-----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, K+Ul4mZHq0YOSf2/3Uy+3xPM/0NjjYWcevYa463QkOB920vo672IifUMQcqotu89 suWM+hEiZdmMeWxVlORj7Q== 0000048287-03-000024.txt : 20030722 0000048287-03-000024.hdr.sgml : 20030722 20030721205958 ACCESSION NUMBER: 0000048287-03-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030721 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030722 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HON INDUSTRIES INC CENTRAL INDEX KEY: 0000048287 STANDARD INDUSTRIAL CLASSIFICATION: OFFICE FURNITURE (NO WOOD) [2522] IRS NUMBER: 420617510 STATE OF INCORPORATION: IA FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14225 FILM NUMBER: 03795248 BUSINESS ADDRESS: STREET 1: 414 EAST THIRD STREET - PO BOX 1109 CITY: MUSCATINE STATE: IA ZIP: 52761-7109 BUSINESS PHONE: 3192647400 MAIL ADDRESS: STREET 1: 414 EAST THIRD STREET STREET 2: P O BOX 1109 CITY: MUSCATINE STATE: IA ZIP: 52761 FORMER COMPANY: FORMER CONFORMED NAME: HOME O NIZE CO DATE OF NAME CHANGE: 19681001 8-K 1 r8-k72003.htm 8-K SECURITIES AND EXCHANGE COMMISSION



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)

July 21, 2003

 

HON INDUSTRIES Inc.
(Exact name of registrant as specified in its charter)

 

IOWA
(State or other jurisdiction of incorporation)

 

 0-2648
(Commission File Number)

42-0617510
(IRS Employer
Identification Number)

 

 

 414 East Third Street, P.O. Box 1109, Muscatine, IA
(Address of principal executive offices)

52761-7109
(Zip Code)

 

 



Registrant's telephone number, including area code:  563/264-7400

 

 

 

 

ITEM 9. REGULATION FD DISCLOSURE.

See Item 12. Results of Operations and Financial Condition.

 

ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On July 21, 2003, HON INDUSTRIES Inc. (the "Company") reported its second quarter results and is furnishing the earnings release required under Item 12. The following exhibit is included herein:

EXHIBIT 99         Earnings Release - Second Quarter Ended June 28, 2003


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 hereunto duly authorized.

 

 

HON INDUSTRIES Inc.

 

Date:  July 21, 2003

By:  /s/ Jerald K. Dittmer
      Jerald K. Dittmer
      Vice President and Chief Financial Officer

 

 

 

 

 

EXHIBIT INDEX

Exhibit Number

      99

 Exhibit

Text of press release dated July 21, 2003. 

 

EX-99 3 r8k72103exh.htm EXHIBIT 99 - NEWS RELEASE HON INDUSTRIES

                                                                         EXHIBIT 99

HON INDUSTRIES             P.O. Box 1109, Muscatine, Iowa 52761-0071

News Release


FOR INFORMATION CONTACT
:  Jerald K. Dittmer, Vice President and CFO (563) 264-7400
              Melinda C. Ellsworth, Vice President, Treasurer and Investor Relations (563) 264-7406

HON INDUSTRIES Announces Results for Second Quarter -
Fiscal 2003


MUSCATINE, Iowa (July 21, 2003) - HON INDUSTRIES Inc. (NYSE: HNI) announced today sales of $406.8 million and net income of $20.2 million for the second quarter ending June 28, 2003.

Consolidated net sales for the second quarter increased 1.9 percent to $406.8 million, compared to $399.3 million for the same quarter last year. Net income was $20.2 million compared to $20.1 million in the same period in 2002. Net income was $0.35 per diluted share compared to $0.34 for the same quarter last year.

The Company continues to implement its business simplification and cost reduction strategies. As a result, the Company has begun the shutdown of one office furniture facility and is in union negotiations regarding the closure of a second office furniture facility. The Company will close operations in Milan, Tennessee, and Hazleton, Pennsylvania and consolidate production into other U.S. manufacturing locations. In connection with the shutdowns, the Company recorded $4.4 million of pre-tax charges or $0.05 per diluted share during the second quarter. These charges included $1.6 million of accelerated depreciation of machinery and equipment which was recorded in cost of sales, and $2.5 million for severance and $0.3 million of other costs which were recorded as restructuring costs. The Company expects that the closedowns and consolidation will be completed prior to the end of the year. Total costs related to the shutdown are estimated to total $16.0 to $18.0 million. This operation realignment is expected to r educe costs $13.0 to $14.0 million on an annualized basis and result in improved service to customers with faster and better-coordinated delivery and lead-time performance.

As a percent of sales, gross margins for the second quarter increased to 36.0 percent, a quarterly record, from 35.7 percent for the same quarter last year. Included in gross margin for the second quarter of 2003 is $1.6 million of accelerated depreciation of machinery and equipment related to the facility shutdown reducing margins by 0.4 percentage points. "We continue to see improvements in our gross margin due to restructuring initiatives implemented over the past few years and our rapid continuous improvement program," said Jack Michaels, HON INDUSTRIES Chairman and CEO.

Selling and administrative expenses increased 1.5 percent or $1.7 million from the same quarter last year. This increase is due in part to investments in brand building and selling initiatives. The current year restructuring charges of $2.8 million referred to above were offset by a $0.6 million reduction in a restructuring reserve established in 2002. The reduction was due to the fact that the Company was able to exit a lease with a lessor at more favorable terms than previously estimated.

For the first six months of 2003, consolidated net sales were flat compared to the first six months of last year at $798.8 million. Gross margins year-to-date increased to 35.7 percent compared to 35.4 percent last year. Included in 2003 gross margins was $1.6 million of accelerated depreciation which reduced margins 0.2 percentage points. Net income was $36.1 million or $0.62 per diluted share compared to $36.0 million or $0.61 per diluted share in 2002. Included in the year-to-date results were net pre-tax restructuring charges and accelerated depreciation of $3.8 million or $0.04 per diluted share in 2003 and net pre-tax restructuring charges of $3.0 million or $0.03 per diluted share in 2002.

Cash flow from operations for the first six months was $54.5 million compared to $45.1 million last year. Capital expenditures increased from $9.3 million in 2002 to $23.7 million in 2003 which included funding for the purchase of a previously leased hearth products plant, information system improvements, and tooling and equipment for new products. The Company's cash position remains strong and totaled $136.6 million, including $8.3 million of short-term investments, as of June 28, 2003. The Company repurchased 762,300 shares of its common stock at a price of approximately $21.5 million during the first six months of 2003.

Office Furniture

For the quarter, sales for HON INDUSTRIES' office furniture segment were up slightly to $304.0 million from $303.1 million for the same quarter last year. Operating profit was $27.3 million compared to $31.8 million in 2002. Operating profit as a percent of net sales decreased to 9.0 percent versus 10.5 percent in 2002. Included in 2003 are $4.4 million of charges related to the shutdown of two office furniture facilities offset by the $0.6 million reduction in a prior year restructuring reserve reducing operating margins by 1.3 percentage points. Net sales on a year-to-date basis declined slightly to $598.8 million from $603.4 million. Operating profit as a percent of sales decreased to 8.8 percent compared to 9.3 percent in 2002. The Business and Institutional Furniture Manufacturer's Association (BIFMA) reported shipments down 9 percent for the first five months of 2003.

"We continue to strengthen our position in the office furniture market as evidenced by the recently announced Office Furniture Dealers Alliance (OFDA) awards," stated Mr. Michaels. "We received five of the eleven awards, including The HON Company winning the top award, Manufacturer of the Year."

Hearth Products

Net sales for the hearth products segment increased 6.9 percent in the second quarter of 2003 to $102.8 million compared to $96.2 million for the same quarter last year due to strong shipments in both the builder and dealer channels and growth in product line extensions. Operating profit was $10.6 million compared to $8.8 million in 2002. Operating profit as a percent of net sales increased to 10.3 percent versus 9.2 percent for 2002. Improved profitability was primarily the result of an increase in sales volume and leveraging of fixed costs. Net sales on a year-to-date basis increased 2.5 percent to $199.9 million and operating profit as a percent of net sales increased to 8.2 percent compared to 7.9 percent in 2002.

2003 Outlook

"We have recently begun to experience some stability in incoming order rates for our commercial and
transactional office furniture business, in line with some of the positive trends in the general economy," stated Mr. Michaels, "However we are still cautious about the near-term outlook. The remainder of 2003 appears positive for our hearth segment considering the expected continued solid demand for new residential construction coupled with low and stable interest rates. We continue our focus on increasing long-term shareholder value by streamlining our processes and operations, reducing our cost structure, understanding and responding to end-users, and building brand power."

Conference Call

HON INDUSTRIES will host a conference call on Tuesday, July 22, 2003, at 10:00 a.m. CDT to discuss the second quarter fiscal 2003 results. To participate, call the conference call line at 888-273-9885. A replay of the conference call will be available until Tuesday, July 29, 2003. To access this replay, dial 800-475-6701, access code 688396. A line to the simultaneous web cast can be found on the Company's website at www.honi.com.

HON INDUSTRIES Inc. provides products and solutions for the home and workplace environments and is the second largest office furniture manufacturer in the United States. HON INDUSTRIES is also the nation's leading manufacturer and marketer of gas- and wood-burning fireplaces. The Company's strong brands, including HON, Allsteel, Gunlocke, Heatilator and Heat-N-Glo, have leading positions in their markets. HON INDUSTRIES is committed to maintaining its long-standing corporate values of integrity, financial soundness and a culture of service and responsiveness. By doing so, the Company was recognized for the third consecutive year as one of the 400 Best Big Companies in America by Forbes magazine in 2003, and as America's Most Admired Company in the furniture industry by Fortune magazine in 2003. HON INDUSTRIES' common stock is traded on the New York Stock Exchange under the symbol HNI. More information can be found on the Company's website at www.honi.com.

Forward-looking Statements
Statements in this news release that are not strictly historical, including statements as to plans, objectives, and future financial
performance, are "forward-looking" statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, which may cause the Company's actual results in
the future to differ materially from expected results, particularly those with respect to expected earnings for the remainder of the fiscal
year. These risks include, among others: the Company's ability (a) to realize financial benefits from its cost containment and business simplification initiatives, (b) to realize financial benefits from investments in new products, and (c) to mitigate the effects of uncertain
steel prices and supplies; lower than expected demand for the Company's products due to uncertain political and economic conditions; competitive pricing pressure from foreign and domestic competitors; and other factors described in the Company's annual and quarterly reports filed with the Securities and Exchange Commission on Forms 10-K and 10-Q.

###

 

HON INDUSTRIES


Unaudited Condensed Consolidated Statement of Operations


(Dollars in thousands, except per share data)

Three Months Ended
Jun. 28, 2003   Jun. 29, 2002

Six Months Ended
Jun. 28, 2003  Jun. 29, 2002

Net sales
Cost of products sold

$406,793
   260,367

$399,299 
   256,696 

$798,764
   513,208

$798,438
   516,094

Gross profit
Selling and administrative expenses
Restructuring and impairment charges

146,426
112,979
     2,265

142,603 
111,320 
      (900)

285,556
227,405
     2,265

282,344
221,745
     3,000

Operating income
Interest income
Interest expense

31,182
563
       712

32,183 
549 
     1,259 

55,886
1,384
     1,798

57,599
1,184
     2,474

Income before income taxes
Income taxes

31,033
    10,861

31,473 
    11,330 

55,472
    19,415

56,309
    20,271

Net income

$ 20,172

$ 20,143 

$ 36,057

$ 36,038

Net income per common share (basic and
    diluted)


$0.35


$0.34 


$0.62


$0.61

Average number of common shares
    outstanding


58,142,937


58,918,130 


58,230,106


58,847,543


Unaudited Condensed Consolidated Balance Sheet


Assets

Liabilities and Shareholders' Equity

  As of

  As of

(Dollars in thousands)

Jun. 28,
2003  

Dec. 28,
2002  

Jun. 28,
2003  

Dec. 28,
2002  

Cash and cash equivalents
Short-term investments
Receivables
Inventories
Deferred income taxes
Prepaid expenses and other
  current assets

$128,292
8,322
169,169
50,957
12,426

      7,001

$ 139,165
16,378
181,096
46,823
10,101

     11,491

Accounts payable and
   accrued expenses
Income taxes
Note payable and current
   maturities of long-term    debt
Current maturities of other
   long-term obligations

 

 

$194,288
18,376


28,395

        211


$252,145
3,740


41,298

      1,497

  Current assets

$376,167

$405,054

  Current liabilities

$241,270

$298,680

Property and equipment -
  net
Goodwill
Other assets

343,853
192,086
     56,890

353,270
192,395
     69,833

Long-term debt
Capital lease obligations
Other long-term liabilities
Deferred income taxes
Shareholders' equity


2,865
1,234
31,972
39,890
    651,765

8,553
1,284
28,028
37,114
    646,893

    Total assets

$968,996

$1,020,552

    Total liabilities and
    shareholders' equity

$968,996

$1,020,552

 

 


HON INDUSTRIES


Unaudited Condensed Consolidated Statement of Cash Flows

Six Months Ended               

(Dollars in thousands)

Jun. 28, 2003

 

Jun. 29, 2002

Net cash flows from (to) operating activities
Net cash flows from (to) investing activities:
  Capital expenditures
  Other
Net cash flows from (to) financing activities

$  54,485 

(23,694)
12,533 
    (54,197)

$ 45,135 

(9,329)
(11,336)
    (15,095)

Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period

(10,873)
    
139,165
 

9,375 
    78,838
 

Cash and cash equivalents at end of period

$ 128,292 

$ 88,213 

Unaudited Business Segment Data


(Dollars in thousands)

Three Months Ended
Jun. 28, 2003  Jun. 29, 2002

Six Months Ended
Jun. 28, 2003  Jun. 29, 2002

Net sales:
  Office furniture
  Hearth products


$303,959 
   102,834 
$406,793 


$303,144 
     96,155 
$399,299 


$598,826 
   199,938 
$798,764 


$603,365 
   195,073 
$798,438 

Operating profit:
  Office furniture
    Operations before restructuring
      charges
    Restructuring and impairment
      charges




$29,581 

   (2,265)




$30,948 

      900 




$54,774 

   (2,265)




$59,096 

   (3,000)

      Office furniture - net
  Hearth products

27,316 
   10,554 

31,848 
    8,819 

52,509 
  16,368 

56,096 
  15,324 

    Total operating profit
  Unallocated corporate expense

37,870 
  (6,837)

40,667 
  (9,194)

68,877 
  (13,405)

71,420 
  (15,111)

      Income before income taxes

$31,033 

$31,473 

$55,472 

$56,309 

Depreciation and amortization expense:
  Office furniture
  Hearth products
  General corporate


$12,994 
3,311 
    1,142 


$12,110 
3,681 
    1,629 


$24,487 
6,957 
    2,285 


$24,401 
6,990 
    3,177 

 

$17,447 

$17,420 

$33,729 

$34,568 

Capital expenditures - net:
  Office furniture
  Hearth products
  General corporate


$5,373 
3,021 
      837 


$2,127 
1,552 
      384 


$9,926 
9,542 
    4,226 


$6,279 
2,472 
     578 

 

$9,231 

$4,063 

$23,694 

$9,329 

As of
Jun. 28, 2003

As of
Jun. 29, 2002

Identifiable assets:

  Office furniture
  Hearth products
  General corporate

$468,411
309,882
   190,703
$968,996

$527,132
311,008
   145,624
$983,764

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