-----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, DtTZcin500+AHZPLILOWh302VWrq9p9hVe/KdAgCUK24sMyTs1zDNRA97rYBDtfq Eisf2GgfPYTcNGPrB2C5tA== 0000730263-96-000003.txt : 19960315 0000730263-96-000003.hdr.sgml : 19960315 ACCESSION NUMBER: 0000730263-96-000003 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960131 FILED AS OF DATE: 19960314 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: THOR INDUSTRIES INC CENTRAL INDEX KEY: 0000730263 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR HOMES [3716] IRS NUMBER: 930768752 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09235 FILM NUMBER: 96534818 BUSINESS ADDRESS: STREET 1: 419 W PIKE ST CITY: JACKSON CENTER STATE: OH ZIP: 45334 BUSINESS PHONE: 5135966849 MAIL ADDRESS: STREET 1: 419 W PIKE STREET CITY: JACKSON CENTER STATE: OH ZIP: 45334 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q --------- QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR QUARTER ENDED January 31, 1996 COMMISSION FILE NUMBER 1-9235 ---------------- ------ THOR INDUSTRIES, INC. - ----------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 93-0768752 ------------- --------------- (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 419 West Pike Street, Jackson Center, OH 45334 ---------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (513) 596-6849 - --------------------------------------------------- -------------- Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------------- ------------- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at 1/31/96 ----- ---------------------- Common stock, par value 8,885,008 shares $.10 per share THOR INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS --------------------------- ASSETS ------ (Unaudited) ----------- January 31, 1996 July 31, 1995 ---------------- ------------- Current assets: Cash and cash equivalents......................$4,941,810 $6,820,796 Accounts receivable: Trade........................................38,818,742 37,447,506 Other.........................................1,338,599 500,388 Inventories....................................56,230,067 56,113,536 Prepaid expenses................................4,909,353 3,632,568 --------- --------- Total current assets............................106,238,571 104,514,794 ----------- ----------- Property: Land...........................................1,030,524 1,030,524 Buildings and improvements....................10,973,899 9,833,498 Machinery and equipment.......................14,376,548 13,601,025 ---------- ---------- Total cost.................................26,380,971 24,465,047 Accumulated depreciation and amortization.....10,220,917 9,619,796 ---------- ---------- Property, net..............................16,160,054 14,845,251 ---------- ---------- Other assets: Goodwill......................................15,533,015 15,812,885 Non compete....................................5,394,412 5,875,860 Trademarks.....................................3,021,505 3,184,174 Other..........................................3,913,909 4,227,937 --------- --------- Total other assets...............................27,862,841 29,100,856 ---------- ---------- TOTAL ASSETS...................................$150,261,466 $148,460,901 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Current liabilities: Notes payable...................................$1,400,000 $ - Accounts payable................................18,052,077 18,443,654 Accrued liabilities: Taxes............................................. - - Compensation and related items..................7,218,729 10,711,604 Product warranties..............................5,793,976 5,956,520 Other...........................................3,405,266 4,251,782 --------- --------- Total current liabilities.....................35,870,048 39,363,560 ========== ========== Other liabilities...................................965,032 1,194,032 Stockholders' equity: Common stock - authorized 10,000,000 shares;issued 9,099,247 shares @ 1/31/96 and 9,099,247 shares @ 7/31/95; par value of $.10 per share.......................909,925 909,925 Additional paid in capital......................25,105,120 25,105,120 Foreign currency translation......................(651,046) (772,606) Retained earnings...............................90,428,296 84,585,329 Cost of treasury shares 214,239 shares @ 1/31/96; 188,239 shares @ 7/31/95......................................(2,365,909) (1,924,459) ----------- ----------- Total stockholders' equity.....................113,426,386 107,903,309 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY......$150,261,466 $148,460,901 ============ ============ See notes to consolidated financial statements THOR INDUSTRIES, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED INCOME FOR THE THREE MONTHS AND SIX MONTHS ENDED JANUARY 31, 1996 AND 1995 ------------------------------------------------------------------- THREE MONTHS ENDED JANUARY 31 SIX MONTHS ENDED JANUARY 31 ----------------------------- --------------------------- 1996 1995 1996 1995 ---- ---- ---- ---- Net sales................$119,780,958 $114,369,627 $271,300,162 $253,539,482 Cost of products sold.....107,541,336 101,074,660 242,425,254 220,808,887 ----------- ----------- ----------- ----------- Gross profit...............12,239,622 13,294,967 28,874,908 32,730,595 Selling, general, and administrative expenses.....8,639,801 9,426,671 17,847,242 19,428,820 --------- --------- ---------- ---------- Operating income............3,599,821 3,868,296 11,027,666 13,301,775 Interest income...............254,846 128,761 496,572 294,692 Interest expense............(163,451) (104,133) (250,091) (132,229) Other expense...............(277,179) (283,508) (391,202) (406,505) --------- --------- --------- --------- Income before income taxes..3,414,037 3,609,416 10,882,945 13,057,733 Provision for income taxes..1,449,589 1,400,997 4,506,249 5,065,842 --------- --------- --------- --------- Net income.................$1,964,448 $2,208,419 $6,376,696 $7,991,891 ========== ========== ========== ========== Average common shares outstanding 8,888,062 8,917,965 8,895,894 8,925,606 - --------------------------------- --------- --------- --------- --------- Earnings per common share $.22 $.25 $.72 $.90 - ------------------------- ==== ==== ==== ==== Dividends paid per common share $.03 $.03 $.06 $.06 - ------------------------------- ==== ==== ==== ==== See notes to consolidated financial statements THOR INDUSTRIES, INC. AND SUBSIDIARIES STATEMENTS OF CONSOLIDATED CASH FLOWS FOR THE SIX MONTHS ENDED JANUARY 31, 1996 AND 1995 -------------------------------------------------- (Unaudited) ----------- 1996 1995 ---- ---- Cash flows from operating activities: Net income.......................................$6,376,696 7,991,891 Adjustments to reconcile net income to net cash used in operating activities: Depreciation......................................1,105,654 953,906 Amortization......................................1,432,749 1,340,640 Changes in non cash assets and liabilities - ------------------------------------------ Accounts receivable..............................(2,209,447) 3,041,287 Inventories........................................(116,531) (10,706,314) Prepaid expenses and other.......................(1,467,338) (433,517) Accounts payable...................................(391,577) (7,785,105) Accrued liabilities..............................(4,730,935) (6,250,167) ----------- ----------- Net cash used in operating activities..................(729) (11,847,379) - ------------------------------------- ----- ------------ Cash flows from investing activities: Purchase of property, plant & equipment..........(2,458,269) (2,488,121) Disposals of property, plant & equipment.............33,632 30,794 Net cash used in investing activities............(2,424,637) (2,457,327) - ------------------------------------- ----------- ----------- Cash flows from financing activities: Cash dividends.....................................(533,730) (535,197) Net proceeds from (payments of) notes payable.....1,400,000 7,600,000 Purchase of treasury stock.........................(441,450) (882,139) --------- --------- Net cash provided by financing activities...........424,820 6,182,664 - ----------------------------------------- ------- --------- Effect of exchange rate changes on cash.............121,560 (86,330) ------- -------- Net decrease in cash and equivalents.............(1,878,986) (8,208,372) Cash and equivalents, beginning of year...........6,820,796 13,563,673 --------- ---------- Cash and equivalents, end of period $4,941,810 $5,355,301 ========== ========== Supplemental cash flow information: Income taxes paid................................$4,664,300 $5,579,081 Interest paid.......................................250,091 132,229 See notes to consolidated financial statements MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS --------------------- Quarter Ended January 31, 1996 vs. Quarter Ended January 31, 1995 - ---------------------------------- Net sales for the quarter totaled $119,780,958, up 4.7% from $114,369,627 in the same period last year. Income before income taxes was $3,414,037 compared to $3,609,416 in the same period last year. This decline was primarily due to very competitive pricing in a soft recreational vehicle market. Recreation vehicle revenues of $95,708,546 were 4.1% higher than last year and were 79.9% of total company revenues compared to 80.4% last year. Bus revenues of $24,072,412 were 7.5% higher than last year and were 20.1% of total company revenues compared to 19.6% last year. Manufacturing gross profit decreased to 10.2% of sales from 11.6% last year. This decrease in gross profit was due primarily to very competitive pricing in a soft recreational vehicle market. Operating income totaled $3,599,821, down 6.9% from $3,868,296 in the same period last year. Selling and administrative expenses decreased to $8,639,801, 7.2% of sales, from $9,426,671, 8.2% of sales. Interest income incrased by $126,085 and interest expense increased by $59,318. This increase in interest expense was due primarily to extended bus receivables. The combined income tax reate was 42.5% compared to 38.8% last year. Last year's rates reflect favorable utilization of foreign tax credits. Six Months Ended January 31, 1996 vs. Six Months Ended January 31, 1995 - ------------------------------------- Net sales for the six months totaled $271,300,162, up 7.0% from $253,539,482 in the same period last year. Income before income taxes was $10,882,945 compared to $13,057,733 in the same period last year. This decline was due primarily to very competitive pricing in a soft recreational vehicle market. Recreation vehicle revenues of $220,541,713 were 5.5% higher than last year and were 81.3% of total company revenues compared to 82.4% last year. Bus revenues of $50,758,449 were 13.9% higher than last year and were 18.7% of total company revenues compared to 17.6% last year. Manufacturing gross profit decreased to 10.6% of sales from 12.9% last year. This decrease in gross profit was due primarily to very competitive pricing in a soft recreational market. Operating income totaled $11,027,666, down 17.1% from $13,301,775 in the same period last year. Selling and administrative expenses decreased to $17,847,242, 6.6% of sales, from $19,428,820, 7.7% of sales. Interest income increased by $201,880 and interest expense increased by $117,862. This increase in interest expense was due primarily to higher than normal chassis inventory and extended bus receivables. The combined income tax rate was 41.4% compared to 38.8% last year. Last year's rates reflect favorable utilization of foreign tax credits. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS --------------------- (Continued) Financial Condition and Liquidity - --------------------------------- As of January 31, 1996, Thor had $4,941,810 in cash and cash equivalents, compared to $6,820,796 on July 31, 1995. Working capital at January 31, 1996 was $70,368,523 compared to $65,151,234 at July 31, 1995. Inventory valued at current cost at January 31, 1996 exceeded the LIFO inventory by $2,738,597. The Company currently has a $25,000,000 revolving line of credit with Harris Trust and Savings Bank and Bank One. The amount borrowed under this line as of January 31, 1996 was $1,400,000. The loan agreement contains certain covenants, including restrictions on additional indebtedness, and the Company must maintain certain financial ratios. The line of credit bears interest at negotiated rates below prime and expires on November 29, 1996. The Company had no long term debt as of January 31, 1996. Amortization of intangibles increased from $1,340,640 at January 31, 1995, to $1,432,749 at January 31, 1996 due to acqusition in fiscal 1995. On March 1, 1995, the Company purchased for cash certain assets and liabilities of Skamper Corporation, and on March 27, 1995, the Company purchased for cash certain assets of Lake Capital Corporation, doing business as Komfort Trailer. The total cash price of both acquisitions was approximately $5,124,000. The revenues and operating results of each entity is reflected in the consolidated statement of income of Thor Industries from time of acquisition forward. The Company believes that internally generated funds and the revolving credit agreement already in place will be sufficient to meet current operating needs and anticipated capital requirements. During the six months of fiscal 1996, Thor purchased 26,000 shares of its common stock, increasing treasury stock by $441,450. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ------------------------------------------ 1. The accompanying consolidated financial statements, which are unaudited, reflect all adjustments consisting of only normal recurring adjustments, which are, in the opinion of management, necessary to present fairly the consolidated operating results for such unaudited periods. 2. Major classifications of inventories are: (Unaudited) ----------- January 31,1996 July 31,1995 --------------- ------------ Raw materials..............$39,198,292 $42,951,596 Work in process.............10,063,514 10,761,474 Finished goods...............9,706,858 4,761,063 --------- --------- Total..................58,968,664 58,474,133 Less excess of FIFO costs over LIFO costs........2,738,597 2,360,597 --------- --------- Total inventories..........$56,230,067 $56,113,536 =========== =========== PART II Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- Annual Meeting of Shareholders on December 4, 1995 Matters Voted on by Shareholders: --------------------------------- 1.) Election of Directors: Peter B. Orthwein, William C. Tomson Results of Voting by Shareholders: ---------------------------------- For Against Abstain --- ------- ------- Item 1 8,206,727 -0- 4,520 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 thereunto duly authorized. THOR INDUSTRIES, INC. (Registrant) MARCH 13, 1996 WADE F. B. THOMPSON DATE ________________ ________________________________________ Wade F. B. Thompson Chairman of the Board, President and Chief Executive Officer MARCH 13, 1996 WALTER L. BENNETT DATE ________________ ________________________________________ Walter L. Bennett Senior Vice President Secretary (Chief Accounting Officer) EX-27 2
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