-----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, DG5CFZ0hox5u1RGevbyWN6wUzTo5dGohuBYvkhEkpxCNpuwiQl7YNODu1o54bCBa hgZjq34Ov678KP2Nmy9ZsQ== /in/edgar/work/20000814/0000950137-00-003677/0000950137-00-003677.txt : 20000921 0000950137-00-003677.hdr.sgml : 20000921 ACCESSION NUMBER: 0000950137-00-003677 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20000814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BUTLER MANUFACTURING CO CENTRAL INDEX KEY: 0000015840 STANDARD INDUSTRIAL CLASSIFICATION: [3448 ] IRS NUMBER: 440188420 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-12335 FILM NUMBER: 696850 BUSINESS ADDRESS: STREET 1: BMA TOWER PENN VALLEY PARK STREET 2: P O BOX 419917 CITY: KANSAS CITY STATE: MO ZIP: 64141 BUSINESS PHONE: 8169683000 MAIL ADDRESS: STREET 1: BMA TOWER PENN VALLEY MALL STREET 2: P O BOX 419917 CITY: KANSAS CITY STATE: MO ZIP: 64141 10-Q 1 e10-q.txt FORM 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File No. 001-12335 FOR THE QUARTER ENDED JUNE 30, 2000 BUTLER MANUFACTURING COMPANY Incorporated in State of Delaware BMA Tower - Penn Valley Park Post Office Box 419917 Kansas City, Missouri 64141-0917 Phone: (816) 968-3000 I.R.S. Employer Identification Number: 44-0188420 Shares of common stock outstanding at JUNE 30, 2000: 6,394,063 The name, address and fiscal year of the Registrant have not changed since the last report. The Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. 2 INDEX PART I. - FINANCIAL INFORMATION Page Number ITEM 1. Financial Statements (1) Consolidated Financial Statements (unaudited): Consolidated Statements of Operations for the Three and Six Month Periods Ended June 30, 2000 and 1999. 3 Consolidated Statements of Comprehensive Income for the Six Month Periods Ended June 30, 2000 and 1999. 4 Consolidated Balance Sheets as of June 30, 2000 and December 31, 1999. 5 Consolidated Statements of Cash Flows for the Six Month Periods Ended June 30, 2000 and 1999. 6 (2) Notes to Consolidated Financial Statements 7 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10 ITEM 3. Quantitative and Qualitative Disclosure About Market Risk. 12 PART II. - OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K 13 Signatures 14 Exhibits Index 15 Page 2 3 BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS For the three and six month periods ended June 30, 2000 and 1999 (unaudited) ($000's omitted except for per share data)
Three months ended Six months ended June 30, June 30, ---------------- ----------------- ---------------- ---------------- 2000 1999 2000 1999 ---------------- ----------------- ---------------- ---------------- Net sales $ 244,036 $ 248,713 $ 463,225 $ 452,109 Cost of sales 201,879 204,234 386,354 373,727 ---------------- ----------------- ---------------- ---------------- Gross profit 42,157 44,479 76,871 78,382 Selling, general and administrative expenses 30,482 32,227 59,979 62,513 Restructuring charge, (credit) (441) - (441) 1,514 ---------------- ----------------- ---------------- ---------------- Operating income 12,116 12,252 17,333 14,355 Other income (expense), net (132) (96) (371) (233) ---------------- ----------------- ---------------- ---------------- Earnings before interest and taxes 11,984 12,156 16,962 14,122 Interest expense 1,405 1,366 2,672 2,875 ---------------- ----------------- ---------------- ---------------- Pretax earnings 10,579 10,790 14,290 11,247 Income tax expense 3,936 4,459 5,432 4,652 ---------------- ----------------- ---------------- ---------------- Net earnings $ 6,643 $ 6,331 $ 8,858 $ 6,595 ================ ================= ================ ================ Basic earnings per common share $ 1.01 $ 0.89 $ 1.33 $ 0.92 ================ ================= ================ ================ Diluted earnings per common share $ 1.01 $ 0.89 $ 1.32 $ 0.91 ================ ================= ================ ================ Basic weighted average number of shares 6,598,922 7,084,119 6,676,980 7,159,160 Diluted weighted average number of shares 6,609,374 7,149,851 6,688,477 7,215,043
See Accompanying Notes to Consolidated Financial Statements Page 3 4 BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the six month periods ended June 30, 2000 and 1999 (unaudited) ($000's omitted, except for per share data)
Six months ended June 30, 2000 1999 ---------------- ---------------- Net earnings $ 8,858 $ 6,595 Other comprehensive income: Foreign currency translation adjustment (118) (591) ---------------- ---------------- Comprehensive income $ 8,740 $ 6,004 ================ ================
See Accompanying Notes to Consolidated Financial Statements. Page 4 5 BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS June 30, 2000 and December 31, 1999 (unaudited) ($000's omitted)
2000 1999 -------------- ------------- ASSETS Current assets: Cash and cash equivalents $ 17,519 $ 52,951 Receivables, net 137,197 115,588 Inventories: Raw materials 22,736 20,620 Work in process 13,009 13,787 Finished goods 31,642 34,924 Lifo reserve (9,594) (9,344) ---------- ---------- Total inventory 57,793 59,987 Real estate developments in progress 33,057 18,725 Deferred tax assets 9,237 9,238 Other current assets 9,057 14,499 ---------- ---------- Total current assets 263,860 270,988 Investments and other assets 36,844 36,818 Assets held for sale 4,000 4,000 Property, plant and equipment, at cost 253,309 239,507 Less accumulated depreciation (150,841) (145,456) ---------- ---------- Net property, plant and equipment 102,468 94,051 ---------- ---------- $ 407,172 $ 405,857 ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Notes payable $ 9,831 $ 3,311 Current maturities of long-term debt 5,311 5,676 Accounts payable 80,506 90,422 Dividends payable 1,023 1,100 Accrued liabilities 75,089 69,862 Taxes on income 8,705 4,603 ---------- ---------- Total current liabilities 180,465 174,974 Deferred tax liabilities 1,642 1,642 Other noncurrent liabilities 13,071 12,670 Long-term debt, less current maturities 56,830 57,021 Shareholders' equity: Common stock, no par value, authorized 20,000,000 shares, issued 9,088,200 shares, at stated value 12,623 12,623 Cumulative foreign currency translation adjustment (1,220) (1,102) Retained earnings 205,980 199,229 ---------- ---------- 217,383 210,750 Less cost of common stock in treasury, 2,694,137 shares in 2000 and 2,211,646 shares in 1999 62,219 51,200 ---------- ---------- Total shareholders' equity 155,164 159,550 ---------- ---------- $ 407,172 $ 405,857 ========== ==========
See Accompanying Notes to Consolidated Financial Statements. Page 5 6 BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS For the six month periods ended June 30, 2000 and 1999 (unaudited) ($000's omitted)
2000 1999 --------------- -------------- Cash flows from operating activities: Net earnings $ 8,858 $ 6,595 Adjustments to reconcile net earnings to net cash provided (used) in operating activities: Depreciation and amortization 7,804 7,751 Restructuring Charge, Net (441) 1,514 Equity earnings on joint ventures (91) (40) Change in asset and liabilities, net of businesses acquired and sold: Receivables (21,972) (6,853) Inventories 2,192 12,507 Real estate developments in progress (14,332) (3,510) Other current assets 5,443 2,205 Current liabilities excluding short-term debt 123 20,244 --------------- -------------- Net cash provided (used) in operating activities (12,416) 40,413 Cash flows from investing activities: Capital expenditures (14,950) (4,557) Other, net (988) (3,765) --------------- -------------- Net cash (used) by investing activities (15,938) (8,322) Cash flows from financing activities: Payment of dividends (2,168) (2,164) Proceeds from issuance of long-term debt 58 --- Repayment of long-term debt (249) ( 615) Net increase (decrease) in short-term debt 6,155 (378) Sale and issuance of treasury stock 547 299 Purchase of treasury stock (11,566) (6,773) Other, net 471 (460) --------------- -------------- Net cash (used) by financing activities (6,752) (10,091) Effect of exchange rate changes on cash (326) (591) --------------- -------------- Net increase (decrease) in cash and cash equivalents (35,432) 21,409 Cash and cash equivalents at beginning of year 52,951 10,260 --------------- -------------- Cash and cash equivalents at June 30 $ 17,519 $ 31,669 =============== ==============
See Accompanying Notes to Consolidated Financial Statements Page 6 7 BUTLER MANUFACTURING COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements and related notes included in Butler Manufacturing Company's 1999 Form 10-K. It is suggested that those consolidated statements be read in conjunction with this report. The year-end financial statements presented were derived from the company's audited financial statements. In the opinion of management, the accompanying consolidated financial statements reflect all adjustments necessary for a fair presentation of the financial position of Butler Manufacturing Company and the results of its operations. NOTE 2 - NEW ACCOUNTING PRONOUNCEMENT Derivative Instruments and Hedging Activities The Financial Accounting Standards Board (FASB) issued Statement Nos. 133 and 137, "Accounting for Derivative Instruments and Hedging Activities" effective for fiscal years beginning after June 15, 2000. These new statements replace existing pronouncements and practices with an integrated accounting and reporting standard for derivatives and hedging activities. They require that every derivative instrument be recorded in the balance sheet as either an asset or liability at its fair value, and changes in a derivative's fair value be recognized in current earnings or other comprehensive income. The company enters into forward currency exchange contracts and hedge contracts for certain commodities used in its trade or business. Currently, gains or losses on open contracts are not reflected in the company's financial statements, but are recorded only at their contract settlement date. The effect of implementing FASB No. 133 is still under evaluation. It is believed that its implementation will not have a material effect on the company's financial statements. NOTE 3 - BUSINESS SEGMENTS The company groups its operations into four business segments: Building Systems, Architectural Products, Construction Services, and Real Estate. The Building Systems segment includes the U.S. and foreign building systems businesses and the company's international joint venture operations. These business units supply steel and wood frame pre-engineered building systems for a wide variety of commercial, community, industrial, and agricultural applications. The Architectural Products segment includes the operations of the Vistawall Group. The group's businesses design, manufacture, and market architectural aluminum systems for nonresidential construction, including curtain wall, storefront systems, windows, doors, skylights, and roof accessories. The Construction Services segment provides comprehensive design and construction planning, execution, and management services for major purchasers of construction. Projects are usually executed in conjunction with the dealer representatives of other Butler divisions. The Real Estate segment provides real estate build-to-suit-to-lease development services in cooperation with Butler dealers. The accounting policies for the segments are the same as those described in the summary of significant accounting policies as included in the company's 1999 form 10-K. Butler Manufacturing Company's reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and expertise. The Other classification represents unallocated corporate expenses and unallocated assets, including corporate offices, deferred taxes, pension accounts, interest expense, and intersegment eliminations. Page 7 8
Three Months Six Months NET SALES Ended June 30, Ended June 30, (Thousands of dollars) 2000 1999 2000 1999 - ---------------------------------------- ---------- --------- ----------- ------------ Building Systems $142,825 $160,420 $281,395 $288,447 Architectural Products 55,744 50,424 109,694 98,629 Construction Services 44,306 42,773 76,534 65,699 Real Estate 7,152 3,360 7,366 12,630 Other (5,991) (8,264) (11,764) (13,296) -------- ------- -------- -------- $244,036 $248,713 $463,225 $452,109 ======== ======== ======== ========
Net sales represent revenues from sales to affiliated and unaffiliated customers before elimination of intersegment sales, which is included in Other. Intersegment eliminations are primarily sales from the Building Systems and Architectural Products segments to Construction Services.
Three Months Six Months PRETAX EARNINGS (LOSSES) Ended June 30 Ended June 30 (Thousands of dollars) 2000 1999 2000 1999 - ---------------------------------------- --------- ---------- --------- ---------- Building Systems $ 8,943 $ 8,837 $ 11,875 $ 6,800 Architectural Products 4,756 5,459 8,586 9,536 Construction Services 771 1,023 1,290 1,126 Real Estate 814 533 1,190 1,857 Other (4,705) (5,062) (8,651) (8,072) --------- --------- -------- --------- $ 10,579 $ 10,790 $ 14,290 $ 11,247 ========= ========= ======== =========
TOTAL ASSETS June 30, December 31, (Thousands of dollars) 1999 1999 - ---------------------------------------- --------- ------------ Building Systems $214,663 $212,652 Architectural Products 90,425 83,315 Construction Services 36,175 27,369 Real Estate 37,914 22,731 Other 27,995 59,790 -------- -------- $407,172 $405,857 ======== ========
Assets represent both tangible and intangible assets used by each business segment. Other represents cash and cash equivalents, assets held for sale, corporate equipment, and miscellaneous other assets which are not related to a specific business segment. NOTE 4 - RESTRUCTURING AND ASSET IMPAIRMENT CHARGES In December 1998, the company's board of directors approved a restructuring of the South American and European metal buildings businesses. As a result, the company recorded a $7.1 million pretax charge in connection with the restructuring. In addition, the company recorded a $6.5 million pretax charge for the impairment of certain assets. The actions leading to the restructuring charge were the closing of manufacturing operations in Brazil and repositioning of European operations. Estimates of realizable asset sales values were obtained from outside appraisals and the company's experience in selling redundant assets. During the first quarter of 1999, the company recorded an additional $1.5 million restructuring charge for currency translation losses on its remaining Brazilian net asset exposure. Page 8 9 At the end of the first quarter 2000, $.9 million of the restructuring accrual remained. Final activities related to restructuring were completed in the second quarter 2000, resulting in a $.4 million reversal of the remaining accrual.
Restructuring Charge and Accrual Activity through 2nd Quarter, 2000 12/31/1998 Less: 06/30/2000 Accrual Utilization Recoveries Accrual Severance and termination costs $1,185 $ (973) $ (212) $--- Legal, claims, and other costs 1,092 (389) (703) --- ----------------- ----------------- ------------------ ----------------- $2,277 $(1,362) $ (915) $--- ----------------- ----------------- ------------------ -----------------
Summary of Restructuring Activity since 12/31/98 1999 2000 Total Restructuring accrual recorded 12/98 $2,277 Utilization (1,097) (265) (1,362) ------------------ ----------------- ----------------- Recovery on restructuring accrual (295) (620) (915) Redundant - worthless asset activity (152) 179 27 Foreign currency devaluation - Brazil 1,514 --- 1,514 ------------------ ----------------- ----------------- Restructuring charge, (reversal) $ 1,067 $(441) $ 626 ------------------ ----------------- -----------------
NOTE 5 - SALE OF BUSINESS In September 1999, the company sold the shares of its United Kingdom metal buildings business, Butler Building Systems Ltd., to Aerpac Investment Holding UK Ltd. The company recorded a one-time gain of $5.8 million related to the carryback of its capital loss. Page 9 10 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Net sales of $244 million were down 2% from second quarter 1999 primarily due to decreased sales in the Building Systems segments. The Architectural Products and Constructions Services segments both had increased sales for the quarter over the prior year of 11% and 4% respectively. The Real Estate segments sales increased from a year ago, due to increased project sales. For the six months ended June 30, 2000 net sales were $463 million compared with $452 million in 1999, an increase of 3%. The Architectural Products and Constructions Services segments had increased sales while the Building Systems segment sales decreased slightly when compared with the prior six month period. For the six months ended June 30, 2000, the Real Estate segments sales decreased substantially from a year ago, due to lower first quarter project sales. For the first six months, Building Systems segment sales were down 2% compared with the prior year. The U.S. metal buildings business sales were 4% ahead of last year while sales in the International metal buildings business were approximately 18% below comparable sales in 1999. This decrease is primarily due to lower volume in the Americas region. The Architectural Products segment, which consists of the Vistawall group, reported a 11% increase in sales for the first six months of 2000 compared with same period a year ago, with continued strong demand for storefront and curtainwall product. Construction Services segment sales for the first quarter of 2000 increased 17% compared with the prior year primarily reflective of increased activity. The Real Estate segment closed only one project in the first six months compared to two project sales in 1999 and sales were down $5 million as a result. Pretax earnings for the quarter ended June 30, 2000 were $10.6 million compared with $10.8 million, a 2% decrease from the same period a year ago. For the six months ended June 30, 2000, pretax earnings were $14.3 million versus $11.2 million in 1999. The 1999 results include a $1.5 million restructuring charge for currency translation losses related to the company's former Brazilian operation, while the 2000 results include a restructuring reversal of $.4 million. The restructuring amounts were recorded in the Building Systems segment. Absent these charges, comparable pretax earnings for the Building Systems segment was up 34% versus 1999 first half results. Improved focus on providing customers with new and enhanced products and service while maintaining heightened cost control contributed to this increase. LIQUIDITY AND CAPITAL RESOURCES Since December 1999, cash and equivalents decreased $35 million. Increases in working capital and spending for treasury share purchases, capital expenditures, and the payment of dividends were the primary uses of cash. Sources of cash were operations and short-term borrowings. For the six months ended June 30, 2000, domestic short-term borrowings averaged $11 million for 108 days compared to $6 million for 101 days in 1999. The company continues to maintain domestic bank credit facilities aggregating $40 million. As of June 30, 2000, domestic borrowings of $8 million were outstanding. The company's foreign operations maintain separate lines of credit with local banks of approximately $7 million, with $2 million utilized at current exchange rates at June 30, 2000. Management believes the company's operating cash flow, along with the bank credit lines, are sufficient to meet future liquidity requirements. Capital expenditures were $15 million for the first six months of 2000 compared to $5 million for the same period in 1999. Total capital expenditures for 2000 are expected to be $38 million, and will be used primarily to increase capacity in the Building Systems and Architectural Products business segments. A 35-acre site in Greene County, Tennessee, has been acquired and construction has begun on a new $24 million architectural aluminum extrusion and finishing plant for the Vistawall Architectural Products division. The division is one of the nation's largest manufacturers of engineered windows, curtain wall, storefront and skylight systems for the nonresidential building construction market. The 240,000 square foot plant will primarily serve the eastern United States beginning in the first quarter of 2001. During the first six months of 2000, the company repurchased for the treasury approximately 506,000 shares of company's common stock for $11.6 million and paid dividends of $2.2 million. Total backlog of $336 million is comparable to backlog of a year ago. Page 10 11 MARKET PRICE RISK The company's principal exposure to market risk is from changes in commodity prices, interest rates, and currency exchange rates. To limit exposure and to manage volatility related to these risks, the company enters into select commodity and currency hedging transactions, as well as forward purchasing arrangements. The company does not use financial instruments for trading purposes. Commodity Price Exposure: The company's primary commodities are steel, aluminum, and wood. Steel is the company's largest purchased commodity. The company enters into forward steel purchase arrangements in its metal buildings business for periods of less than one year duration to protect against potential price increases. To the extent there are increases in the company's steel costs, they are generally recaptured in the company's product sales prices. Aluminum hedge contracts of less than one year duration are purchased to hedge the engineered products backlog of the Vistawall group against potential losses caused by increases in aluminum costs. This product line is sensitive to material cost movements due to the longer lead times from project quoting to manufacture. Gains or losses recorded on hedge contracts are offset against the actual aluminum costs incurred. The fair value of aluminum contracts and their associated risk are immaterial. The company's wood frame building business enters into forward purchase arrangements for commercial grade lumber for periods of less than one year duration. Lumber costs are generally more volatile than steel costs. To offset increases in lumber costs, the company adjusts product prices accordingly. Interest Rates: The majority of the company's long-term debt carries a fixed interest rate, therefore the company's interest expense is relatively stable and not influenced by changes in market interest rates. Foreign Currency Fluctuation: The majority of the company's business is transacted in U.S. dollars, therefore limiting the company's exposure to foreign currency fluctuations. Where the company has foreign-based operations, the local currency has been adopted as the functional currency. As such, the company has both transaction and translation foreign exchange exposure in those operations. Due to relative cost and limited availability, the company does not hedge its foreign net asset exposure. The company does hedge short-term foreign currency transaction exposures related to sales activity in Canada. Forward Canadian dollar sale contracts of less than one year duration are purchased to cover the exposure. The fair value of such contracts are immaterial. OTHER In April 2000, the board of directors elected two new directors: Susan F. Davis, vice president, human resources for Johnson Controls, Inc. and William D. Zollars, chairman, president and chief executive officer of Yellow Corporation. Alan M. Hallene retired from the board of directors in April 2000 after 20 years of service. The board of directors also authorized, in April 2000, the repurchase of 750,000 shares of Butler common stock, to be used for employee benefit plans and other corporate purposes. Purchases will be made from time to time in the open market and in private transactions at prevailing market prices. This authorization replaces the company's previous share repurchase authorization announced in January 1999. FORWARD LOOKING INFORMATION This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which may include statements concerning projection of revenues, income or loss, capital expenditures, capital structure, or other financial items, statements regarding the plans and objectives of management for future operations, statements of future economic performance, statements of the assumptions underlying or relating to any of the forgoing statements, and other statements which are other than statements of historical fact. These statements appear in a number of places in this report and include statements regarding the intent, belief, or current expectations of the company and its management with respect to (i) the cost and timing of the completion of new or expanded facilities, (ii) the company's competitive position, (iii) the supply and price of materials used by the company, (iv) the demand and price for the company's products and services, or (v) other trends affecting the company's financial condition or results of operations, including changes in manufacturing capacity utilization and corporate cash flow in both domestic and international markets. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially as a result of these various factors. For additional comments, refer to the July 17, 2000 letter to shareholders, which is attached as exhibit 19. Page 11 12 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK There are no material changes to the disclosure made in the Annual Report on Form 10-K for the year ended December 31, 1999 regarding this matter. See discussion about market risk under Item 2. Management Discussion and Analysis on page 11 of this document. Page 12 13 PART II. - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits (19) July 17, 2000 letter to shareholders (27) Financial Data Schedule (b) Reports on Form 8-K The company has not filed any reports on Form 8-K during the quarter ended June 30, 2000. Page 13 14 SIGNATURES Pursuant to the requirement 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. BUTLER MANUFACTURING COMPANY August 7, 2000 /s/ Larry C. Miller - ---------------- --------------------------- Date Larry C. Miller Vice President - Finance, and Chief Financial Officer August 9, 2000 /s/ John W. Huey - ---------------- ------------------------------- Date John W. Huey Vice President, General Counsel and Secretary Page 14 15 EXHIBIT INDEX Exhibit Number Description - -------------- ------------------------------------ 19 July 17, 2000 Letter to Shareholders 27 Financial Data Schedule Page 15 EX-19 2 ex19.txt JULY 17, 2000 LETTER TO SHAREHOLDERS 1 Butler Exhibit 19 Manufacturing Company SECOND QUARTER REPORT 2000 Six Months Ended June 30, 2000 BMA TOWER PENN VALLEY PARK KANSAS CITY, MO 64108 To Our Shareholders: Butler Manufacturing Company's second quarter net income was $6.6 million compared with $6.3 million a year ago. Earnings per share increased 13% to $1.01 per share compared with $.89 per share in the second quarter last year. Sales for the quarter were $244 million compared with $249 million last year. For the first six months, net earnings were up 34% to $8.9 million and sales increased 2% to $463 million. Earnings per share expanded by 45% to $1.32 per share compared with last year. The increase in earnings per share benefited from Butler's share repurchase program. Through June 2000, the company acquired approximately 506,000 shares of stock, investing about $11.5 million. For the six months, our U.S. metal buildings business sales were 4% ahead of last year and operating income was up significantly. This improvement was due to our focus on fundamentals in this business, providing our customers with new and enhanced products and services and heightened cost control. Sales of Lester wood frame buildings were up about 13% through June and the operating loss was substantially lower than last year. The general weakness in agriculture continues to challenge the Lester business. Nevertheless, we continue to drive for performance improvement in this business despite lackluster market conditions for Lester products. Sales in the International metal buildings business were approximately 18% below comparable sales during the first six months in 1999, primarily due to lower volume in the Americas region. The business operated at breakeven through June of this year compared with an operating profit in 1999. The outlook for the China and Europe regions is good while prospects in the Americas region remain weak. The Vistawall architectural aluminum group's sales were 11% higher compared with last year. Operating income was about 10% lower than last year due to higher aluminum costs and the necessity to make higher outside purchases of extrusions to keep up with demand. Aluminum costs have begun to decrease, which should help operating margins during the balance of the year. We will continue outside purchases of extrusions to support the sales growth in this business. The plant expansion in Tennessee is on schedule and should begin production early next year which will enable us to significantly reduce outside purchases and provide the capacity to continue our successful growth record at Vistawall. Butler Construction sales were 16% higher through June and operating income was up 15%. We are sharpening the focus of this business, concentrating operations on higher margin opportunities. Butler Real Estate, our build-to-suit-to-lease real estate subsidiary, is off to a slower start in 2000 with lower sales and operating income compared with last year. Developments in progress are up about 50% however, which will benefit the second half of the year. We are pleased with the improvement in financial performance for the first six months, particularly considering that F. W. Dodge reports that contract awards for nonresidential building projects are down 4% through May compared with 1999. Butler's total backlog was $336 million, nearly the same as a year ago. Despite the slowing in the nonresidential construction economy and the increase in interest rates, we expect continued improvement in quarterly income in the second half of 2000. Cordially yours, /s/John Holland John Holland President and Chief Executive Officer July 17, 2000 Butler Manufacturing Company EX-27 3 ex27.txt FINANCIAL DATA SCHEDULE
5 This schedule contains summary financial information extracted from Butler Manufacturing Company Consolidated Statements of Operations for the quarter ended June 30, 2000, and Consolidated Balance Sheet as of June 30, 2000, and is qualified in its entirety by reference to such financial statements. 0000015840 BUTLER MANUFACTURING COMPANY 1,000 6-MOS DEC-31-1999 JAN-1-2000 JUN-30-1999 17,519 0 137,197 0 57,793 263,860 253,309 150,841 407,172 180,465 56,830 0 0 12,623 205,980 407,172 463,225 462,854 386,354 386,354 59,979 0 2,672 14,290 5,432 8,858 0 0 0 8,858 1.33 1.32 Reflects long-term debt, less current maturities Reflects other stockholders' equity before deduction of $62.2 million cost of treasury stock Reflects net sales plus net international joint venture income less net other expense Consists of selling, general and administrative expense
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