-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MEMFMkte5GsNozJsBbo6d3ip9SqDg+VSE77Y844cabkywsNaTxFz3w2z7R+zWLVG 1QlJ5JzL0whuhY8ufxfeXA== 0001193125-10-006149.txt : 20100114 0001193125-10-006149.hdr.sgml : 20100114 20100114092627 ACCESSION NUMBER: 0001193125-10-006149 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100114 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100114 DATE AS OF CHANGE: 20100114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRIGGS & STRATTON CORP CENTRAL INDEX KEY: 0000014195 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 390182330 STATE OF INCORPORATION: WI FISCAL YEAR END: 0703 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01370 FILM NUMBER: 10526498 BUSINESS ADDRESS: STREET 1: 12301 W WIRTH ST CITY: WAUWATOSA STATE: WI ZIP: 53222 BUSINESS PHONE: 4142595333 MAIL ADDRESS: STREET 1: 12301 W WIRTH ST CITY: WAUWATOSA STATE: WI ZIP: 53222 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): January 14, 2010

 

 

BRIGGS & STRATTON CORPORATION

(Exact name of registrant as specified in its charter)

 

Wisconsin   1-1370   39-0182330

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

12301 West Wirth Street, Wauwatosa, Wisconsin 53222

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (414) 259-5333

 

 

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):

 

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

 

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

 

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

 

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

 

 

 


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On January 14, 2010, Briggs & Stratton Corporation issued a press release announcing results for the second quarter of fiscal 2010 in the press release furnished as Exhibit 99.1.

Cautionary Statement on Forward-Looking Statements

This Current Report on Form 8-K contains certain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. The words “anticipate”, “believe”, “could”, “estimate”, “expect”, “forecast”, “intend”, “may”, “objective”, “plan”, “project”, “seek”, “think”, “will”, and similar expressions are intended to identify forward-looking statements. The forward-looking statements are based on the company’s current views and assumptions and involve risks and uncertainties that include, among other things, the ability to successfully forecast demand for our products and appropriately adjust our manufacturing and inventory levels; changes in our operating expenses; changes in interest rates; the effects of weather on the purchasing patterns of consumers and original equipment manufacturers (OEMs); actions of engine manufacturers and OEMs with whom we compete; the seasonal nature of our business; changes in laws and regulations, including environmental, tax, pension funding and accounting standards; the ability of ourselves and our customers to secure adequate working capital funding and meet related covenants; work stoppages or other consequences of any deterioration in our employee relations; work stoppages by other unions that affect the ability of suppliers or customers to manufacture; acts of war or terrorism that may disrupt our business operations or those of our customers and suppliers; changes in customer and OEM demand; changes in prices of raw materials and parts that we purchase; changes in domestic economic conditions, including housing starts and consumer confidence; changes in the market value of the assets in our defined benefit pension plan and any related funding requirements; changes in foreign economic conditions, including currency rate fluctuations; the actions of customers of our OEM customers; the ability to bring new productive capacity on line efficiently and with good quality; the ability to successfully realize the maximum market value of assets that may require disposal if products or production methods change; new facts that come to light in the future course of litigation proceedings which could affect our assessment of those matters; and other factors that may be disclosed from time to time in our SEC filings or otherwise, including the factors discussed in Item 1A, Risk Factors, of the company’s Annual Report on Form 10-K and in its periodic reports on Form 10-Q. Some or all of the factors may be beyond our control. We caution you that any forward-looking statement reflects only our belief at the time the statement is made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made.

 

2


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

 

  (a) Not applicable

 

  (b) Not applicable

 

  (c) Not applicable

 

  (d) Exhibits. The following exhibit is being furnished herewith:

 

99.1    Press Release dated January 14, 2010 announcing results for the second quarter of fiscal 2010.

 

3


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

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 thereunto duly authorized.

 

    BRIGGS & STRATTON CORPORATION
      (Registrant)                                         
   
Date: January 14, 2010     By:   /s/ James E. Brenn
      James E. Brenn
      Senior Vice President and Chief Financial Officer
      Duly Authorized Officer

 

4


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press Release dated January 14, 2010 announcing results for the second quarter of fiscal 2010.

 

5

EX-99.1 2 dex991.htm PRESS RELEASE DATED JANUARY 14, 2010 Press Release dated January 14, 2010

Exhibit 99.1

Investor Relations Contact:

              James E. Brenn, Senior VP and Chief Financial Officer

              (414) 259-5333

BRIGGS & STRATTON CORPORATION REPORTS RESULTS FOR

THE SECOND QUARTER OF FISCAL 2010

MILWAUKEE, WI January 14, 2010/PR Newswire/-Briggs & Stratton Corporation (NYSE:BGG)

Briggs & Stratton today announced second quarter fiscal 2010 consolidated net sales of $393.0 million and consolidated net income of $3.0 million or $0.06 per diluted share. The second quarter of fiscal 2009 had consolidated net sales of $477.5 million and consolidated net income of $3.2 million or $0.06 per diluted share. Consolidated net sales decreased $84.5 million between years, with both reporting segments experiencing lower sales, primarily the result of lower unit volumes. Consolidated net income was fairly consistent between years despite the sales decline. This result reflects better margins caused by lower manufacturing costs and lower engineering, selling, general and administrative costs.

For the first six months of fiscal 2010, the company had consolidated net sales of $717.7 million and a consolidated net loss of $5.7 million or $0.12 per diluted share. For the same period a year ago, consolidated net sales were $935.6 million and consolidated net income was $1.2 million or $0.02 per diluted share. The decrease in the first six months’ consolidated net sales of $217.9 million was attributable to both reporting segments experiencing lower sales, primarily the result of lower unit volumes. Consolidated net income declined by $6.9 million between years resulting from lower volumes of product both shipped and manufactured, offset in part by manufacturing and operating costs that were lower than in the same period a year ago.

Engines:

Fiscal 2010 second quarter net sales were $274.3 million versus $339.3 million for the same period a year ago, a decrease of 19%. The decrease resulted primarily from a 15% decrease in engine unit shipments between quarters driven by lower shipments for lawn and garden applications as some OEMs are delaying deliveries of engines to control their inventory investment ahead of an uncertain market environment for the spring of 2010. In addition, engine requirements for portable generators were down due to the lack of any significant weather events and engine shipments for snow thrower applications were down because of shifts in placement.

Net sales for the first half of fiscal 2010 were $484.7 million versus $597.9 million in the prior year, a 19% decrease. This decrease reflects an 18% decrease in engine unit shipments between years. The first six months sales decline in engine unit volume resulted from primarily the same reasons discussed for the second quarter in addition to light first quarter sales of engines because 2009 summer retail demand for lawn and garden equipment was soft and did not generate the same level of engine reorders that occurred in the prior year.

The second quarter of fiscal 2010 had income from operations of $18.0 million versus $22.0 million from the same period a year ago. The decrease of $4.0 million in income from operations reflects the impact of a 19% revenue decrease and a 6% decrease in production volume offset by lower manufacturing and operating costs, resulting primarily from lower commodity costs and planned cost savings initiatives.

Income from operations for the first half of fiscal 2010 was $12.1 million, a $4.4 million decrease from income from operations of $16.5 million for the same period a year ago. The decrease of $4.4 million in income from operations was the result of a 19% revenue decrease and a 10% decrease in production volume offset by the same factors described in the quarter.

Power Products:

Fiscal 2010 second quarter net sales were $156.6 million, a $35.4 million decrease from the $192.0 million in the same period a year ago. The lower net sales were primarily the result of a decrease in shipments of portable generator product. Replenishment demand that occurred because of major weather events last year was not required in the current year due to a lack of weather events. In general, all lawn and garden product volumes were


less than those in the same period a year ago, except for stronger snow thrower shipments. All levels of the lawn and garden distribution channel appear to be managing to lower inventory levels ahead of the spring of 2010 retail season.

Net sales for the first six months of fiscal 2010 were $320.2 million, a $127.4 million decrease over the same period a year ago. The sales decline was primarily the result of a decrease in sales of portable generators due to no hurricanes making landfall in the United States in the first half of fiscal 2010. Other than a small increase in pressure washer shipments, the other product offerings in this reporting segment had volume declines between years.

The loss from operations for the second quarter of fiscal 2010 was $4.5 million, an improvement of $4.1 million over the loss for the same period a year ago. The improvement in the loss from operations for the quarter was the result of lower manufacturing costs, primarily related to lower commodity costs and planned cost saving initiatives. These improvements were partially offset by lower sales, lower production volumes and $1.7 million of expenses associated with the previously announced closing of the Jefferson, Wisconsin manufacturing facility.

The loss from operations for the first six months of fiscal 2010 was $0.9 million, a $5.1 million improvement over the loss from operations for the same period a year ago. The improvement in the loss from operations between years resulted from the same factors as described for the quarter and was also offset year to date by an unfavorable mix of lawn and garden product shipments. Through the first six months of fiscal 2010, costs related to the closure of the Jefferson, Wisconsin facility were $3.1 million.

General:

Interest expense was lower in the second quarter and first six months of fiscal 2010 because of lower average borrowings. The second quarter and year to date fiscal 2010 effective tax rates are at 29% and 39%, respectively, versus the 30% and 155% used in the same respective periods last year. The difference between the effective tax rates for the six month periods was due to the impact of higher levels of discrete items related to foreign dividends in fiscal 2009 compared to fiscal 2010.

Outlook:

The company continues to project that fiscal 2010 net income will be in the range of $40 to $50 million or $0.80 to $1.01 per diluted share. Consolidated net sales are projected to be approximately 6% lower between years primarily due to the absence of hurricane related sales of portable generators, selected price reductions to reflect projected lower commodity costs and lower engine shipments to Europe for lawn and garden applications. Production levels for substantially all products are planned to be lower in fiscal 2010 to decrease our investment in working capital. Operating income margins are projected to be in the range of 4.0% to 5.0%, and interest expense and other income are forecasted at $27 million and $5 million, respectively. The effective tax rate for the full year is projected to be in a range of 31% to 34%.

The company will host a conference call today at 10:00 AM (EST) to review this information. A live web cast of the conference call will be available on our corporate website: http://www.briggsandstratton.com/shareholders. Also available is a dial-in number to access the call real-time at (866) 281-4322. A replay will be offered beginning approximately two hours after the call ends and will be available for one week. Dial (703) 925-2533 to access the replay. The pass code will be 1420930.

This release contains certain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. The words “anticipate”, “believe”, “could”, “estimate”, “expect”, “forecast”, “intend”, “may”, “objective”, “plan”, “project”, “seek”, “think”, “will”, and similar expressions are intended to identify forward-looking statements. The forward-looking statements are based on the company’s current views and assumptions and involve risks and uncertainties that include, among other things, the ability to successfully forecast demand for our products and appropriately adjust our manufacturing and inventory levels; changes in our operating expenses; changes in interest rates; the effects of weather on the purchasing patterns of consumers and original equipment manufacturers (OEMs); actions of engine manufacturers and OEMs with whom we compete; the seasonal nature of our business; changes in laws and regulations, including environmental, tax, pension funding and accounting standards; the ability of ourselves and our customers to secure adequate working capital funding and meet related covenants; work stoppages or other consequences of any deterioration in our employee relations; work stoppages by other unions that affect the ability of suppliers or customers to manufacture; acts of war or terrorism that may disrupt our business operations or those of our customers and suppliers; changes in customer and OEM demand; changes in prices of raw materials and parts that we purchase; changes in domestic economic conditions, including housing starts and consumer confidence; changes in the market value of the assets in our defined benefit pension plan and any related funding requirements;


changes in foreign economic conditions, including currency rate fluctuations; the actions of customers of our OEM customers; the ability to bring new productive capacity on line efficiently and with good quality; the ability to successfully realize the maximum market value of assets that may require disposal if products or production methods change; new facts that come to light in the future course of litigation proceedings which could affect our assessment of those matters; and other factors that may be disclosed from time to time in our SEC filings or otherwise, including the factors discussed in Item 1A, Risk Factors, of the company’s Annual Report on Form 10-K and in its periodic reports on Form 10-Q. Some or all of the factors may be beyond our control. We caution you that any forward-looking statement reflects only our belief at the time the statement is made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made.


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

Consolidated Statements of Earnings for the Fiscal Periods Ended December

(In Thousands, except per share data)

(Unaudited)

 

     Second Quarter     Six Months  
     2009     2008     2009     2008  

NET SALES

   $ 393,049      $ 477,481      $ 717,656      $ 935,632   

COST OF GOODS SOLD

     322,399        401,584        594,616        795,016   
                                

Gross Profit on Sales

     70,650        75,897        123,040        140,616   

ENGINEERING, SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

     60,339        63,302        121,132        128,153   
                                

Income from Operations

     10,311        12,595        1,908        12,463   

INTEREST EXPENSE

     (7,179     (8,714     (13,655     (16,611

OTHER INCOME, Net

     1,137        687        2,427        1,886   
                                

Income (Loss) before Income Taxes

     4,269        4,568        (9,320     (2,262

PROVISION (CREDIT) FOR INCOME TAXES

     1,244        1,376        (3,658     (3,498
                                

Net Income (Loss)

   $ 3,025      $ 3,192      $ (5,662   $ 1,236   
                                

Average Shares Outstanding

     49,595        49,571        49,594        49,567   
                                

BASIC EARNINGS (LOSS) PER SHARE

   $ 0.06      $ 0.06      $ (0.12   $ 0.02   
                                

Diluted Average Shares Outstanding

     50,040        49,707        49,594        49,664   
                                

DILUTED EARNINGS (LOSS) PER SHARE

   $ 0.06      $ 0.06      $ (0.12   $ 0.02   
                                

Segment Information

(In Thousands)

(Unaudited)

 

     Second Quarter     Six Months  
     2009     2008     2009     2008  

NET SALES:

        

Engines

   $ 274,332      $ 339,287      $ 484,735      $ 597,908   

Power Products

     156,576        192,012        320,182        447,543   

Inter-Segment Eliminations

     (37,859     (53,818     (87,261     (109,819
                                

Total *

   $ 393,049      $ 477,481      $ 717,656      $ 935,632   
                                

*  International sales based on product shipment destination included in net sales

   $ 147,374      $ 164,930      $ 232,812      $ 276,797   

GROSS PROFIT ON SALES:

        

Engines

   $ 59,909      $ 65,697      $ 96,309      $ 106,124   

Power Products

     14,014        10,953        36,044        32,484   

Inter-Segment Eliminations

     (3,273     (753     (9,313     2,008   
                                

Total

   $ 70,650      $ 75,897      $ 123,040      $ 140,616   
                                

INCOME (LOSS) FROM OPERATIONS:

        

Engines

   $ 18,043      $ 21,970      $ 12,129      $ 16,459   

Power Products

     (4,459     (8,622     (908     (6,004

Inter-Segment Eliminations

     (3,273     (753     (9,313     2,008   
                                

Total

   $ 10,311      $ 12,595      $ 1,908      $ 12,463   
                                


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

Consolidated Balance Sheets as of the End of Fiscal December

(In Thousands)

(Unaudited)

 

CURRENT ASSETS:    2009     2008  

Cash and Cash Equivalents

   $ 22,909      $ 19,036   

Accounts Receivable, Net

     218,915        329,593   

Inventories

     596,064        608,220   

Deferred Income Tax Asset

     57,285        54,608   

Other

     27,223        45,707   
                

Total Current Assets

     922,396        1,057,164   
                

OTHER ASSETS:

    

Goodwill

     254,844        248,546   

Investments

     16,673        16,968   

Prepaid Pension

     —          97,119   

Other Intangible Assets, Net

     91,343        98,518   

Deferred Income Tax Asset

     23,964        —     

Other Long-Term Assets, Net

     11,951        11,006   
                

Total Other Assets

     398,775        472,157   
                

PLANT AND EQUIPMENT:

    

At Cost

     981,162        1,017,261   

Less—Accumulated Depreciation

     632,399        637,334   
                

Plant and Equipment, Net

     348,763        379,927   
                
   $ 1,669,934      $ 1,909,248   
                

CURRENT LIABILITIES:

    

Accounts Payable

   $ 135,580      $ 194,223   

Short-Term Debt

     106,415        204,894   

Accrued Liabilities

     163,881        169,631   
                

Total Current Liabilities

     405,876        568,748   
                

OTHER LIABILITIES:

    

Deferred Income Tax Liability

     3,280        50,833   

Accrued Pension Cost

     133,137        36,936   

Accrued Employee Benefits

     19,512        18,685   

Accrued Postretirement Health Care Obligation

     150,238        156,406   

Other Long-Term Liabilities

     28,686        32,936   

Long-Term Debt

     230,924        246,848   
                

Total Other Liabilities

     565,777        542,644   
                

SHAREHOLDERS’ INVESTMENT:

    

Common Stock and Additional Paid-in Capital

     80,034        76,732   

Retained Earnings

     1,059,632        1,061,978   

Accumulated Other Comprehensive Income (Loss)

     (237,355     (131,793

Treasury Stock, at Cost

     (204,030     (209,061
                

Total Shareholders’ Investment

     698,281        797,856   
                
   $ 1,669,934      $ 1,909,248   
                


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(In Thousands)

(Unaudited)

 

     Six Months Ended
Fiscal December
 
CASH FLOWS FROM OPERATING ACTIVITIES:    2009     2008  

Net Income (Loss)

   $ (5,662   $ 1,236   

Depreciation and Amortization

     32,265        34,580   

Stock Compensation Expense

     5,359        2,560   

Loss on Disposition of Plant and Equipment

     1,013        641   

Provision for Deferred Income Taxes

     (6,216     4   

(Increase) Decrease in Accounts Receivable

     44,779        (8,344

Increase in Inventories

     (118,127     (68,125

(Increase) Decrease in Other Current Assets

     10,271        (355

Increase in Accounts Payable and Accrued Liabilities

     10,296        4,958   

Other, Net

     743        (5,896
                

Net Cash Used by Operating Activities

     (25,279     (38,741
                

CASH FLOWS FROM INVESTING ACTIVITIES:

    

Additions to Plant and Equipment

     (15,592     (21,140

Cash Paid for Acquisition, Net of Cash Acquired

     —          (24,757

Proceeds Received on Disposition of Plant and Equipment

     172        2,211   

Other, Net

     (144     —     
                

Net Cash Used by Investing Activities

     (15,564     (43,686
                

CASH FLOWS FROM FINANCING ACTIVITIES:

    

Net Borrowings on Loans, Notes Payable, and Long-Term Debt

     52,932        81,650   

Dividends

     (5,500     (10,906
                

Net Cash Provided by Financing Activities

     47,432        70,744   
                

EFFECT OF EXCHANGE RATE CHANGES

     328        (1,749
                

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

     6,917        (13,432

CASH AND CASH EQUIVALENTS, Beginning

     15,992        32,468   
                

CASH AND CASH EQUIVALENTS, Ending

   $ 22,909      $ 19,036   
                
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