ITEM 2. PROPERTIES - - ------
The Company operates a 283,000 square foot public warehouse in Dearborn, Michigan of which the Company utilized approximately 138,000 square feet for its own products. The Company has its automotive sales office and product development and engineering division at this location, and these facilities utilize approximately 61,000 square feet of space.
The Company believes that all of its properties, machinery and equipment are in good operating condition and suitable and adequate for the business of the Company as presently conducted. The utilization of the Company's Transportation Equipment facilities varies with the car build production. The utilization of the Tread Rubber facilities varies with demand for tread rubber product. Capacities of each facility are adequate to meet current demands. During the past year, utilization of capacity was 86% for Transportation Equipment facilities and 77% for Tread Rubber facilities.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS - - ------ The Company was not a party to any pending legal proceedings other than ordinary routine litigation incidental to its business.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - - ------ No matter was submitted to a vote of security holders during the fourth quarter of the fiscal year covered by this report.
EXECUTIVE OFFICERS OF THE REGISTRANT
The information below is included in this report pursuant to instruction 3 to Item 401(B) of Regulation S-K.
The Executive Officers of the Company are elected annually to serve for one-year terms or until their successors are elected and qualified. The officers listed below were elected on October 18, 1993. Their business experience, principal occupations and employment during the last five years are indicated in the table below.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER - - ------ MATTERS
The information required by Item 5 is incorporated herein by reference to Note 4 of "Notes to Consolidated Financial Statements" on page 22 and "Common Shares" on page 28 of the Annual Report to Shareholders for the year ended June 30, 1994.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA - - ------ The information required by Item 6 is incorporated herein by reference to pages 14 and 15 of the Annual Report to Shareholders for the year ended June 30, 1994.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION - - ------ AND RESULTS OF OPERATIONS
The information required by Item 7 is incorporated herein by reference to pages 12 through 16 of the Annual Report to Shareholders for the year ended June 30, 1994.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - - ------ Financial statements and statements required by Item 8 are incorporated herein by reference to pages 17 through 27 of the Annual Report to Shareholders for the year ended June 30, 1994.
ITEM 9.
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE - - ------ None PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT - - ------- The information required by Item 10 as to directors of the Registrant is incorporated herein by reference to the information set forth under the caption "Election of Directors" on pages 3 through 5 of the definitive Proxy Statement for the Annual Meeting of Shareholders to be held October 17, 1994. As to Executive Officers, the information required is included in Part I of this report on Form 10-K.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION - - ------- The information required by Item 11 is incorporated herein by reference to the material under the caption "Executive Compensation" on pages 6 through 11 of the definitive Proxy Statement for the Annual Meeting of Shareholders to be held October 17, 1994.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT - - ------- The information required by Item 12 is incorporated herein by reference to the information set forth under the captions "Security Ownership of Certain Beneficial Owners" on pages 1 through 3 of the definitive Proxy Statement for the Annual Meeting of Shareholders to be held October 17, 1994.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS - - ------- The information required by Item 13 is incorporated herein by reference to the information set forth under the caption "Compensation Committee Interlocks and Insider Participation" on pages 9 and 10 of the definitive Proxy Statement for the Annual Meeting of Shareholders to be held October 17, 1994.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM - - ------- 8-K
(a) (1) Financial Statements:
The following consolidated financial statements and related notes of the Registrant and its subsidiaries are incorporated herein by reference to the 1994 Annual Report to Shareholders (pages 17 through 27):
Consolidated Balance Sheets - June 30, 1994 and 1993
Consolidated Statements of Income for the Years Ended June 30, 1994 and 1993 and June 28, 1992
Consolidated Statements of Shareholders' Equity for the Years Ended June 30, 1994 and 1993 and June 28, 1992
Consolidated Statements of Cash Flows for the Years Ended June 30, 1994 and 1993 and June 28, 1992
Notes to Consolidated Financial Statements
Auditors' Report
(a) (2) Financial Statement Schedules:
Report of Independent Public Accountants on the Financial Statement Schedules
Schedule V -- Property, Plant and Equipment for the Years Ended June 30, 1994 and 1993 and June 28, 1992
Schedule VI -- Accumulated Depreciation and Amortization of Property, Plant and Equipment for the Years Ended June 30, 1994 and 1993 and June 28, 1992
Schedule VIII -- Valuation and Qualifying Accounts and Reserves for the Years Ended June 30, 1994 and 1993 and June 28, 1992
Schedule X -- Supplementary Income Statement Information for the Years Ended June 30, 1994 and 1993 and June 28, 1992
All schedules, other than Schedules V, VI, VIII and X, are omitted since the information is not required or is otherwise furnished.
Separate financial statements of the Registrant have been omitted since restricted net assets of consolidated subsidiaries and unconsolidated investees and the Company's share of the unconsolidated subsidiaries' equity is less than 25% of the Company's net assets at June 30, 1994.
(a) (3) Exhibits:
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.
THE STANDARD PRODUCTS COMPANY
BY /s/ Aubrey E. Arndt -------------------------- Aubrey E. Arndt Vice President-Finance Date: September 14, 1994
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below on SEPTEMBER 14, 1994 by the following persons on behalf of the Registrant and in the capacities indicated.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ---------------------------------------- ON THE FINANCIAL STATEMENT SCHEDULES ------------------------------------
To: The Standard Products Company
We have audited, in accordance with generally accepted auditing standards, the consolidated financial statements included in The Standard Products Company and Subsidiary Companies 1994 Annual Report to Shareholders incorporated by reference in this Form 10-K, and have issued our report thereon dated August 2, 1994. Our audit was made for the purpose of forming an opinion on those statements taken as a whole. The schedules listed in the index of financial statements are the responsibility of the Company's management and are presented for purposes of complying with the Securities and Exchange Commission's rules and are not part of the basic consolidated financial statements. These schedules have been subjected to the auditing procedures applied in the audit of the basic consolidated financial statements and, in our opinion, fairly state in all material respects the financial data required to be set forth therein in relation to the basic consolidated financial statements taken as a whole.
ARTHUR ANDERSEN & CO.
Cleveland, Ohio August 2, 1994.