ITEM 1. BUSINESS; ITEM 2.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
EXECUTIVE OFFICERS OF THE REGISTRANT*
The name, age, principal occupation and the material occupations, positions, offices or employments for the past five years of each executive officer of the Company are as follows:
- ---------------
* Included pursuant to Instruction 3 to Item 401(b) of Regulation S-K.
(1) The descriptions of the principal occupation of the executive officers include their employment history with both the Company and its predecessor.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
The information required by this item is included herein at Exhibit 99.1 to this Form 10-K Annual Report.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA.
The information required by this item is included herein at Exhibit 99.2 to this Form 10-K Annual Report.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
The information required by this item is included herein at Exhibit 99.3 to this Form 10-K Annual Report.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The information required by this item is included herein at Exhibits 99.1 and 99.4 to this Form 10-K Annual Report.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
The information regarding Directors appearing under the caption "Election of Directors" in the registrant's definitive Proxy Statement to be used in connection with the Annual Meeting of Stockholders to be held on April 21, 1994 (the "1994 Proxy Statement") is incorporated herein by reference. The information regarding compliance with Section 16(a) of the Securities Exchange Act of 1934 appearing under the caption "Compliance With Section 16(a) of the Securities Exchange Act of 1934" in the 1994 Proxy Statement is incorporated herein by reference. Information regarding executive officers of the registrant is set forth in Part I of this Form 10-K Annual Report.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION.
The information required by this item is incorporated herein by reference to "Executive Compensation" in the 1994 Proxy Statement.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The information required by this item is incorporated herein by reference to "Stock Ownership of Principal Holders and Management" in the 1994 Proxy Statement.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
The information required by this item is incorporated herein by reference to "Certain Transactions" in the 1994 Proxy Statement.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) 1. Financial Statements.
The following financial statements and supplementary quarterly information are filed as part of this Form 10-K Annual Report herein at Exhibits 99.1 and 99.4 as indicated:
2. Financial Statement Schedules.
See the Index to Financial Statement Schedules at page FS-1 of this Form 10-K Annual Report.
3. Exhibits.
See the Index to Exhibits at page E-1 of this Form 10-K Annual Report.
(b) Reports on Form 8-K.
The registrant did not file any Current Reports on Form 8-K during the fourth quarter of 1993.
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) 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.
RELIANCE ELECTRIC COMPANY
By: /s/ JOHN C. MORLEY John C. Morley, President and Chief Executive Officer
Date: March 3, 1994
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE REGISTRANT AND IN THE CAPACITIES AND ON THE DATES INDICATED.
Date: March 3, 1994
RELIANCE ELECTRIC COMPANY
INDEX TO FINANCIAL STATEMENT SCHEDULES
All other schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
FS-1
REPORT OF INDEPENDENT ACCOUNTANTS ON FINANCIAL STATEMENT SCHEDULES
To the Board of Directors of Reliance Electric Company
Our audits of the consolidated financial statements referred to in our report dated February 3, 1994, appearing on page 1 of Exhibit 99.4 of this Annual Report on Form 10-K also included an audit of the Financial Statement Schedules listed in Item 14(a) of this Form 10-K. In our opinion, these Financial Statement Schedules present fairly, in all material respects, the information set forth therein when read in conjunction with the related consolidated financial statements.
As discussed in Note 1 of the consolidated financial statements included herein at Exhibit 99.4 of this Annual Report on Form 10-K, the Company changed its method of accounting for income taxes and postretirement benefits other than pensions.
PRICE WATERHOUSE
Cleveland, Ohio February 3, 1994
FS-2
RELIANCE ELECTRIC COMPANY
SCHEDULE VIII -- VALUATION AND QUALIFYING ACCOUNTS
(DOLLARS IN MILLIONS)
- -------------------------------------------------------------------------------- - --------------------------------------------------------------------------------
- ---------------
(A) Approximately $19 million of fully amortized intangible assets were written off in 1993.
Financial data for 1992 and 1991 has been restated to reflect retroactive adoption of Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes."
FS-3
RELIANCE ELECTRIC COMPANY
SCHEDULE IX -- SHORT-TERM BORROWINGS
(DOLLARS IN MILLIONS)
- -------------------------------------------------------------------------------- - --------------------------------------------------------------------------------
(A) A weighted average interest rate for the combined various non-United States short-term borrowings does not provide a relevant interest rate due to varying foreign exchange rates and currencies borrowed.
(B) Average amount outstanding during the period is computed by dividing the total of month-end outstanding principal balances by 12.
FS-4
RELIANCE ELECTRIC COMPANY
SCHEDULE X -- SUPPLEMENTARY INCOME STATEMENT INFORMATION
(DOLLARS IN MILLIONS)
- -------------------------------------------------------------------------------- - --------------------------------------------------------------------------------
There were no other items not presented elsewhere which exceeded one percent of consolidated net sales.
FS-5
RELIANCE ELECTRIC COMPANY
EXHIBIT INDEX
E-1
EXHIBIT INDEX -- CONTINUED
- ---------------
* Management contract or compensatory plan or arrangement identified pursuant to Item 14(c) of this Form 10-K. **Filed herewith. (A) Incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K for the fiscal year ended December 31, 1992. (B) Incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K for the fiscal year ended December 31, 1988.
(C) Incorporated herein by reference to the appropriate exhibit to the Company's Form 10-Q for the quarter ended March 31, 1993.
(D) Incorporated herein by reference to the appropriate exhibit to the Company's Registration Statement on Form S-1 declared effective on August 6, 1987 (Reg. No. 33-14048), and as amended by Post-Effective Amendment No. 1 on May 5, 1988, Post-Effective Amendment No. 2 on April 13, 1989 and Post-Effective Amendment No. 3 on May 1, 1990.
(E) Incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K for the fiscal year ended December 31, 1991.
(F) Incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K for the fiscal year ended December 31, 1990.
E-2
EXHIBIT INDEX -- CONTINUED
(G) Incorporated herein by reference to the appropriate exhibit to the Company's Registration Statement on Form S-8 declared effective on June 6, 1990 (Reg. No. 33-34976).
(H) Incorporated herein by reference to the appropriate exhibit to the Company's Registration Statement on Form S-8 declared effective on December 2, 1987 (Reg. No. 33-18410).
(I) Incorporated herein by reference to the appropriate exhibit to the Company's Registration Statement on Form S-1 declared effective on December 13, 1989 (Reg. No. 33-31612).
(J) Incorporated herein by reference to the appropriate exhibit to the Company's Form 10-K for the fiscal year ended December 31, 1987.
E-3