-----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, U2l7+66KJpvLbm4xYbkFF8G1BC2lyNHmG+4/556B2W/rJjbDoUuqxRZm56hTkpNy /10Q63rJxkGZ/FSiyUjrxg== /in/edgar/work/0000914760-00-000299/0000914760-00-000299.txt : 20001027 0000914760-00-000299.hdr.sgml : 20001027 ACCESSION NUMBER: 0000914760-00-000299 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001026 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COACHMEN INDUSTRIES INC CENTRAL INDEX KEY: 0000021212 STANDARD INDUSTRIAL CLASSIFICATION: [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: 746490 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 0001.txt OCTOBER 26, 2000 PRESS RELEASE 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): October 26, 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) 262-0123 (Registrant's Telephone Number, Including Area Code) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) EXHIBITS Exhibit Number Description ------ ----------- 99.1 October 26, 2000 Press Release announcing Third Quarter Earnings; Progress on Strategic Plan; and $155 Million Bank Credit Facility. ITEM 9. REGULATION FD DISCLOSURE. On October 26, 2000 the Company filed a press release announcing Third Quarter Earnings; Progress on Strategic Plan; and $155 Million Bank Credit Facility. A copy of the press release is attached as Exhibit 99.1. 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: October 26, 2000 EX-99.1 2 0002.txt OCTOBER 26, 2000 PRESS RELEASE COACHMEN INDUSTRIES, INC. REPORTS THIRD QUARTER EARNINGS; PROGRESS ON STRATEGIC PLAN; $155 MILLION BANK CREDIT FACILITY ELKHART, Ind., Oct. 26 /PRNewswire/ -- Coachmen Industries, Inc. (NYSE: COA - news) today announced that sales for the third quarter ended September 30, 2000 were $182.7 million compared with last year's third quarter sales of $226.1 million. Net income for the quarter was $2.3 million compared with $9.5 million reported last year. For the quarter, diluted earnings per share were $0.15 compared to $0.58 in the same period in 1999. Sales for the first nine months were $565.8 million compared with sales in the first nine months of 1999 of $640.3 million. Net income for the first nine months was $10.0 million compared to $25.8 million recorded for the same period in 1999. Diluted earnings per share for the first nine months were $0.64 compared to $1.55 for the same period in 1999. The Recreational Vehicle (RV) Group: The softening in the RV market that began earlier in the year intensified during the third quarter and has impacted all product categories except travel trailers, where unit sales were up by 5.0%. Year-to-date revenues from motorized products were down 14.8% as compared to the results from the same period in 1999 and year-to-date revenues for all towable products combined were 4.7% below revenues for the same period last year. The Company believes these market conditions reflect consumer concerns about rising interest rates and fuel prices and dealer concerns regarding inventory levels and financing. These factors, together with aggressive discounting within the industry, were reflected in both sales and earnings. It is anticipated that these conditions will continue at least through the remainder of the year. In response to these market conditions and as part of Coachmen's strategic plan, during the third quarter, the administrative and support functions of Coachmen Recreational Vehicle Company and Shasta Industries were combined. As a result, one of Shasta's plants is no longer in operation and will be sold. While largely transparent to Coachmen's dealers and customers, the consolidation will enable the Company to eliminate redundant costs. This reorganization is expected to bring about increased efficiencies and has already contributed to a reduction in staffing. A related change is that the sales, marketing and service support functions of Coachmen Recreational Vehicle Company's camping trailers have been transferred to Coachmen's Viking RV Company that specializes exclusively in camping trailers. This will permit more focused marketing in this important entry-level product type. Most recently, the Company announced the consolidation of Georgie Boy Manufacturing's (GBM) diesel motorhome production into GBM's Edwardsburg, Michigan production complex. This will allow the company to reduce overhead and maximize efficiencies during current market conditions. The Modular Group: To improve efficiencies and achieve cost reductions, the Company made investments in its Decatur, Indiana All American Homes manufacturing facility. This will allow the Company to consolidate a second, less efficient facility in Decatur into the newly improved plant. Because of the enhanced growth and profit opportunities in the modular industry, the Company intends to achieve more balance between the Company's RV and Modular businesses. In furtherance of these plans, two acquisitions have been made this year: Mod-U-Kraf, Inc. In June 2000, the Company completed the purchase of Mod-U-Kraf, a modular and commercial building company in Rocky Mount, Virginia with projected annual sales of $22 million. The Company is pleased with the progress of the integration of this acquisition. Miller Building Systems, Inc. In August 2000, Coachmen entered into an agreement to acquire Miller Building Systems Inc. As of the date of this release, the necessary number of shares to complete the transaction have been tendered and management expects the transaction to close within 30 days. Based in Elkhart, Indiana, with projected annual sales of $75 million, Miller markets, designs, fabricates and distributes commercial modular buildings including offices, banks, school buildings, and telecommunications structures. As a leader in building modular structures for the telecommunications industry, Miller customers include Nextel, AT&T, Motorola and Bell Atlantic. Miller operates five manufacturing locations nationwide. Miller meets Coachmen's acquisition criteria including financial returns, management and growth potential. With the addition of Miller, Coachmen becomes a full line modular company with important interests in the housing, commercial and telecommunications industries. Asset Rationalization and Utilization: The Company continues its efforts to improve asset utilization. Lux Company During the third quarter, the Company exited the furniture business with its sale of the Lux Company and related real estate. The gain on sale, principally on the sale of real property, increased earnings per share by $0.05 in the third quarter. The sale was part of the Company's continuing program of asset rationalization to allow it to focus on its two core businesses. RV Dealerships As previously announced, with the exception of two stores that will be retained for research and development and regional service purposes, the Company is exiting the RV retailing business. During the quarter, one dealership was liquidated, and three of the remaining five stores will be liquidated by the end of the year. The Company anticipates additional operational losses from these dealerships through the date of liquidation. Current market conditions in the RV industry could result in additional losses if the dealerships' inventories have to be significantly discounted in order to liquidate them. The decision to close these dealerships will improve the Company's asset utilization and should have a positive impact on earnings in 2001. Corporate Results: During the quarter, gross profit was impacted by inefficiencies attributable to reduced production volumes. Sales and administrative expenses during the quarter increased by 20% due to several factors. The Company responded to discounting in the RV marketplace with incentives and marketing programs designed to stimulate retail sales. There was also increased depreciation related to investments the Company made in plants, equipment, technology and future growth, as well as related professional fees. Financial Strength: In September 2000, the Company completed a $155 million bank credit facility with Banc One as the lead arranger and administrative agent. This credit facility, coupled with the Company's strong balance sheet, provides the flexibility to allow the implementation of the Company's strategic plan of actively pursuing internal and external growth opportunities. "The Company's financial condition is strong and with its bank credit facility, we will remain focused on our plan to enhance shareholder value," said James E. Jack, Executive Vice President and Chief Financial Officer. Management: The previously announced retirement plans of President Keith D. Corson became effective during the quarter with Chairman and Chief Executive Officer Claire C. Skinner assuming his responsibilities. At the same time, the senior management team has been expanded with the formation of the Executive Management Committee that replaces the previous Finance Committee. New members include William M. Angelo, Controller and Chief Accounting Officer, Steven E. Kerr, President of All American Homes, Inc., and Michael R. Terlep, President of Coachmen RV Company. To better align the interests of management with shareholders, the Company also intends to implement a new compensation plan designed to more closely align management compensation with the financial performance of the Company. Outlook: "While we have made significant progress in executing our overall strategic plan, the softness in the RV market has, in effect, masked many of the improvements. As it now appears that these market conditions may continue, our focus in the fourth quarter is on reducing expenses in conjunction with anticipated reduced revenues. These many actions, together with the introduction of exciting new products, should allow us to realize improvements as market conditions become more favorable," said Claire C. Skinner, Chairman, CEO and President. In order to assist the Company in complying with new SEC fair disclosure regulations, this is a longer, more comprehensive earnings release than in the past. 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 its enterprise-wide software, the availability and pricing of gasoline, the Company's dependence on chassis suppliers, interest rates, competition, government regulations, legislation governing the relationships of the Company with its recreational vehicle dealers, the impact of economic uncertainty on high-cost discretionary product purchases and other risks identified in the Company's SEC filings. COACHMEN INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (in thousands except per share data) THREE MONTHS NINE MONTHS ENDED SEPTEMBER 30, ENDED SEPTEMBER 30, 2000 1999 2000 1999 ---- ---- ---- ---- Net sales $182,690 $226,114 $565,828 $640,338 Cost of sales 161,267 195,024 496,513 553,667 Gross profit 21,423 31,090 69,315 86,671 Selling, delivery and general and admin. expenses 19,506 16,205 55,472 50,050 -------- -------- -------- -------- Operating income 1,917 14,885 13,843 36,621 Nonoperating income (expense), net 1,359 (164) 988 2,587 -------- -------- -------- -------- Income before income taxes 3,276 14,721 14,831 39,208 Income taxes 1,003 5,196 4,828 13,452 -------- -------- -------- -------- Net income $2,273 $9,525 $10,003 $25,756 ======== ======== ======== ======== Earnings per common share: Basic $.15 $.58 $.64 $1.55 Diluted $.15 $.58 $.64 $1.55 Number of common shares used in the computation of earnings per share: Basic 15,574 16,496 15,566 16,595 Diluted 15,577 16,548 15,573 16,655 CONSOLIDATED BALANCE SHEETS (UNAUDITED) (in thousands) SEPTEMBER 30, 2000 1999 ---- ---- ASSETS Cash and cash equivalents $26,084 $8,020 Marketable securities 21,458 32,424 Receivables 39,364 56,243 Inventories 98,301 108,791 Prepaid expenses and other 2,138 1,852 Deferred income taxes 4,743 4,205 -------- ------- Current assets 192,088 211,535 Property and equipment, net 78,406 74,186 Intangibles 4,331 4,458 Other assets 19,814 16,331 -------- -------- Total assets $294,639 $306,510 ======== ======== LIABILITIES Current maturities of long-term debt $550 $1,825 Accounts payable 28,224 40,727 Accrued income taxes 721 3,082 Other current liabilities 25,058 28,686 -------- ------- Current liabilities 54,553 74,320 Long-term debt 9,100 8,766 Other liabilities 9,112 6,592 -------- ------- Total liabilities 72,765 89,678 -------- ------- SHAREHOLDERS' EQUITY Common shares 38,838 45,118 Additional paid-in capital 4,656 3,960 Retained earnings 178,380 167,754 -------- ------- Total shareholders' equity 221,874 216,832 -------- ------- Total liabilities and shareholders' equity $294,639 $306,510 ======== ======== SEGMENT INFORMATION (UNAUDITED) (in thousands) THREE MONTHS NINE MONTHS ENDED SEPTEMBER 30, ENDED SEPTEMBER 30, 2000 1999 2000 1999 ---- ---- ---- ---- Net sales Vehicles $137,888 $182,885 $443,571 $525,736 Housing 44,802 43,229 122,257 114,602 -------- -------- -------- -------- Consolidated total $182,690 $226,114 $565,828 $640,338 ======== ======== ======== ======== Pretax income (loss) Vehicles $(651) $9,285 $8,312 $25,365 Housing 3,873 4,228 9,900 11,710 Other reconciling items 54 1,208 (3,381) 2,133 -------- -------- -------- -------- Consolidated total $3,276 $14,721 $14,831 $39,208 ======== ======== ======== ======== AT SEPTEMEMBER 30, 2000 1999 ---- ---- Total assets Vehicles $144,453 $186,641 Housing 57,389 41,244 Other reconciling items 92,797 78,625 -------- -------- Consolidated total $294,639 $306,510 ======== ======== CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (in thousands) SEPTEMBER 30, 2000 1999 ---- ---- Cash flows from operating activities $25,263 $18,612 Net cash provided by (used in) investing activities 370 (18,870) Net cash used in financing activities (3,818) (14,731) -------- -------- Increase (decrease) in cash and cash equivalents 21,815 (14,989) Cash and cash equivalents: Beginning of period 4,269 23,009 -------- -------- End of period $26,084 $8,020 ======== ======== -----END PRIVACY-ENHANCED MESSAGE-----