-----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, RAVHGqJ3RuaIWpYzlGP/vbmfE09yl4sdgxNERp8o393SmEHsbONR52ceXI+s9ARS TIz+GR4vWUr1vNgRF0kgGg== 0000950152-02-004594.txt : 20020529 0000950152-02-004594.hdr.sgml : 20020529 20020529162646 ACCESSION NUMBER: 0000950152-02-004594 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020528 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020529 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JLG INDUSTRIES INC CENTRAL INDEX KEY: 0000216275 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION MACHINERY & EQUIP [3531] IRS NUMBER: 251199382 STATE OF INCORPORATION: PA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12123 FILM NUMBER: 02664882 BUSINESS ADDRESS: STREET 1: 1 JLG DR CITY: MCCONNELLSBURG STATE: PA ZIP: 17233 BUSINESS PHONE: 7174855161 8-K 1 j9468201e8vk.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 28, 2002 JLG INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Commission file number: 0-8454 PENNSYLVANIA 25-1199382 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1 JLG DRIVE, MCCONNELLSBURG, PA 17233-9533 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (7l7) 485-5161 Not Applicable (Former name or former address, if changed since last report) Item 5. Other Events. A copy of the press release of JLG Industries, Inc. with respect to results for the third quarter of 2002 is filed as Exhibit 99.1 hereto and is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Text of the Company's press release dated May 28, 2002 with respect to results for the third quarter of 2002. 2 SIGNATURE 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. JLG INDUSTRIES, INC. (Registrant) Date: May 29, 2002 /s/ James H. Woodward, Jr. --------------------------------- James H. Woodward, Jr. Executive Vice President and Chief Financial Officer 3 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Text of the Company's press release dated May 28, 2002 with respect to results for the third quarter of 2002. 4 EX-99.1 3 j9468201exv99w1.txt PRESS RELEASE Exhibit 99.1 [JLG Logo] JLG INDUSTRIES, INC. PRESS RELEASE 1 JLG Drive FOR IMMEDIATE RELEASE McConnellsburg, PA 17233-9533 Telephone (717) 485-5161 Fax (717) 485-6417 www.jlg.com CONTACT: JUNA ROWLAND DIRECTOR - CORPORATE & INVESTOR RELATIONS (240) 313-1816, IR@JLG.COM JLG ANNOUNCES THIRD QUARTER RESULTS COMPANY CONTINUES REDUCING DEBT AND INCREASING CASH FLOW MCCONNELLSBURG, PA, MAY 28, 2002 - JLG Industries, Inc. (NYSE: JLG) today announced results for its fiscal third quarter ended April 30, 2002 with revenues of $209 million compared to prior year revenues of $219 million. Net income, including one-time charges, was $836 thousand, or $.02 per diluted share compared to $10.7 million, or $.25 cents per diluted share a year ago. During the third quarter, the Company recorded a $6.6 million pre-tax repositioning charge reducing earnings by $.10 per diluted share. This charge reflected the previously announced closure of the Orrville, OH assembly facility and relocation of production to the JLG facility in McConnellsburg, PA. Net income, excluding this charge, was $5.3 million, or $.12 per diluted share. Non-cash charges were $4.3 million out of the $6.6 million. Free cash flow, including limited recourse portfolio syndications by Access Financial Solutions (AFS), was $61 million, an improvement of $115 million over last year's use of cash of $54 million. Year-to-date, sales were $521 million compared to $682 million in the same period last year, which included fiscal 2001's record first six months. Net income, including one-time charges, was $4.5 million, or $.11 per diluted share, compared with $28.6 million, or $.67 per diluted share a year ago. Net income, excluding the repositioning charge, was $9.0 million, or $.21 per diluted share. Free cash flow was $147 million through the first nine months of fiscal year. "While continuing to successfully manage for the short-term economic situation by focusing on cash, we have not sacrificed a solid foundation for the future," stated Bill Lasky, Chairman of the Board, President and Chief Executive Officer. "We have seen some encouraging signs that the recession affecting our industry may have reached the bottom but a question remains as to whether we are looking at a "V" shaped or a more extended "U" shaped recovery period. Our customers remain rightfully cautious, preferring to see hard signals that the economy is on the mend before committing to more aggressive fleet replacement plans; however, we remain cautiously optimistic. We continue to implement ongoing cost savings and cash positive initiatives, invest in new product innovations and in our European infrastructure such as our new Belgium assembly facility. By continuing to execute these key strategic imperatives, JLG is well positioned for the eventual upturn in the economy and continued growth." (more) JLG Industries, Inc. - page 2 THIRD QUARTER FINANCIAL SUMMARY o North American revenues were $161 million, 6 percent lower than last year, but up 40 percent sequentially. o European revenues were $38 million, down 3 percent from the prior-year, but up 11 percent sequentially. o Aerial work platform sales were $128 million, down 14 percent, but up 36 percent sequentially. o Telehandler sales were $21 million, 13 percent lower year-on-year, but up 11 percent on a sequential basis. o Excavator sales were $17 million, comparatively equal to last year, but up 16 percent sequentially. o Selling, administrative and product development expenses were reduced 3 percent year-on-year. o Free cash flow was $61 million (including AFS limited recourse syndications), an improvement of $115 million over last year's use of cash of $54 million. YEAR-TO-DATE FINANCIAL SUMMARY o Free cash flow was $147 million (including AFS limited recourse syndications), an improvement of $334 million over last year's use of cash of $187 million. o Excluding the AFS limited recourse liability, total debt was reduced by $148 million. o North American revenues were $388 million, down 27 percent. o European revenues were $111 million, down 11 percent. o Trade working capital was reduced by $104 million. FINANCIAL OVERVIEW According to Jim Woodward, Senior Vice President and Chief Financial Officer, "While total revenues were less than five percent below last year's third quarter, the manufacturing profit was off by 27 percent, reflecting two primary issues: volume related production costs, and an increase in product liability expense. Margin reductions were partially offset by a favorable product mix, due mainly to sales of new products, continuing profitability of Access Financial Solutions and the elimination of goodwill amortization. "Our ongoing fiscal discipline resulted in a continuing reduction in selling, administrative and product development expenses, down 16 percent on a year-to-date basis. As announced in February, we are in the process of closing the Orrville, Ohio facility with an associated one-time pre-tax charge of $7.7 million, of which $6.6 million was recorded in the third quarter, with $6.1 million classified as a restructuring charge and $504 thousand in cost of sales. Interest expense is also significantly below last year due to lower average debt levels and reduced rates. "Including off-balance sheet operating leases, but excluding the AFS limited recourse liabilities, total debt was reduced by an additional $61 million in the quarter resulting in a debt-to-total capitalization of 40 percent compared with 46 percent at the end of the previous quarter and 53 percent at the end of fiscal 2001. Year to date, (more) JLG Industries, Inc. - page 3 total debt has been reduced by $148 million reflecting our continued focus on the balance sheet. "In its first year of operations, Access Financial Solutions strengthened its profitability and moved toward becoming a self-funding business unit offering specialized equipment acquisition options for our customers. AFS achieves this goal by bringing traditional third-party lenders into a transaction, or via lease origination and the subsequent monetization of the portfolio in secondary financial markets. Year-to-date, AFS has successfully monetized $56.5 million through syndication transactions and arranged for another $41.3 million through third party financings for our customers. The $42 million in pledged finance receivables and offsetting limited recourse liabilities reflects some of the results of these monetization activities. The finance receivables of AFS represent secured financing, collateralized by the underlying value of JLG equipment. In combination with JLG Equipment Services, which remanufactures and remarkets used and off-lease equipment, AFS is an attractive partner for traditional equipment lenders. Beginning this quarter, AFS has been reported as a separate JLG business segment." OUTLOOK Commenting on the remainder of the year, Lasky noted, "We are prudently managing our business. We remain the industry leader and, despite the current economic climate, we are succeeding where others are not. Of key importance to our ongoing success are the 23 new products and accessories unveiled at the CON-EXPO trade show in March, including our 135-foot boom lift, the Transformer(TM) machine, the all-wheel-steer telehandler product lines and the Workstation in the Sky(TM) accessory packages. Our customers at the show received these products enthusiastically, and we are particularly encouraged by the acceptance of our new European telehandler product family. "We remain committed to free cash flow, cost containment, global supply chain management, and selected investments for our future. We are intently focused on maximizing shareholder value by our ongoing commitment to innovative new products, superior customer service and the long-term growth of our current business, both organically and via strategic acquisitions. Most importantly, we remain dedicated to give our customers, and ultimately the end-users, the products and services they need to be successful. "As we stated at the end of last quarter, we still expect sales for the second half to be approximately equal to the same period last year. While full year earnings per share are now expected to be in the range of $.60 to $.65, excluding the repositioning charges and goodwill impairment, free cash flow of approximately $175 million will be better than our previous estimate." (more) JLG Industries, Inc. - page 4 CONFERENCE CALL The Company will host a conference call on Wednesday, May 29, 2002 at 9:00 a.m. Eastern Time. Dial-in number is (800) 289-0468, access code: 573879 or via the Internet at www.jlg.com under the Investors section. An accompanying slide presentation will also be available via the Internet at www.jlg.com. Please dial into the conference 10 minutes prior to the start. A recording of this conference call will be available at (888) 203-1112 access code 573879 until midnight on June 11, 2002. ABOUT JLG JLG Industries, Inc. is the world's leading producer of mobile aerial work platforms and a leading producer of telehandlers and telescopic hydraulic excavators marketed under the JLG(R) and Gradall(R) trademarks. Sales are made principally to rental companies and distributors that rent and sell the Company's products to a diverse customer base, which include users in the industrial, commercial, institutional and construction markets. JLG's manufacturing facilities are located in the United States and Belgium, with sales and service locations on six continents. This news release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995, including but not limited to those relating to financial projections and future financial performance, cost-cutting and manufacturing improvement efforts, future market conditions and trends, the growth of the Company's businesses, product demand, the introduction of new products, and the opening of new facilities. The forward-looking statements in this announcement may involve certain risks and uncertainties, which could cause actual results to differ materially, including cyclical demand, a consolidating customer base, competition, continued innovation, product liability, availability of product components, and other risks, as detailed in the Company's SEC reports, including the report on Form 10-Q for the quarter ended January 31, 2002. For more information, visit www.jlg.com. (Tables follow) JLG Industries, Inc. - page 5 JLG INDUSTRIES, INC. CONSOLIDATED SELECTED SUPPLEMENTAL INFORMATION (in thousands) (unaudited)
Three Months Ended Nine Months Ended April 30, April 30, SEGMENT INFORMATION 2002 2001 2002 2001 ---- ---- ---- ---- External revenues: Machinery $ 165,857 $ 189,371 $ 425,352 $ 590,352 Equipment Services 39,361 28,239 85,259 89,251 Access Financial Solutions 3,514 1,863 10,635 2,673 --------- --------- --------- --------- $ 208,732 $ 219,473 $ 521,246 $ 682,276 ========= ========= ========= ========= Segment profit (loss): Machinery $ 3,283 $ 21,014 $ 11,101 $ 63,842 Equipment Services 8,021 5,915 19,717 19,914 Access Financial Solutions 937 (71) 3,566 (1,437) General corporate expenses (8,059) (5,615) (20,248) (24,140) --------- --------- --------- --------- $ 4,182 $ 21,243 $ 14,136 $ 58,179 ========= ========= ========= ========= PRODUCT GROUP REVENUES Aerial work platforms $ 128,317 $ 148,985 $ 327,909 $ 484,858 Material handlers 20,600 23,660 53,328 60,651 Excavators 16,940 16,726 44,115 44,794 After-sales service and support, including parts sales, and used and reconditioned equipment sales 37,538 26,526 78,618 85,169 Rentals 2,306 2,128 7,890 4,909 Financial products 3,031 1,448 9,386 1,895 --------- --------- --------- --------- $ 208,732 $ 219,473 $ 521,246 $ 682,276 ========= ========= ========= ========= GEOGRAPHIC REVENUES United States $ 158,153 $ 168,775 $ 378,218 $ 520,681 Europe 37,521 38,487 110,530 124,409 Other international 13,058 12,211 32,498 37,186 --------- --------- --------- --------- $ 208,732 $ 219,473 $ 521,246 $ 682,276 ========= ========= ========= ========= FREE CASH FLOW Cash flow from net income plus non-cash charges $ 2,939 $ 23,851 $ 20,400 $ 56,127 Accounts receivable (1) (47,124) (21,117) 33,606 (19,743) Inventory (13,465) (38,470) 26,455 (128,929) Finance receivables (2) 34,878 13,029 27,216 (39,395) Other assets and liabilities 76,492 (23,174) 38,073 (34,928) Purchases of PP&E (3,675) (5,318) (10,246) (10,450) Proceeds from sale of PP&E 13 (26) 150 123 Purchases of equipment held for rental (4,896) (5,429) (20,777) (21,015) Proceeds from sales of equipment held for rental 15,374 6,149 21,214 27,629 Proceeds from sale of joint venture -- -- -- 4,000 Other (1) 369 (3,147) 10,754 (20,422) --------- --------- --------- --------- Free cash flow $ 60,905 ($ 53,652) $ 146,845 ($187,003) ========= ========= ========= =========
(1) Includes changes in accounts receivable securitization and other off-balance sheet debt. (2) Excludes pledged receivable monetization. (more) JLG Industries, Inc. - page 6 JLG INDUSTRIES, INC. CONSOLIDATED CONDENSED STATEMENTS OF INCOME (in thousands, except per share data) (unaudited)
Three Months Ended April 30, 2002 2002 2001 ---- ---- ---- As reported As adjusted (1) Revenues Net sales $ 203,395 $ 203,395 $ 215,897 Rentals 2,306 2,306 2,128 Financial products 3,031 3,031 1,448 --------- --------- --------- 208,732 208,732 219,473 Cost of sales 174,465 173,961 172,295 --------- --------- --------- Manufacturing profit 34,267 34,771 47,178 Selling and administrative expenses 19,188 19,188 19,616 Product development expenses 3,736 3,736 3,904 Goodwill amortization -- -- 1,529 Restructuring 6,091 -- -- --------- --------- --------- Income from operations 5,252 11,847 22,129 Other income (deductions): Interest expense (3,345) (3,345) (6,335) Miscellaneous, net (659) (659) 1,143 --------- --------- --------- Income before taxes 1,248 7,843 16,937 Income tax provision 412 2,588 6,276 --------- --------- --------- Net income 836 5,255 $ 10,661 ========= ========= ========= Earnings per common share $ .02 $ .12 $ .26 ========= ========= ========= Earnings per common share - assuming dilution $ .02 $ .12 $ .25 ========= ========= ========= Cash dividends per share $ .005 $ .005 $ .01 ========= ========= ========= Weighted average shares outstanding 42,107 42,107 41,699 ========= ========= ========= Weighted average shares outstanding - assuming dilution 43,816 43,816 42,271 ========= ========= =========
(1) The "As adjusted" column excludes the $6,091 restructuring and $504 associated charges. (more) JLG Industries, Inc. - page 7 JLG INDUSTRIES, INC. CONSOLIDATED CONDENSED STATEMENTS OF INCOME (in thousands, except per share data) (unaudited)
Nine Months Ended April 30, 2002 2002 2001 ---- ---- ---- As reported As adjusted (1) Revenues Net sales $ 503,970 $ 503,970 $ 675,472 Rentals 7,890 7,890 4,909 Financial products 9,386 9,386 1,895 --------- --------- --------- 521,246 521,246 682,276 Cost of sales 432,389 431,885 541,133 --------- --------- --------- Manufacturing profit 88,857 89,361 141,143 Selling and administrative expenses 54,049 54,049 65,646 Product development expenses 11,403 11,403 11,924 Goodwill amortization -- -- 4,508 Restructuring 6,091 -- -- --------- --------- --------- Income from operations 17,314 23,909 59,065 Other income (deductions): Interest expense (11,710) (11,710) (16,443) Miscellaneous, net 1,167 1,167 2,719 --------- --------- --------- Income before taxes 6,771 13,366 45,341 Income tax provision 2,235 4,411 16,776 --------- --------- --------- Net income $ 4,536 $ 8,955 $ 28,565 ========= ========= ========= Earnings per common share $ .11 $ .21 $ .68 ========= ========= ========= Earnings per common share - assuming dilution $ .11 $ .21 $ .67 ========= ========= ========= Cash dividends per share $ .02 $ .02 $ .03 ========= ========= ========= Weighted average shares outstanding 41,931 41,931 42,271 ========= ========= ========= Weighted average shares outstanding - assuming dilution 42,896 42,896 42,802 ========= ========= =========
(1) The "As adjusted" column excludes the $6,091 restructuring and $504 associated charges. (more) JLG Industries, Inc. - page 8 JLG INDUSTRIES, INC. CONSOLIDATED CONDENSED BALANCE SHEETS (in thousands, except per share data)
April 30, July 31, 2002 2001 --------- --------- ASSETS (unaudited) Current assets Cash and cash equivalents $ 3,291 $ 9,254 Accounts receivable (1) 208,308 189,913 Finance receivables 23,199 16,760 Pledged finance receivables 6,281 -- Inventories 163,379 189,841 Other current assets 27,289 18,787 --------- --------- Total current assets 431,747 424,555 Property, plant and equipment 85,439 98,403 Equipment held for rental 23,599 20,002 Finance receivables, less current portion 79,942 115,071 Pledged finance receivables, less current portion 35,833 -- Goodwill 140,164 140,164 Other assets 19,938 27,394 --------- --------- $ 816,662 $ 825,589 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Short-term debt $ 15,109 $ 22,193 Current portion of limited recourse liability 7,939 -- Accounts payable 122,463 76,723 Accrued expenses 59,734 70,887 --------- --------- Total current liabilities 205,245 169,803 Long-term debt, less current portion 191,498 276,994 Limited recourse liability, less current portion 34,175 -- Accrued post-retirement benefits 24,629 23,757 Other long-term liabilities 9,968 9,601 Provisions for contingencies 11,992 11,993 Shareholders' equity Capital stock: Authorized shares: 100,000 at $.20 par value Outstanding shares: 42,723; fiscal 2001 - 42,144 8,545 8,429 Additional paid-in capital 16,470 14,256 Retained earnings 323,299 319,607 Unearned compensation (2,412) (3,377) Accumulated other comprehensive income (6,747) (5,474) --------- --------- Total shareholders' equity 339,155 333,441 --------- --------- $ 816,662 $ 825,589 ========= =========
(1) Net of accounts receivable securitization of $0 at April 30, 2002 and $50,600 at July 31, 2001. (more) JLG Industries, Inc. - page 9 JLG INDUSTRIES, INC. CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (in thousands) (unaudited)
Nine Months Ended April 30 2002 2001 --------- --------- OPERATIONS Net income $ 4,536 $ 28,565 Adjustments to reconcile net income to cash flow from operating activities: Gain from sale of joint venture -- (1,008) Loss on sale of property, plant and equipment 372 1,590 Gain on sale of equipment held for rental (7,475) (2,205) Non-cash charges and credits: Depreciation and amortization 15,813 19,885 Other 6,753 8,899 Changes in selected working capital items: Accounts receivable (1) (16,994) (28,619) Inventories 26,455 (128,929) Accounts payable 45,759 (19,254) Other operating assets and liabilities (7,689) (15,658) Changes in finance receivables (14,898) (39,395) Changes in other assets and liabilities 3 (16) --------- --------- Cash flow from operating activities 52,635 (176,145) INVESTMENTS Purchases of property, plant and equipment (10,246) (10,450) Proceeds from sale of property, plant and equipment 150 123 Purchases of equipment held for rental (20,777) (21,015) Proceeds from sale of equipment held for rental 21,214 27,629 Proceeds from sale of joint venture -- 4,000 --------- --------- Cash flow from investing activities (9,659) 287 FINANCING Net increase in short-term debt (7,087) 10,923 Issuance of long-term debt 333,954 417,287 Repayment of long-term debt (419,446) (243,446) Issuance of limited recourse liability 42,114 -- Payment of dividends (843) (1,279) Purchase of common stock -- (22,201) Exercise of stock options and issuance of restricted awards 3,276 (529) --------- --------- Cash flow from financing activities (48,032) 160,755 CURRENCY ADJUSTMENTS Effect of exchange rate changes on cash (907) (625) --------- --------- CASH Net change in cash and cash equivalents (5,963) (15,728) Beginning balance 9,254 25,456 --------- --------- Ending balance $ 3,291 $ 9,728 ========= =========
(1) Net of change in accounts receivable securitization of $50,600 for the period ending April 30, 2002 and $8,876 for the period at April 30, 2001. # # # -----END PRIVACY-ENHANCED MESSAGE-----