-----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, Cdi41SWK/pFn84j4qc/0vezlj9tGN4aVVsU237Tdiztt9zP4W9tLDmkmiuQVFFPz 77XiOdFo6bK8iUcxRbHeOA== 0000914760-00-000117.txt : 20000509 0000914760-00-000117.hdr.sgml : 20000509 ACCESSION NUMBER: 0000914760-00-000117 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000505 ITEM INFORMATION: FILED AS OF DATE: 20000508 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COACHMEN INDUSTRIES INC CENTRAL INDEX KEY: 0000021212 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR HOMES [3716] IRS NUMBER: 351101097 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-07160 FILM NUMBER: 621431 BUSINESS ADDRESS: STREET 1: 2831 DEXTER DR CITY: ELKHART STATE: IN ZIP: 46514 BUSINESS PHONE: 2192620123 MAIL ADDRESS: STREET 1: 2831 DEXTER DR CITY: ELKHART STATE: IN ZIP: 46514 8-K 1 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): May 5, 2000 -------------- COACHMEN INDUSTRIES, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Indiana - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-7160 35-1101097 - ---------------------------------- ------------------------------------------- (Commission File Number) (I.R.S. Employer Identification Number) 2831 Dexter Drive, Elkhart, Indiana 46514 - ----------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (219) 262-01236 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) ITEM 5. OTHER EVENTS. On May 5, 2000 the Company filed a press release announcing first quarter results; shareholders' election of board; and approval of stock incentive plan. A copy of the press release is attached as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) EXHIBITS Exhibit Number Description ------ ----------- 99.1 May 5, 2000 Press Release announcing first quarter results; shareholders' election of board; and approval of stock incentive plan 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. COACHMEN INDUSTRIES, INC. By: /s/ Richard M. Lavers --------------------------------- Richard M. Lavers General Counsel & Secretary Dated: May 5, 2000 EX-99.1 2 Exhibit 99.1 NEWS RELEASE For immediate release Friday, May 5, 2000 COACHMEN INDUSTRIES, INC. ANNOUNCES FIRST QUARTER RESULTS; SHAREHOLDERS ELECT BOARD, APPROVE STOCK INCENTIVE PLAN ELKHART, INDIANA - Coachmen Industries, Inc. (NYSE: COA) announced today that its shareholders elected 10 directors of the Company to hold office for the ensuing year and approved the Company's 2000 Omnibus Stock Incentive Program. These results are preliminary, and are being certified by CT Corporation, appointed as the independent judge of the election. "I am very gratified by the voting results and the expressions of support from so many of our shareholders, employees, dealers, builders and suppliers," said Claire C. Skinner, Chairman of the Board and Chief Executive Officer. At the meeting of the Board of Directors, held May 4, 2000, Coachmen's Board approved the release of first quarter results. Sales for the first quarter ending March 31, 2000 were $195.2 million, a 7.5 percent decrease from last year's record first quarter sales of $211.0 million. Diluted earnings per share were 26 cents for the quarter, compared to 43 cents in the comparable period in 1999, a 39.5 percent decrease. Total net income for the quarter was $4.0 million, a 44.2 percent decrease compared with $7.2 million recorded in the same period last year. "The fundamentals of our business remain strong with good cash flows and a strong balance sheet," said James E. Jack, Executive Vice President and Chief Financial Officer. "Moving forward, we expect that our strategies, capital expenditures on plant and equipment and investments in new technology, accompanied by our loyal and expanding dealer and builder base, will result in improved performance." The reduction in sales was primarily due to the divestiture of Coachmen's van conversion division and certain company owned dealerships completed during the first quarter of 2000. The van conversion division was marginally profitable during the first quarter of 1999. The reduction in earnings was the result of four factors. First, the Company has experienced higher costs in a variety of areas as a result of the reconfiguration of the facilities that were formerly occupied by Coachmen's van conversion business to build Georgie Boy diesel Class A motorhomes, and costs related to the growth of the modular housing segment. These costs reduced gross profit on sales and operating income. A second factor is the recognition that delayed deliveries of RV products during 1999 have, in turn, slowed wholesale deliveries into 2000. Also, sporadic weather related delivery problems among the All American Homes operations impacted first quarter sales. Finally, there are continuing implementation costs associated with new technology system solutions. "We are disappointed in the bottom line results, but Coachmen's strategic plan is to continue the top line growth rate achieved during the 1990s when both our RV sales and housing shipments (Continued on back side) Coachmen Announces First Quarter Results (Continued from front side): outpaced their respective industries. During the decade, Coachmen Industries' sales grew by 116.5 percent versus a 63.9 percent increase by other RV manufacturers, and housing shipments increased 344.1 percent during a time when housing starts increased by 50.6 percent in the markets we serve," added Skinner. "We are continuing our growth initiatives as evidenced by this week's agreement to acquire Mod-U-Kraf Homes, Inc." Headquartered in Rocky Mount, Virginia, Mod-U-Kraf enhances Coachmen's presence in the modular housing segment, and offers Coachmen new ventures with its Special Projects Division that serves the commercial building sector. Economic factors including consumer confidence and demographics remain favorable for both the recreational vehicle and modular housing industries. Coachmen is uniquely positioned to meet the broad range of RV consumer preferences because it produces every traditional recreational vehicle type. The recreational vehicle companies of Coachmen Industries include Coachmen Recreational Vehicle Co., Georgie Boy Manufacturing, Inc., Viking Recreational Vehicle Co., and Shasta Industries. Coachmen Industries, Inc. also continues to be the nation's largest manufacturer of modular housing under the "All American Homes" brand name. Virtually all of the Company's modular homes are pre-sold to retail owners before being built so neither the Company nor its builder partners carry unsold inventory. "We remain committed to improving shareholder value by enhancing our technology infrastructure and reallocating assets to enable us to provide the products and related services that a new generation of customers is demanding," Skinner concluded. In other business, the Board of Directors approved a five cents per share dividend to shareholders of record as of May 25, 2000. This is the 71st consecutive quarter that Coachmen Industries has paid dividends. Coachmen Industries, Inc. is one of the nation's leading producers of recreational vehicles and is the largest producer of modular homes in the U.S. Recreational vehicles comprised 82 percent of Coachmen Industries' first quarter sales and modular homes represented 18 percent. This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned not to place undue reliance on forward-looking statements, which are inherently uncertain. Actual results may differ materially from that projected or suggested due to certain risks and uncertainties including, but not limited to the potential fluctuations in the Company's operating results, the implementation of the new enterprise-wide software, the availability of gasoline, the Company's dependence on chassis suppliers, interest rates, competition, government regulations, and other risks identified in the Company's SEC filings. For more information: James E. Jack Rich Allen Executive Vice President and Corporate Communications Chief Financial Officer 219-262-0123 219-262-0123 Steve Bruce or Mary Beth Kissane The Abernathy MacGregor Group, Inc. 212-371-5999 ### COACHMEN INDUSTRIES, INC. CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (in thousands)
THREE MONTHS ENDED MARCH 31, 2000 1999 -------- -------- BEGINNING CASH AND TEMPORARY CASH INVESTMENTS $ 4,269 $ 23,009 Cash flows from operating activities 2,677 6,842 Cash flows from investing activities 8,709 (8,024) Cash flows from financing activities (611) (1,466) -------- -------- Increase (decrease) in cash and temporary cash investments 10,775 (2,648) -------- -------- ENDING CASH AND TEMPORARY CASH INVESTMENTS $ 15,044 $ 20,361 ======== ========
CONSOLIDATED SEGMENT INFORMATION (in thousands)
THREE MONTHS ENDED MARCH 31, 2000 1999 ---------- ---------- NET SALES: Vehicles $ 159,465 $ 178,795 Housing 35,763 32,230 ---------- ---------- Consolidated total $ 195,228 $ 211,025 ========== =========== PRETAX INCOME: Vehicles $ 5,867 $ 8,996 Housing 1,854 2,344 Other reconciling items (1,521) (611) ---------- ----------- Consolidated total $ 6,200 $ 10,729 ========== =========== TOTAL ASSETS: Vehicles $ 165,999 $ 169,622 Housing 41,918 42,511 Other reconciling items 87,423 83,718 ---------- ----------- Consolidated total $ 295,340 $ 295,851 ========== ===========
COACHMEN INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (in thousands except per share data)
THREE MONTHS ENDED MARCH 31, 2000 1999 ----------- ----------- Net sales $ 195,228 $ 211,025 Cost of goods sold 171,062 183,452 ----------- ----------- Gross profit 24,166 27,573 ----------- ----------- Selling, delivery and general and admin. expenses 17,722 17,092 ----------- ----------- Operating income 6,444 10,481 ----------- ----------- Nonoperating income (expense), net (244) 248 ----------- ----------- Income before income taxes 6,200 10,729 Income taxes 2,170 3,512 ----------- ----------- Net income $ 4,030 $ 7,217 =========== =========== Earnings per common share: Basic $ .26 $ .43 Diluted $ .26 $ .43 Number of common shares used in the computation of earnings per share: Basic 15,551 16,625 Diluted 15,570 16,631
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (in thousands)
MARCH 31, 2000 1999 ----------- ----------- ASSETS Cash and investments $ 37,318 $ 52,528 Receivables 47,659 57,025 Inventories 107,651 95,322 Prepaid expenses and other 2,236 1,588 Deferred income taxes 4,743 3,973 ----------- ----------- Current assets 199,607 210,436 Property and equipment, net 75,358 66,875 Intangibles 4,395 4,521 Other assets 15,980 14,884 ----------- ----------- Total assets $ 295,340 $ 296,716 =========== =========== LIABILITIES Current maturities of long-term debt $ 2,746 $ 1,825 Accounts payable 29,360 35,294 Accrued income taxes 3,055 5,575 Other current liabilities 27,890 27,012 ----------- ----------- Current liabilities 63,051 69,706 Long-term debt 7,000 8,966 Other liabilities 8,083 6,631 ----------- ----------- Total liabilities 78,134 85,303 SHAREHOLDERS' EQUITY Common shares 38,603 56,606 Additional paid-in capital 4,639 3,934 Retained earnings 173,964 150,873 ----------- ----------- Total shareholders' equity 217,206 211,413 ----------- ----------- Total liabilities and shareholders' equity $ 295,340 $ 296,716 =========== ===========
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