-----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, NaXiDKx2NTixf8n49hz/8jKoclJddpHFbOXtcsl704AiamL4/uIsgSxRhQuIu6Fm 00u7wH73i/TKyaJlHk+sCw== 0000909518-99-000121.txt : 19990218 0000909518-99-000121.hdr.sgml : 19990218 ACCESSION NUMBER: 0000909518-99-000121 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990216 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OUTBOARD MARINE CORP CENTRAL INDEX KEY: 0000075149 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 361589715 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-02883 FILM NUMBER: 99544467 BUSINESS ADDRESS: STREET 1: 100 SEA HORSE DR CITY: WAUKEGAN STATE: IL ZIP: 60085 BUSINESS PHONE: 7086896200 MAIL ADDRESS: STREET 1: 100 SEA HORSE DRIVE CITY: WAUKEGAN STATE: IL ZIP: 60085 8-K 1 ================================================================================ 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): February 16, 1999 ----------------- OUTBOARD MARINE CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-2883 36-1589715 - -------------------------------------------------------------------------------- (Commission File Numbers) (I.R.S. Employer Identification No.) 100 SEA HORSE DRIVE WAUKEGAN, ILLINOIS 60085 - -------------------------------------------------------------------------------- (Address of Principal Executive Office) (Zip Code) (847) 689-6200 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) ================================================================================ NYFS08...:\60\66560\0003\1966\FRM2169P.280 Item 5. Other Events. Registrant issued a press release on February 16, 1999, announcing, among other things, results for the quarter ending December 31, 1998. A copy of the press release is attached hereto as Exhibit 99.1. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits Exhibit No. Exhibit - ----------- ------- 99.1 Press Release dated February 16, 1999. Page 2 of 7 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. OUTBOARD MARINE CORPORATION (Registrant) By: /s/ Robert S. Romano --------------------------------- Date: February 17, 1999 Name: Robert S. Romano Title: Vice President, Secretary and General Counsel Page 3 of 7 EXHIBIT INDEX Exhibit No. Exhibit - ----------- ------- 99.1 Press Release dated February 16, 1999. Page 4 of 7 EX-99 2 EXHIBIT 99.1 Gary Beckett Director, Corporate Communications 847-689-7019 OMC REPORTS RESULTS FOR QUARTER ENDING DEC. 31, 1998 February 16, 1999 (Waukegan, IL) - Outboard Marine Corporation (OMC) today announced its results for the quarter ended December 31, 1998. Sales for the quarter were $199.4 million, a decrease of 4.8% from $209.5 million in the comparable quarter of 1997. Softness in the international markets, lower demand for certain outboard products, and competitive promotional pricing all contributed to the decline in sales. In addition, the comparable quarter of 1997 included unusually strong sales in October 1997. David Jones, OMC President and Chief Executive Officer, indicated that the company would continue to promote its brands through marketing incentives rather than through price reductions. "We are pleased with the brand repositioning and marketing programs that we began in 1998," said Jones. "The marketing programs have been well received by dealers and consumers. Our pricing programs are sound and we are determined to maintain the integrity of our dealer programs." "Reports coming from the early winter boat shows are positive, especially for our boat brands," Jones added. "We expect this trend to continue into the spring retail selling season." The Company has developed and is implementing strategies to address performance issues which arose in certain applications of several of the FICHT(R) fuel-injected Evinrude(R) outboards. Steps taken include 1999 engine modifications and changes in production processes. In addition, upgrade kits are being provided for certain previously sold models. The actions resulted in certain charges being taken in the quarter ended December 31, 1998 and are expected to result in additional charges and expenses in 1999, primarily in the first quarter, and a reduced level of engine sales in the first quarter as compared to the same quarter in 1998, as production facilities are modified for the changes in the production processes. Gross earnings for the quarter ended December 31, 1998 were $18.7 million, as compared with $35.8 million during the comparable quarter of 1997. OMC also reported a Page 5 of 7 loss from operations for the December 31, 1998 quarter of $43.6 million, as compared with a loss of $11.0 million during the comparable quarter of 1997. The net loss for the quarter was $47.1 million, as compared with a net loss of $17.1 million in the quarter ended December 31, 1997. OMC attributed these declines to lower sales and to costs related to a number of other actions that were included in the quarter, including charges resulting from the Company's efforts to eliminate old and discontinued boat models in the dealer channels, reduce field engine inventories held by dealers, and the FICHT initiatives mentioned above. The Company entered into an amendment with the lenders under its Revolving Credit Agreement which provides additional capacity under the borrowing base and a waiver of non-compliance with a financial maintenance covenant as of December 31, 1998, that resulted from lower than anticipated earnings for the quarter then ended. In addition, the Company is negotiating further amendments to the financial maintenance covenants in view of the anticipated results of operations, including the effect of the Ficht initiatives discussed above. The Company believes that such negotiations will be concluded satisfactorily during the quarter ending March 31, 1999. The Company previously announced that it has changed its fiscal year from a September 30 year-end to a December 31 year-end and will be filing a report on Form 10-K for the three-month transition period ended December 31, 1998. Some of the information contained in this release is forward looking in nature within the meaning of the Private Securities Litigation Reform Act of 1995. All forward-looking statements are inherently uncertain as they are based on various expectations and assumptions concerning future events and they are subject to numerous known and unknown risks and uncertainties which could cause actual events or results to differ materially from those projected and which include, but are not limited to, the impact of competitive products and pricing, product demand and market acceptance, new product development, year 2000 issues, the ability of the company to implement its strategic initiatives, availability of raw materials, the availability of adequate financing on terms and conditions acceptable to the Company, adverse weather conditions and general economic conditions, including interest rates and consumer confidence. Outboard Marine Corporation is a leading manufacturer and marketer of internationally-known boat brands, including Chris-Craft(R), Four Winns(R), Seaswirl(R), Javelin(R), Stratos(R), Lowe(R), Hydra-Sports, and Princecraft(R); marine accessories and marine engines, under the brand names of Johnson(R) and Evinrude(R); and FICHT(R) fuel injection --the industry's premier low-emission two-stroke engine technology. For more information on OMC and its brands, visit us on the World Wide Web at: www.omc-online.com. Page 6 of 7 SUMMARY OF RESULTS Three Months Ended December 31 ----------- Unaudited (Dollars in millions) 1998 1997 ---- --------- Net sales $199.4 $209.5 Cost of goods sold 180.7 173.7 --------- --------- Gross earnings 18.7 35.8 Selling, general and administrative expense 62.3 46.8 --------- --------- Earnings (Loss) from operations (43.6) (11.0) Non-operating expense (income) Interest expense 6.8 7.7 Other, net (3.3) (2.4) --------- --------- 3.5 5.3 Earnings (loss) before provision for income taxes (47.1) (16.3) Provision for Income Taxes 0.0 0.8 --------- --------- Net earnings (loss) $(47.1) $(17.1) ========= ========= Page 7 of 7 -----END PRIVACY-ENHANCED MESSAGE-----