$	22,720			$	119,291
Restructuring and asset impairment charges			—				3,306				—				—				3,306
Loss on assets held for sale			—				1,086				—				—				1,086
Minority interest expense			238				1,449				928				977				3,592
Total Income, excluding special items		$	37,978			$	36,491			$	29,109			$	23,697			$	127,275
Total Income, excluding special items																		$	127,275
Total Interest Expense, net of tax																			20,288
																		$	147,563
Average invested capital																		$	1,536,207
Adjusted Return on Invested Capital																			9.6	%
Return on Invested Capital calculated utilizing Net Income, as reported is as follows:
Net Income, as reported																		$	119,291
Total Interest Expense, net of tax																			20,288
																		$	139,579
Average invested capital																		$	1,536,207
Return on Invested Capital																			9.1	%