-----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, WQGnnzLvJX1wtVYGZO37pUloaFSNcXHdaZMzyTDnU9WtHQxr5jPhD08fXt9fPMbS npfQ4GD9IVqJ6wRZnpXSlQ== 0000055772-05-000009.txt : 20050804 0000055772-05-000009.hdr.sgml : 20050804 20050804101320 ACCESSION NUMBER: 0000055772-05-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050804 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050804 DATE AS OF CHANGE: 20050804 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KIMBALL INTERNATIONAL INC CENTRAL INDEX KEY: 0000055772 STANDARD INDUSTRIAL CLASSIFICATION: OFFICE FURNITURE [2520] IRS NUMBER: 350514506 STATE OF INCORPORATION: IN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-03279 FILM NUMBER: 05997926 BUSINESS ADDRESS: STREET 1: 1600 ROYAL ST CITY: JASPER STATE: IN ZIP: 47549 BUSINESS PHONE: 8124821600 MAIL ADDRESS: STREET 1: 1600 ROYAL STREET CITY: JASPER STATE: IN ZIP: 47549 FORMER COMPANY: FORMER CONFORMED NAME: JASPER CORP DATE OF NAME CHANGE: 19740826 8-K 1 form8k080405.htm KIMBALL INTERNATIONAL, INC FORM 8-K

UNITED STATES
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)    August 4, 2005

KIMBALL INTERNATIONAL, INC.


(Exact name of registrant as specified in its charter)

     

Indiana

0-3279

35-0514506




(State or other jurisdiction of (Commission File (IRS Employer Identification No.)
incorporation) Number)  
     

 

 

 

1600 Royal Street, Jasper, Indiana

 

47549-1001


 


(Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code   (812) 482-1600

Not Applicable


(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

1


Item 1.01 Entry into a Material Definitive Agreement

Kimball International, Inc. (the "Company") has a Profit Sharing Incentive Bonus Plan (the "Plan") in which all Executive Officers and eligible salaried employees participate. The Chief Executive Officer and four most highly compensated executive officers (the "Named Executive Officers") of the Company as identified in the Company's Proxy Statement participate in the Plan. The Plan is based on an "Economic Value Added" or "EVA" philosophy whereby the Company's cost of capital is deducted from income to arrive at an Economic Profit. (EVA is a registered trademark of Stern Stewart & Co.). The Compensation Committee of the Company believes that changes in Economic Profit correlate with long-term Share Owner value. The amount of bonus earned during a fiscal year is based upon achieving predetermined Economic Profit levels. The Economic Profit levels required to achieve bonus are based in part on external benchmarks, as well as management judgment based on particular circumstances, such as consideration of instances when increased earnings are a more appropriate measure than absolute Economic Profit levels.

Under the Company's Plan, bonuses are accrued annually and paid in five installments over the succeeding fiscal year. Except for provisions relating to retirement, death, and permanent disability, participants must be actively employed on each payment date to be eligible to receive any unpaid bonus installment. The total amount of bonus accrued and authorized to be paid to the Named Executive Officers based on the Company's fiscal year 2005 results is listed below. The Named Executive Officers will receive an installment of 50% of the payment in August 2005 and the remaining portion in equal installments in September 2005, January 2006, April 2006 and June 2006.

Douglas A. Habig, Chairman of the Board   $165,958
James C. Thyen, President and Chief Executive Officer   $190,687
P. Daniel Miller, Executive Vice President, President-Furniture Brands Group   $168,400
Donald D. Charron, Executive Vice President, President-Kimball Electronics Group   $173,978
Robert F. Schneider, Executive Vice President, Chief Financial Officer, Treasurer   $ 89,284

Item 2.02.  Results of Operations and Financial Condition

On August 4, 2005, Kimball International, Inc. issued an earnings release for the quarter and fiscal year ended June 30, 2005. The earnings release is attached as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits

(c) Exhibits

99.1 Earnings Release dated August 4, 2005

 

2


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 hereto duly authorized.

   
  KIMBALL INTERNATIONAL, INC.
   
   

By:

/s/ Robert F. Schneider
 
  ROBERT F. SCHNEIDER
Executive Vice President,
Chief Financial Officer
Treasurer


Date: August 4, 2005

3


Kimball International, Inc.
Exhibit Index

Exhibit No. Description


   
99.1 Earnings Release dated August 4, 2005.

4


EX-99.1 CHARTER 2 exhibit99080405.htm KIMBALL INTERNATIONAL, INC EXHIBIT 99.1

Exhibit 99.1

KIMBALL INTERNATIONAL, INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2005 RESULTS


JASPER, IN (August 4, 2005) - Kimball International, Inc. (NASDAQ: KBALB) today announced the financial results for the fourth quarter and fiscal year 2005, which ended June 30, 2005.

Discontinued Operations and Restructuring
As a result of excess capacity in the Company's manufacturing facilities, during the fourth quarter of fiscal year 2005 the Company announced a plan to consolidate its two Mexican contract furniture and cabinets operations into one location by exiting its manufacturing facility located in Mexicali. The total cost estimate for the consolidation activities is approximately $4.4 million pre-tax. Most of the costs related to this restructuring will be incurred in the first half of fiscal year 2006.

During the third quarter of fiscal year 2005, the Company ceased operations relating to its residential branded furniture products within the Furniture and Cabinets segment. The results of the residential branded furniture products are reported as a discontinued operation. Also included in discontinued operations are the results of the veneer slicing operation which was discontinued in the second quarter of fiscal year 2005. Sales, gross margin, selling, general and administrative costs and income from continuing operations discussed below exclude the results of these two discontinued operations. All prior periods have been restated.

Consolidated Overview
Fiscal year 2005 fourth quarter net sales were $279.9 million, which approximated net sales of $280.7 million reported for the fiscal 2004 fourth quarter. An increase in sales in the Furniture and Cabinets segment was more than offset by a decrease in sales in the Electronic Contract Assemblies segment. Income from continuing operations in the current year fourth quarter totaled $3.6 million, or $0.10 per Class B share. The Company recorded income from continuing operations in the prior year fourth quarter of $8.6 million, or $0.23 per Class B share.

Including a gain from discontinued operations of $0.5 million after-tax or $0.01 per Class B share which was primarily related to favorable accrual adjustments, fourth quarter fiscal year 2005 net income was $4.1 million, or $0.11 per Class B share. For the prior year fourth quarter, net income was $7.6 million, or $0.20 per Class B share, inclusive of a loss on the discontinued operation of $1.0 million after-tax, or $0.03 per Class B share.

Consolidated fourth quarter fiscal year 2005 gross margin of 21.4% declined when compared to 23.6% reported in the fourth quarter of fiscal year 2004, but improved from the most recent third quarter. The decline in margin compared to the prior year was partially related to a sales mix shift to lower margin programs and higher depreciation costs within the Electronic Contract Assemblies segment. Gross margin also declined within the Furniture and Cabinets segment as a result of higher commodity costs, higher freight costs and manufacturing inefficiencies. Price increases to customers on select branded furniture products helped to partially mitigate the margin decline. Also, the fourth quarter year-over-year consolidated gross margin comparison was impacted by a favorable adjustment to property taxes in the prior year. Consolidated selling, general and administrative (SG&A) costs for the fiscal year 2005 fourth quarter increased 2% in absolute dollars compared to the prior year. Operating income for the fourth quarter declined from the prior year on the lower margins and higher SG&A costs. Other income in the current year fourth quarter included a pre-tax gain of $0.7 million related to the sale of two parcels of idle land. Other income in the fourth quarter of the prior fiscal year included $1.7 million pre-tax income relating to funds received as part of a Polish offset credit program for investments made in the Company's Poznan operations.

Operating cash flow for the fourth quarter of fiscal year 2005 totaled $9.3 million compared to $15.5 million in the fourth quarter of last year. Annual operating cash flow for fiscal year 2005 was $64.7 million compared to the $68.9 million of operating cash flow generated in fiscal year 2004. The Company's cash and short term investment balance was $117.5 million at June 30, 2005 and $85.5 million at June 30, 2004.

On an annual basis, fiscal year 2005 net sales of $1.1 billion approximated fiscal year 2004 net sales. Income from continuing operations for fiscal year 2005 was $18.9 million, or $0.50 per Class B share, inclusive of $0.3 million, or less than $0.01 per Class B share, of after-tax restructuring costs. Fiscal year 2004 income from continuing operations was $24.6 million, or $0.65 per Class B share, inclusive of $1.2 million, or $0.03 per Class B share, of after-tax restructuring costs. Including the loss from discontinued operations of $2.3 million after-tax or $0.06 per Class B share, fiscal year 2005 net income was $16.6 million, or $0.44 per Class B share. For the prior year, net income was $21.7 million, or $0.57 per Class B share, inclusive of a loss on the discontinued operation of $2.9 million after-tax, or $0.08 per Class B share.

James C. Thyen, Chief Executive Officer and President, stated, "I was pleased to see our positive cash flow from operations in the fourth quarter; however, our earnings in the quarter fell far below last year. While we were not pleased with our financial performance for the quarter, we did see an improvement in earnings over our most recent third quarter. We continue to address certain excess capacity issues, as evidenced by our recent decision to consolidate our Mexican furniture and cabinets operations into one facility. We are executing this plan with little to no disruption to our customers. Our focus remains on reducing the operating inefficiencies we have been experiencing at select facilities within our Furniture and Cabinets segment." Mr. Thyen added, "As I've noted previously, our Electronics segment has been experiencing much tighter margins on new programs which is part of the reason we are seeing the margin decline compared to last year. On the positive side, we did see our margins stabilize in the fourth quarter when compared to the most recent third quarter in this segment. Recently awarded business programs are evidence of the success of our diversification plan in the Electronics segment to balance our business portfolio and develop strategic points of leverage that benefit all our customers."

Furniture and Cabinets Segment
The Furniture and Cabinets segment net sales for the fourth quarter of fiscal year 2005 were $171.7 million, an increase of 2% over net sales of $168.2 million in the same quarter last year. Sales of branded furniture products, which includes office and hospitality furniture, increased when compared to the prior year while sales of forest products and contract furniture and cabinets products both decreased from the prior year.

Income from continuing operations in this segment for the fourth quarter of fiscal year 2005 decreased $1.0 million from the prior year. Higher commodity costs, particularly steel and flakeboard, higher freight costs resulting from the rising fuel prices, manufacturing inefficiencies at select contract furniture and cabinet operations and excess capacity continued to hinder earnings in this segment during the current quarter. The Company made additional investments in advertising, product introductions, marketing programs and new showrooms which resulted in higher costs for the current year quarter. Recent price increases on select branded furniture products helped to partially offset the higher costs.

Including an after-tax gain from discontinued operations of $0.5 million, the fourth quarter fiscal year 2005 net income in this segment increased from the prior year, which included a $1.0 million after-tax loss from discontinued operations.

For the current fiscal year, net sales of $683.6 million in the Furniture and Cabinets segment increased over fiscal year 2004 net sales of $680.3 million. Income from continuing operations for fiscal year 2005 improved over the prior year primarily due to lower SG&A costs and lower restructuring costs in the current year.

Electronic Contract Assemblies Segment
The Electronic Contract Assemblies segment fiscal year 2005 fourth quarter net sales of $108.0 million declined 4% from net sales of $112.3 million for the same quarter last year, due primarily to lower electronic assembly sales to customers in the transportation and telecommunications industries. Sales to customers in the industrial control and medical industries increased during this same time period.

Income from continuing operations in this segment for the fourth quarter of fiscal year 2005 decreased $3.8 million from the same period last year primarily due to lower margins resulting from a shift in sales mix to newer programs which carry a lower margin, higher equipment depreciation costs, and new product introduction costs. A reduction in incentive based compensation costs in the fourth quarter of this fiscal year partially offset the lower margins. The fourth quarter year-over-year earnings comparison in this segment was also impacted by prior year favorable adjustments to property taxes and warranty reserves. In addition, the prior year fourth quarter included $1.3 million of after-tax funds received as part of a Polish offset credit program for investments made in this segment's Poznan operations.

For the current fiscal year, Electronic Contract Assemblies segment net sales of $439.7 million were flat with fiscal year 2004 net sales of $439.3 million. Income from continuing operations for fiscal year 2005 declined from the prior year primarily related to a decline in gross margin.

Reclassification
The Company changed its classification of investments in auction rate securities to short-term investments for both fiscal 2005 and 2004. Previously these investments were included in cash and cash equivalents. This reclassification had no impact on the results of operations of the Company. The amount reclassified as of June 30, 2004 was $15.0 million. As of June 30, 2005, the Company had $28.1 million of auction rate securities classified as short-term investments.

Forward-Looking Statements

Certain statements contained within this release are considered forward-looking under the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties including, but not limited to, significant volume reductions from key contract customers, loss of key customers or suppliers within specific industries, availability or cost of raw materials, and increased competitive pricing pressures reflecting excess industry capacities. Additional cautionary statements regarding other risk factors that could have an effect on the future performance of the Company are contained in the Company's Form 10-K filing for the period ended June 30, 2004.

Conference Call / Webcast
Kimball International will conduct its fourth quarter financial results conference call beginning at 2:00 PM Eastern Time today, August 4, 2005. To listen to the live conference call, dial 866-761-0748, or for international calls, dial 617-614-2706. A webcast of the live conference call may be accessed by visiting Kimball's Investor Relations website at www.ir.kimball.com.

For those unable to participate in the live webcast, the call will be archived at www.ir.kimball.com within two hours of the conclusion of the live call and will remain there for approximately 90 days. A telephone replay of the conference call will be available within two hours after the conclusion of the live event through August 18, 2005, at 888-286-8010 or internationally at 617-801-6888. The pass code to access the replay is 21867106.

About Kimball International, Inc.
Kimball International, Inc. provides a vast array of products from its two business segments: the Furniture and Cabinets segment and the Electronic Contract Assemblies segment. The Furniture and Cabinets segment provides furniture for the office and hospitality industries sold under the Company's family of brand names. The Furniture and Cabinets segment also provides engineering and manufacturing services which utilize common production and support capabilities on a contract basis to customers in the residential furniture and cabinets, office furniture, and retail infrastructure industries, as well as forest products. The Electronic Contract Assemblies segment provides engineering and manufacturing services which utilize common production and support capabilities to a variety of industries globally.

For more information about Kimball International, Inc., visit the Company's website on the Internet at www.kimball.com.

"We Build Success"

Financial Highlights for the quarter and fiscal year ended June 30, 2005, follow:

Condensed Consolidated Statements of Income  
(Unaudited)
($000's, except per share data)
  Three Months Ended
    June 30,
2005
   June 30,
2004
    
  
Net Sales $ 279,850    100.0%  $ 280,691    100.0% 
Cost of Sales 220,004  78.6%  214,412  76.4% 
 



Gross Profit 59,846  21.4%  66,279  23.6% 
Selling, General & Administrative Expenses 56,819  20.3%  55,875  19.9% 
Restructuring Expense 127    0.1%    54    0.0% 
 



Operating Income 2,900  1.0%  10,350  3.7% 
Other Income-Net 2,191  0.8%    1,756  0.6% 
 



Income from Continuing Operations Before Income Taxes 5,091  1.8%  12,106  4.3% 
Provision for Income Taxes 1,443 0.5%  3,519  1.3% 
 



Income from Continuing Operations  3,648  1.3%  8,587  3.0% 
Gain (Loss) from Operations of Discontinued Operations, Net of Tax 490   0.2%   (951)   (0.3%)
 



Net Income $    4,138    1.5%    $    7,636    2.7% 




             
Earnings Per Share of Common Stock:
 Basic from Continuing Operations:
   Class A $0.10      $0.22     
   Class B $0.10      $0.23     
 Diluted from Continuing Operations:
   Class A $0.09      $0.22     
   Class B $0.10      $0.23     
 Basic:
   Class A $0.11      $0.20     
   Class B $0.11      $0.20     
 Diluted:
   Class A $0.10      $0.20     
   Class B $0.11      $0.20     
 
Average Shares Outstanding
   Basic 38,152    38,111  
   Diluted 38,809    38,461  

 

($000's, except per share data)   Fiscal Year Ended
    June 30,
2005
   June 30,
2004
    
  
Net Sales $ 1,124,212    100.0%  $ 1,120,725    100.0% 
Cost of Sales 888,657  79.0%  867,199  77.4% 
 



Gross Profit 235,555  21.0%  253,526  22.6% 
Selling, General & Administrative Expenses 221,709  19.8%  223,157  19.9% 
Restructuring Expense 448    0.0%    3,359    0.3% 
 



Operating Income 13,398  1.2%  27,010  2.4% 
Other Income-Net 9,374  0.8%    7,750  0.7% 
 



Income from Continuing Operations Before Income Taxes 22,772  2.0%  34,760  3.1% 
Provision for Income Taxes 3,842  0.3%  10,126  0.9% 
 



Income from Continuing Operations  18,930  1.7%    24,634  2.2% 
Loss from Operations of Discontinued Operations, Net of Tax (2,655)   (0.2%)   (2,949)   (0.3%)
Gain on Disposal of Discontinued Operations, Net of Tax 313    0.0%    -0-   0.0% 
 



Net Income $  16,588   1.5%    $  21,685   1.9% 




             
Earnings Per Share of Common Stock:
 Basic from Continuing Operations:
   Class A $0.49      $0.64     
   Class B $0.50      $0.65     
 Diluted from Continuing Operations:
   Class A $0.48      $0.63     
   Class B $0.50      $0.65     
 Basic:
   Class A $0.43      $0.56     
   Class B $0.44      $0.58     
 Diluted:
   Class A $0.42      $0.55     
   Class B $0.44      $0.57     
 
Average Shares Outstanding
   Basic 38,141    38,101  
   Diluted 38,359    38,307  

       

Condensed Consolidated Statements of Cash Flows

     

($000's)

Fiscal Year Ended

 

June 30,     
2005         

 

June 30,    
   2004        

 


 
Net Cash Flow provided by Operating Activities $   64,707    $ 68,892 
Net Cash Flow used for Investing Activities (25,036)   (44,793)
Net Cash Flow used for Financing Activities (22,533)   (25,484)
Effect of Exchange Rates 124    85 
 
 
Net Increase (Decrease) in Cash & Cash Equivalents 17,262    (1,300)
Cash & Cash Equivalents at Beginning of Period 39,991    41,291 


Cash & Cash Equivalents at End of Period $   57,253    $ 39,991 


       
Cash & Cash Equivalents $   57,253    $ 39,991 
Short-Term Investments 60,270    45,491 


Totals $ 117,523    $ 85,482 


 

Condensed Consolidated Balance Sheets
($000's)

     

 

 
June 30,    
2005         

 

 
   June 30,     
   2004        

 


 
Assets      
Cash, Cash Equivalents and Short-Term Investments $ 117,523    $   85,482 
Receivables, Net 125,178    127,411 
Inventories 87,531    92,531 
Other Current Assets 21,808    34,621 
Property & Equipment, Net 176,054    198,146 
Capitalized Software, Net 37,273    41,059 
Other Assets 35,173    34,819 


       Totals $ 600,540    $ 614,069 


       
Liabilities & Share Owners' Equity      
Current Liabilities $ 148,372    $ 147,798 
Long-Term Debt, Less Current Maturities 350    395 
Deferred Income Taxes & Other 23,592    31,265 
Share Owners' Equity 428,226    434,611 


           Totals $ 600,540    $ 614,069 


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