-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, gQFwU9hAnmLY9/1+2XrXB0sLHTjE89a1C8kqWk1NrBLIMyRiECR6HOCK/KSmJlRO 1heTeX8kDn+bGu4Kz9E3qw== 0000109710-94-000024.txt : 19940802 0000109710-94-000024.hdr.sgml : 19940802 ACCESSION NUMBER: 0000109710-94-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940727 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19940727 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLARK EQUIPMENT CO /DE/ CENTRAL INDEX KEY: 0000109710 STANDARD INDUSTRIAL CLASSIFICATION: 3537 IRS NUMBER: 380425350 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05646 FILM NUMBER: 94540307 BUSINESS ADDRESS: STREET 1: 100 N MICHIGAN ST STREET 2: PO BOX 7008 CITY: SOUTH BEND STATE: IN ZIP: 46634 BUSINESS PHONE: 2192390100 MAIL ADDRESS: STREET 2: 100 N MICHIGAN ST P O BOX 7008 CITY: SOUTH BEND STATE: IN ZIP: 46634 FORMER COMPANY: FORMER CONFORMED NAME: CLARK EQUIPMENT CO DATE OF NAME CHANGE: 19691109 8-K 1 CLARK 8K FILING 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, 1994 CLARK EQUIPMENT COMPANY (Exact name of registrant as specified in its charter) Delaware 1-5646 38-0425350 (State or other juris- (Commission (IRS Employer diction of incorporation) File Number) Identification Number) 100 North Michigan Street P. O. Box 7008 South Bend, Indiana (Address of principal 46634 executive offices) (Zip Code) Registrant's telephone number (219) 239-0100 including area code Total Number of Pages: 9 Exhibit Index at Page: 3 -1- ITEM 5. OTHER EVENTS On July 25, 1994, Registrant issued a press release regarding its results for the second quarter of 1994. A copy of this press release is attached as Exhibit (99) and incorporated in this Item by reference. The press release contains certain forward-looking statements about Registrant as defined in paragraph (c) of Rule 3b-6, "Liability for Certain Statements by Issuers" issued pursuant to the Securities Exchange Act of 1934. The forward-looking statements of Registrant published in the press release are reaffirmed hereby. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit (99) - Registrant's press release regarding its results for the second quarter of 1994 issued July 25, 1994. 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 hereunto duly authorized. CLARK EQUIPMENT COMPANY /s/ John J. Moran, Jr. John J. Moran, Jr. Assistant Secretary Date: July 27, 1994 -2- EXHIBIT LIST AND INDEX Filed Herewith Unless Exhibit Description Otherwise Indicated (99) Registrant's Press Release Page 4 -3- EXHIBIT (99) Clark Equipment Company 100 North Michigan St. P.O. Box 7008 South Bend, Indiana 46634 NEWS RELEASE Contact: Joe Fimbianti Release Date: Immediate 219-239-0176 CLARK EQUIPMENT REPORTS SECOND QUARTER EARNINGS SOUTH BEND, INDIANA, July 25, 1994 -- Clark Equipment Company today announced second quarter net income of $62.5 million, or $3.59 per share, which compares to second quarter 1993 net income of $10.8 million, or $0.62 per share. Second quarter 1994 results include a $32.9 million gain equal to $1.88 per share related to the initial public offering of CAPCO, Clark's former Brazil-based automotive supply business. Excluding the CAPCO gain, second quarter net income from continuing operations was $29.8 million, or $1.71 per share. The announcement was made by Leo J. McKernan, Clark chairman and chief executive officer. In announcing earnings, Mr. McKernan said, "Clark Equipment Company's profits continued their strong upward trend in the second quarter 1994. Income from consolidated operations was up sharply, benefiting from strong North American markets for Bobcat skid-steer loaders, construction machinery and a continued recovery in European markets." Referring to VME, Clark's 50-percent-owned joint venture, Mr. McKernan added that Clark's share of VME net income for second quarter 1994 was $15.5 million, or $0.89 per share, a sharp improvement over the net income of $0.9 million recorded in second quarter 1993. For the six months ended June 30, 1994, Clark net income from continuing operations, excluding the CAPCO gain, was $55.2 million, or $3.17 per share, compared to $11.0 million, or $0.63 per share for the first six months of 1993. Clark consolidated revenues for the first half of 1994 were $447.7 million compared to $350.4 million in the first six months of 1993. Commenting on the quarter's significant events, Mr. McKernan said that Clark completed the divestiture of CAPCO (NYSE: CAB), through an initial public offering of ten million shares at $12 per share on May 5, 1994. Clark continues to hold one million CAPCO shares, which currently have a market value of approximately $10 million. CAPCO operating results have been removed from current and historical Clark operating data and are reported as a discontinued operation. Referring to Clark's May 13 acquisition of Blaw-Knox Construction Equipment Corporation, Mr. McKernan said, "Blaw-Knox is a worldwide leader in the asphalt paver business and has a dominant share of the U.S. market." He added that Blaw-Knox annual sales are expected to be about $100 million in 1994. Its operating results for June and half of May are included in Clark's reported sales and earnings. The net effect of the Blaw-Knox acquisition and the CAPCO divestiture had no material impact on operating earnings for the second quarter 1994. -4- Clark consolidated operations, which include Melroe Company, Clark-Hurth Components and Blaw-Knox, generated net income of $14.3 million, or $0.82 per share, on sales of $242.5 million for second quarter 1994. These results compare to Clark's consolidated net income of $8.4 million, or $0.48 per share, on sales of $187.3 million in the same period of 1993. Commenting on Clark consolidated operations, Mr. McKernan said, "Gross margins and operating margins for the consolidated businesses improved in the second quarter, compared to the second quarter 1993 and the first quarter 1994." Sales and earnings of Blaw-Knox were not included in second quarter 1993 results. Clark new orders in the second quarter were $243.4 million, an increase of approximately 28 percent, compared to orders of $190.4 million in the same 1993 period. First quarter 1994 orders were $247.5 million, driven by record March orders at Melroe. Backlog at June 30, 1994, was $191.2 million, up sharply from $121.0 million in second quarter 1993 and $167.7 million recorded in first quarter 1994. Orders and backlogs in second quarter 1994 include Blaw-Knox. Historical data does not include Blaw- Knox or CAPCO. Discussing the performance of Clark's Melroe Company, Mr. McKernan said, "Melroe sales and earnings reached record levels in second quarter 1994. Skid-steer industry retail sales in North America exceeded second quarter 1993 by more than 20 percent. Melroe 1994 skid-steer sales improved in all North American geographic regions." He added that Bobcat mini- excavator sales in North America also reached record levels in 1994, with June year-to-date sales more than double the results in the first six months of 1993. In Europe, Melroe's second quarter skid-steer sales were up slightly compared to 1993. Weak sales in Germany were offset by improved results in other markets, especially Italy and Scandinavia. Mini-excavator sales in Europe also rose slightly from last year's level. Discussing the performance of Clark's off-highway components manufacturing business, Mr. McKernan said, "Clark-Hurth sales and earnings increased due to continued strong momentum in North American and European construction machinery markets. Total orders for the second quarter were more than 45 percent ahead of the same period in 1993. The biggest gains came from Europe, where most major markets showed good year-to-year improvement." He added that better plant capacity utilization combined with stringent cost controls led to improved profits compared to first quarter 1994. "At Blaw-Knox, sales and earnings also increased compared to 1993," said Mr. McKernan, adding that North American shipments increased by more than 15 percent in second quarter 1994 compared to the same period in 1993. "Improved paver and parts sales combined with cost reductions helped increase margins from the second quarter 1993 level," said Mr. McKernan. "Increased highway spending and a pick up in commercial paving activity drove much of the increase. Export sales to the Mideast and the Far East showed improvement," he said, noting that European markets remained stagnant with no clear signs of recovery. However, European margins improved on flat volumes due to continuing cost reduction efforts. Discussing the performance of VME, Mr. McKernan said, "VME earnings improvements were driven by higher sales volumes, improved price realization, and lower interest costs due to declining debt levels. VME North American markets continued to show strength in all product areas, while most European economies continued their slow progress toward economic recovery." VME earnings for the second quarter increased to $15.5 million, or $0.89 per share, compared to $0.9 million, or $0.05 per share, in the same 1993 period. Sales were $406.0 million, up 24 percent from second -5- quarter 1993 sales of $327.1 million and 24 percent above first quarter 1994. Looking ahead, Mr. McKernan said, "We believe current results and order rates provide an optimistic picture of business activity for the balance of the year. Even though normal seasonal patterns in our continuing businesses dictate that third quarter results will come in below the seasonal peaks reached in the second quarter, we expect third quarter 1994 results to show a substantial improvement over Clark's 1993 performance." Clark Equipment Company designs, manufactures and markets skid-steer loaders, construction machinery, asphalt paving equipment, and axles and transmissions for off-highway equipment. -6- CLARK EQUIPMENT COMPANY AND CONSOLIDATED SUBSIDIARIES STATEMENT OF INCOME AND RETAINED EARNINGS (UNAUDITED)
For the Period Ended June 30, (Amounts in Thousands, except per share data) Second Quarter Six Month 1994 1993* 1994 1993* Net sales...........................................$242,525 $187,333 $447,688 $350,360 Operating costs and expenses: Cost of goods sold............................... 190,035 147,038 352,122 276,261 Selling, general and administrative expenses....................... 28,993 25,111 54,540 47,321 219,028 172,149 406,662 323,582 Operating income.................................... 23,497 15,184 41,026 26,778 Other income, net................................... 2,845 2,748 9,861 5,169 Interest expense.................................... (4,661) (5,693) (10,231) (10,592) Pre-tax income from consolidated operations......... 21,681 12,239 40,656 21,355 Provision for income taxes.......................... 7,417 3,886 14,076 5,993 Income from consolidated operations................. 14,264 8,353 26,580 15,362 Equity in net income (loss) of associated company............................ 15,488 888 28,637 (4,334) Income from continuing operations................... 29,752 9,241 55,217 11,028 Discontinued operations: Income (loss) from operations.................... (164) 1,558 1,275 2,375 Gain on sale..................................... 32,884 0 32,884 0 Income from discontinued operations................. 32,720 1,558 34,159 2,375 Income before effect of change in accounting principle................... 62,472 10,799 89,376 13,403 Effect of accounting change--income taxes........... - - - 6,150 Net income.......................................... 62,472 10,799 89,376 19,553 Add: Income retained at beginning of period........................... 119,612 53,551 92,708 44,869 Deduct: Excess cost of treasury shares issued over the cost of certain employee benefits............ 0 4 0 76 Income retained at end of period....................$182,084 $ 64,346 $182,084 $ 64,346 Income per share: From continuing operations.......................$ 1.71 $ .53$ 3.17 $ .63 From discontinued operations..................... 1.88 .09 1.96 .14 From effect of accounting change................. - - - .35 Net income.......................................$ 3.59 $ .62 $ 5.13 $ 1.12 Average number of shares............................ 17,399 17,438 17,424 17,418 Number of shares outstanding at end of period................................. 17,394 17,368 17,394 17,368 * Restated to reflect the deconsolidation of the automotive business. - 7 - CLARK EQUIPMENT COMPANY AND CONSOLIDATED SUBSIDIARIES CONDENSED BALANCE SHEET (Amounts in Thousands) Jun.30 Dec.31 1994 1993 ASSETS Unaudited Audited Current Assets: Cash, equivalents, and short-term investments.......$ 225,452 $ 235,828 Accounts and notes receivable....................... 113,272 77,103 Accounts receivable from associated companies....... 599 2,041 Refundable income taxes............................. 0 3,543 Inventories......................................... 116,724 108,620 Deferred tax assets--net............................ 28,321 29,202 Other current assets................................ 5,560 5,434 Total current assets............................. 489,928 461,771 Investments and advances............................... 164,271 122,106 Deferred tax assets--net .............................. 105,718 101,018 Property, plant and equipment--net..................... 177,460 201,924 Assets held for sale................................... 8,662 6,765 Goodwill............................................... 169,338 67,461 Other assets........................................... 33,219 40,890 Total assets.....................................$1,148,596 $1,001,935 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Notes payable.......................................$ 17,852 $ 22,512 Accounts payable and accrued liabilities............ 158,633 150,142 Income taxes payable................................ 12,078 4,139 Accrued postretirement benefits..................... 20,412 19,560 Deferred income taxes............................... 4,348 800 Current installments on long-term debt.............. 20,100 9,612 Total current liabilities........................ 233,423 206,765 Long-term borrowings................................... 194,657 204,770 Other non-current liabilities.......................... 95,474 74,686 Accrued postretirement benefits........................ 239,921 233,239 Deferred income taxes.................................. 15,986 14,322 Total liabilities................................ 779,461 733,782 Stockholders' Equity: Capital stock....................................... 323,904 323,540 Retained earnings................................... 182,084 92,708 Cumulative translation and other adjustments........ (51,901) (67,083) Common stock held in treasury at cost............... (53,668) (49,728) Leveraged Employee Stock Ownership Plan shares...................................... (31,284) (31,284) Total stockholders' equity....................... 369,135 268,153 Total liabilities and stockholders' equity.......$1,148,596 $1,001,935 Debt/Capitalization Ratio.............................. 38.7% 46.9% Year-to-date capital expenditures......................$ 18,121 $ 29,877 Year-to-date depreciation charges......................$ 17,881 $ 36,379 - 8 -
CLARK EQUIPMENT COMPANY STATEMENT OF INCOME 1993 Restated for deconsolidation of automotive business 1993
(Amounts in Thousands) 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year NET SALES $ 163,027 $ 187,333 $ 167,126 $ 174,536 $ 692,022 OPERATING COSTS AND EXPENSES; Cost of goods sold 129,223 147,038 136,390 144,487 557,138 Selling, general and administrative expenses 22,210 25,111 29,962 25,416 102,699 151,433 172,149 166,352 169,903 659,837 Operating income 11,594 15,184 774 4,633 32,185 Other income, net 2,421 2,748 4,959 4,888 15,016 Interest expense (4,899) (5,693) (5,388) (5,446) (21,426) Pre-tax income from consolidated operations 9,116 12,239 345 4,075 25,775 Provision for income taxes 2,107 3,886 (1,054) (743) 4,196 Income from consolidated operations 7,009 8,353 1,399 4,818 21,579 Equity in net income of associated companies (5,222) 888 1,787 10,387 7,840 Income from continuing operations 1,787 9,241 3,186 15,205 29,419 Discontinued operations: Income (loss) from operations 817 1,558 6,886 3,189 12,450 Gain on sale 0 0 0 0 0 Income (loss) before effect of change in accounting principle 2,604 10,799 10,072 18,394 41,869 Effect of accounting change--income taxes 6,150 0 0 0 6,150 NET INCOME $ 8,754 $ 10,799 $ 10,072 $ 18,394 $ 48,019 Average number of shares 17,359 17,438 17,419 17,425 17,421 Earnings per share $ 0.50 $ 0.62 $ 0.58 $ 1.06 $ 2.76 Orders and backlog (Amounts in Millions): Total orders 178.9 190.4 168.2 177.9 Backlog 117.9 121.0 122.1 125.4
- 9 - -----END PRIVACY-ENHANCED MESSAGE-----