-----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, DxPbtVsk5W5LNWOh7uV3r6r4eIAqT+6qlnrL2Ude8OoFaiEsErQiOuhk7CkY3sCF endJUnDRHURRS12XgB0qbA== 0000950123-10-057315.txt : 20100610 0000950123-10-057315.hdr.sgml : 20100610 20100610172326 ACCESSION NUMBER: 0000950123-10-057315 CONFORMED SUBMISSION TYPE: NT 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20100430 FILED AS OF DATE: 20100610 DATE AS OF CHANGE: 20100610 EFFECTIVENESS DATE: 20100610 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: NT 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09235 FILM NUMBER: 10891075 BUSINESS ADDRESS: STREET 1: 419 W PIKE ST CITY: JACKSON CENTER STATE: OH ZIP: 45334 BUSINESS PHONE: 9375966849 MAIL ADDRESS: STREET 1: 419 W PIKE STREET CITY: JACKSON CENTER STATE: OH ZIP: 45334 NT 10-Q 1 l39974nt10vq.htm FORM NT 10-Q nt10vq
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File Number: 1-9235
o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q
o Form 10-D o Form N-SAR o Form N-CSR
For Period Ended: April 30, 2010
o Transition Report on Form 10-K      o Transition Report on Form 20-F
o Transition Report on Form 11-K      o Transition Report on Form 10-Q
o Transition Report on Form N-SAR
For the Transition Period Ended:
Nothing in this form shall be construed to imply that the Commission has verified any information
contained herein.
If the notification relates to a portion of the filing checked above, identify the Item(s) to which
the notification relates: Not applicable
PART I — REGISTRANT INFORMATION
     
Full Name of Registrant:
  Thor Industries, Inc.
 
   
Former Name if Applicable:
  Not Applicable
 
   
Address of Principal Executive Office:
  419 West Pike Street, Jackson Center, OH 45334-0629
PART II — RULES 12b-25(b) AND (c)
         
    If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed (Check box if appropriate).
 
       
 
  (a)   The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
 
       
o
  (b)   The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
 
       
 
  (c)   The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
 
 


 

PART III — NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
Thor Industries, Inc. (the “Registrant”) was not able to timely file its quarterly report on Form 10-Q for the period ended April 30, 2010 (the “Registrant’s 10-Q”) by the prescribed due date of June 9, 2010 because the Registrant’s independent auditor, Deloitte & Touche LLP (“Deloitte”), has not yet completed its review of the interim financial statements to be included in the Registrant’s 10-Q due to its evaluation of certain accounting positions previously taken by the Registrant in its audited financial statements included in the Registrant’s Annual Report on Form 10-K for the fiscal year ended July 31, 2009 (the “Registrant’s 10-K”) and earlier reports and the unaudited financial statements included in the Registrant’s Quarterly Reports on Form 10-Q for the periods ended October 31, 2009 and January 31, 2010.
In this regard, Deloitte is addressing issues relating to the accounting treatment for (a) the Registrant’s transactions with Stephen Adams and FreedomRoads that were consummated in January 2009, and (b) repurchase reserves relating to agreements with lenders to the Registrant’s independent dealers and revenue recognition issues with respect to transactions with its independent dealers previously described in the Registrant’s periodic filings. The Registrant’s accounting treatment for these matters is described in the Registrant’s 10-K. The Registrant continues to work with Deloitte to address these matters. If the Registrant is required to change its accounting for these items, there could be material adverse changes to the Registrant’s results of operations and financial condition for fiscal 2009 or earlier periods and for the first three quarters of fiscal 2010.
The Registrant intends to file the Registrant’s 10-Q as soon as reasonably practicable after these accounting matters have been addressed.
PART IV — OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification: Christian G. Farman, Senior Vice President, Treasurer and Chief Financial Officer, (574) 970-7422.
(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). þ Yes    o No
(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? þ Yes     o No
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
On June 10, 2010, the Registrant issued a press release announcing certain financial results for the quarter and nine months ended April 30, 2010. A copy of the Registrant’s press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The financial results set forth in such press release may be subject to change as described in Part III of this report.

 


 

This report includes certain statements that are “forward looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward looking statements involve uncertainties and risks. There can be no assurance that actual results (including as such results disclosed in this report may be adjusted as described herein) will not differ from the Company’s expectations. Factors which could cause materially different results include, among others, additional issues that may arise in connection with the findings of the completed investigation by the Audit Committee of the Board of Directors of the Company and the SEC’s requests for additional information and the discussion of possible settlement with the SEC relating to the matters raised by the Audit Committee’s investigation, the issues being addressed by the Company’s independent auditor in connection with the independent auditor’s review of the interim financial statements to be included in the Company’s Quarterly Report on Form 10-Q for the period ended April 30, 2010, fuel prices, fuel availability, lower consumer confidence, interest rate increases, tight lending practices, increased material costs, the success of new product introductions, the pace of acquisitions, cost structure improvements, the impact of auction market failures on the Company’s liquidity, competition and general economic conditions and the other risks and uncertainties discussed more fully in Item 1A of the Company’s Annual Report on Form 10-K for the year ended July 31, 2009. The Company disclaims any obligation or undertaking to disseminate any updates or revisions to any forward looking statements contained in this report or to reflect any change in the Company’s expectations after the date of this report or any change in events, conditions or circumstances on which any statement is based except as required by law.

 


 

Thor Industries, Inc. has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
         
Date: June 10, 2010  Thor Industries, Inc.
 
 
  By:   /s/ Christian G. Farman    
    Christian G. Farman   
    Senior Vice President, Treasurer
and Chief Financial Officer 
 
 

 

EX-99.1 2 l39974exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
(THOR LOGO)
419 WEST PIKE STREET P.O. BOX 629 JACKSON CENTER, OHIO 45334-0629
PHONE 937-596-6849 FAX 937-596-6539
N E W S  R E L E A S E
Date:       June 10, 2010
Contact:  Peter B. Orthwein or Richard E. Riegel
THOR ANNOUNCES SALES, NET INCOME, E.P.S. FOR QUARTER, NINE MONTHS
Thor Industries, Inc. (NYSE:THO) announced preliminary results for the third quarter and nine months ended April 30, 2010. As disclosed below, Thor’s auditors have not yet completed their review under SAS100 of the third quarter results.
Sales for the quarter were $680,192,000, up 64% from $415,472,000 last year. Net income for the quarter was $34,111,000, up dramatically from $2,102,000 last year. E.P.S. for the quarter were 66¢ versus 4¢ last year.
Sales for the nine months were $1,612,769,000, up 49% from $1,080,972,000 last year. Net income for the nine months was $69,464,000 versus a net loss of $7,638,000 last year. E.P.S. for the nine months were $1.30 versus a loss of 14¢ last year.
RV sales in the quarter were $559,166,000, up 79% from $312,041,000 last year. Towable RV sales in the quarter were $468,002,000, up 77% from $264,317,000 last year. Motorized RV sales in the quarter were $91,164,000, up 91% from $47,724,000 last year. RV sales in the nine months were $1,284,891,000, up 65% from $777,016,000 last year. Towable RV sales in the nine months were $1,090,842,000, up 64% from $664,517,000 last year. Motorized RV sales in the nine months were $194,049,000, up 73% from $112,499,000 last year. Bus segment sales in the quarter, including buses and ambulances, were $121,026,000, up 17% from $103,431,000 last year. Bus segment sales in the nine months were a record $327,878,000, up 8% from $303,956,000 last year.
RV income before tax in the third quarter was $48,754,000, more than seven times $6,860,000 last year. Towable RV income before tax in the quarter was $45,114,000, up 146% from $18,374,000 last year. Motorized RV income before tax in the quarter was $3,640,000, versus a loss of $11,514,000 last year. RV income before tax in the nine months was $98,453,000 versus a loss of $7,208,000 last year. Towable RV income before tax in the nine months was $93,397,000, more than quadruple $21,197,000 last year. Motorized RV income before tax in the nine months was $5,056,000, versus a loss of $28,405,000 last year. Bus segment income before tax in the quarter was $9,142,000, up more than sevenfold from $1,243,000 last year and was $23,755,000 in the nine months, up 131% from $10,263,000 last year. Corporate net costs were $5,691,000 in the quarter versus $3,531,000 last year and $13,497,000 in the nine months versus $13,184,000 last year.

 


 

“These results are in excess of analyst consensus estimates, which were raised during the quarter,” said Peter B. Orthwein, Thor chairman. “Thor’s improved margins demonstrate the effect of our aggressive cost-cutting efforts, leading to better opportunity going forward. Thor is encouraged by the RV industry’s recovery, including our internal retail results through May, 2010. We continue to have a strong cash position and zero debt, which will help fuel additional growth in the future,” he added.
The Company will file a Form 12b-25 (Notification of Late Filing and Application for Extension to File) with the Securities and Exchange Commission with respect to its Quarterly Report on Form 10-Q for the period ended April 30, 2010 (the “Company’s 10-Q”). The extension is required because the Company’s independent auditor, Deloitte & Touche LLP (“Deloitte”), has not yet completed its review of the interim financial statements to be included in the Company’s 10-Q due to their evaluation of certain accounting positions previously taken by the Company in its audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2009 (the “Company’s 10-K”) and the unaudited financial statements included in the Company’s Quarterly Reports on Form 10-Q for the periods ended January 31, 2009, April 30, 2009, October 31, 2009 and January 31, 2010.
In this regard, Deloitte is addressing issues relating to the accounting treatment for (a) the Company’s transactions with Stephen Adams and FreedomRoads that were consummated in January 2009, and (b) repurchase reserves relating to agreements with lenders to the Company’s independent dealers and revenue recognition issues with respect to transactions with its independent dealers. The Company’s accounting treatment for these matters is described in the Company’s 10-K. The Company continues to work with Deloitte to address these matters. If the Company is required to change its accounting for these items, there could be material adverse changes to the Company’s results of operations and financial condition for fiscal 2009 and for the first three quarters of fiscal 2010.
Thor is the world’s largest manufacturer of recreation vehicles and a major builder of commercial buses & ambulances.
This release includes certain statements that are “forward looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward looking statements involve uncertainties and risks. There can be no assurance that actual results (including as such results disclosed in this release may be adjusted as described herein) will not differ from our expectations. Factors which could cause materially different results include, among others, additional issues that may arise in connection with the findings of the completed investigation by the Audit Committee of the Board of Directors of Thor Industries, Inc. (the “Company”) and the SEC’s requests for additional information and the discussion of possible settlement with the SEC relating to the matters raised by the Audit Committee’s investigation, the issues being addressed by the Company’s independent auditor in connection with the independent auditor’s review of the interim financial statements to be included in the Company’s Quarterly Report on Form 10-Q for the period ended April 30, 2010, fuel prices, fuel availability, lower consumer confidence, interest rate increases, tight lending practices, increased material costs, the success of new product introductions, the pace of acquisitions, cost structure improvements, the impact of auction market failures on our liquidity, competition and general economic conditions and the other risks and uncertainties discussed more fully in Item 1A of the Company’s Annual Report on Form 10-K for the year ended July 31, 2009. The Company disclaims any obligation or undertaking to disseminate any updates or revisions to any forward looking statements contained in this release or to reflect any change in the Company’s expectations after the date of this release or any change in events, conditions or circumstances on which any statement is based except as required by law.

 


 

THOR INDUSTRIES, INC.
STATEMENT OF INCOME FOR THE 3 AND 9 MONTHS ENDED April 30, 2010 and 2009
$000 except per share — unaudited
                                                                 
    3 MONTHS ENDED APRIL 30,     9 MONTHS ENDED APRIL 30,  
    2010     %     2009     %     2010     %     2009     %  
Net sales
  $ 680,192             $ 415,472             $ 1,612,769             $ 1,080,972          
Gross profit
  $ 92,499       13.6 %   $ 46,447       11.2 %   $ 212,266       13.2 %   $ 94,667       8.8 %
Selling, general and administrative
  $ 42,824       6.3 %   $ 33,879       8.2 %   $ 108,678       6.7 %   $ 98,252       9.1 %
Amortization of intangibles
  $ 152       0.0 %   $ 92       0.0 %   $ 320       0.0 %   $ 384       0.0 %
Operating income (loss)
  $ 49,523       7.3 %   $ 12,476       3.0 %   $ 103,268       6.4 %   $ (3,969 )     -0.4 %
Impairment of goodwill & trademarks
  $ 500       0.1 %   $ 9,717       2.3 %   $ 500       0.0 %   $ 10,281       1.0 %
Interest income (net)
  $ 1,250       0.2 %   $ 1,025       0.2 %   $ 3,922       0.2 %   $ 4,284       0.4 %
Gain on sale of property
  $       0.0 %   $       0.0 %   $       0.0 %   $ 373       0.0 %
Gain on involuntary conversion
  $ 2,283       0.3 %   $       0.0 %   $ 2,283       0.1 %   $       0.0 %
Net appreciation (impairment) of auction rate securities
  $       0.0 %   $ 728       0.2 %   $       0.0 %   $ (1,125 )     -0.1 %
Other income (expense)
  $ (351 )     -0.1 %   $ 60       0.0 %   $ (262 )     0.0 %   $ 589       0.1 %
 
                                                       
Income (loss) before taxes
  $ 52,205       7.7 %   $ 4,572       1.1 %   $ 108,711       6.7 %   $ (10,129 )     -0.9 %
Taxes
  $ 18,094       2.7 %   $ 2,470       0.6 %   $ 39,247       2.4 %   $ (2,491 )     -0.2 %
 
                                                       
Net income (loss)
  $ 34,111       5.0 %   $ 2,102       0.5 %   $ 69,464       4.3 %   $ (7,638 )     -0.7 %
 
                                                       
E.P.S. — basic
    66 ¢             4 ¢           $ 1.30               (14        
E.P.S. — diluted
    66 ¢             4 ¢           $ 1.30               (14        
Avg. common shares outstanding-basic
    51,461,181               55,436,924               53,521,242               55,426,829          
Avg. common shares outstanding-diluted
    51,586,296               55,468,620               53,621,866               55,426,829          
SUMMARY BALANCE SHEETS — APRIL 30, ($000) (unaudited)
                                     
    2010     2009         2010     2009  
Cash and equivalents
  $ 80,638     $ 177,878     Current liabilities   $ 258,403     $ 194,975  
Investments, short term
    63,350           Other liabilities     60,887       46,332  
Accounts receivable
    207,268       120,768     Stockholders’ equity     619,120       682,260  
Inventories
    170,044       131,969                      
Deferred income tax and other
    43,811       47,796                      
 
                               
Total current assets
    565,111       478,411                      
Fixed assets
    137,924       145,475                      
Long term investments
    13,010       119,951                      
Goodwill
    150,576       148,411                      
Other assets
    71,789       31,319                      
 
                           
 
  $ 938,410     $ 923,567         $ 938,410     $ 923,567  
 
                           

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