-----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, WVm6RNjVUlvmRE9fRum1e4syvokSo8BQl34xlMTQLFLkxtnm7DzUUuyNlINJQCwl cyz3LJJjUCkUqtnj51h9lQ== 0000897069-03-000100.txt : 20030124 0000897069-03-000100.hdr.sgml : 20030124 20030124171628 ACCESSION NUMBER: 0000897069-03-000100 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030121 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20030124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARLEY DAVIDSON INC CENTRAL INDEX KEY: 0000793952 STANDARD INDUSTRIAL CLASSIFICATION: MOTORCYCLES, BICYCLES & PARTS [3751] IRS NUMBER: 391382325 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09183 FILM NUMBER: 03524623 BUSINESS ADDRESS: STREET 1: 3700 W JUNEAU AVE CITY: MILWAUKEE STATE: WI ZIP: 53208 BUSINESS PHONE: 4143424680 8-K 1 irm109.txt FORM 8-K 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): January 21, 2003 Harley-Davidson, Inc. -------------------------------------------------------- (Exact name of registrant as specified in its charter) Wisconsin 1-9183 39-1382325 - --------------- ----------------- -------------- (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 3700 West Juneau Avenue, Milwaukee, Wisconsin 53208 ------------------------------------------------------------ (Address of principal executive offices, including zip code) (414) 342-4680 ------------------------------- (Registrant's telephone number) Item 7. Financial Statements and Exhibits. - ------- ---------------------------------- (a) Not applicable. (b) Not applicable. (c) Exhibits. The following exhibit is being filed herewith: (99) Press Release of Harley-Davidson, Inc., dated January 21, 2003. Item 9. Regulation FD Disclosure. - ------- ------------------------- On January 21, 2003, Harley-Davidson, Inc. (the "Company") issued a press release announcing the Company's fourth quarter and year-end financial results for the reporting periods ended December 31, 2002. A copy of the Company's press release is attached as Exhibit 99 to this Current Report on Form 8-K. -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 hereunto duly authorized. HARLEY-DAVIDSON, INC. Date: January 24, 2003 By: /s/ Gail A. Lione ------------------------------------ Gail A. Lione Vice President, General Counsel and Secretary -3- HARLEY-DAVIDSON, INC. Exhibit Index to Current Report on Form 8-K Dated January 24, 2003 Exhibit Number - ------ (99) Press Release of Harley-Davidson, Inc., dated January 21, 2003. -4- EX-99 3 irm109b.txt PRESS RELEASE For Release at 7:00 am EST Financial Contact: Patrick Davidson (414) 343-8002 Media Contact: Joe Hice (414) 343-7118 HARLEY-DAVIDSON REPORTS RECORD FOURTH QUARTER AND 17th CONSECUTIVE RECORD YEAR Net Income of $580 million on Revenue of $4.1 billion Milwaukee, Wis., January 21, 2003 -- Harley-Davidson, Inc. (NYSE: HDI) today announced record revenue and earnings for its fourth quarter and year ended December 31, 2002. Revenue for the quarter was $1.03 billion compared with $905.9 million in the year-ago quarter, a 13.3 percent increase. Net income for the quarter was $150.9 million, an increase of 27.5 percent over the year ago quarter. Fourth quarter diluted earnings per share (EPS) were 49 cents, a 25.6 percent increase compared with last year's 39 cents. Revenue for the full year was $4.1 billion, compared with $3.4 billion in 2001, a 20.1 percent increase. Net income for the year was $580.2 million, a 32.5 percent increase versus last year's $437.7 million, while diluted EPS for the full year were $1.90, a 32.9 percent increase compared with $1.43 in 2001. "The year 2002 was our 17th consecutive year of record revenue and net income," said Jeffrey L. Bleustein, chairman and chief executive officer of Harley-Davidson, Inc. "Worldwide retail sales of Harley-Davidson(R) motorcycles were strong in 2002 with 15.9 percent unit growth over the prior year. Strong demand for our products gives us confidence in maintaining our production goal of 289,000 Harley-Davidson motorcycles for 2003." "We believe that the excitement surrounding our 100th Anniversary celebration combined with the strength of the underlying fundamentals of our motorcycle business are helping us continue to grow - even in the face of a weak global economy. We are fulfilling the dreams of many new customers as we welcome them into the Harley-Davidson family," said Bleustein. Motorcycles and Related Products Segment - Fourth Quarter Results - ----------------------------------------------------------------- Revenue from Harley-Davidson motorcycles was $820.3 million, an increase of $86.1 million or 11.7 percent over the same period last year. Fourth quarter shipments of Harley-Davidson motorcycles totaled 65,970 units. The Company had four fewer workdays in the fourth quarter of 2002 compared with 2001, yet shipped 2,435 more units, or 3.8 percent more than the same period last year. Revenue from Parts and Accessories (P&A), which consists of Genuine Motor Parts and Genuine Motor Accessories, totaled $129.9 million, an increase of $18.5 million, or 16.6 percent over the year-ago quarter. Revenue from General Merchandise, which consists of MotorClothes(TM) apparel and collectibles, totaled $54.8 million, an increase of $7.3 million or 15.4 percent. Revenue from 100th Anniversary P&A products was $12.7 million and revenue Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Text - page 1 from General Merchandise associated with the 100th Anniversary was $12.5 million. "We are very pleased with sales of our 100th Anniversary products, but we realize that not all of these were incremental because some substitution from standard offerings to commemorative anniversary products did occur," said Bleustein. Fourth quarter gross margin was 36.1 percent of revenue, up from 34.5 percent last year. Gross margin improved primarily due to wholesale motorcycle price increases, favorable product mix and foreign exchange effects. Fourth quarter operating margin for the Motorcycles and Related Products Segment was 20.7 percent of revenue, which was better than last year's fourth quarter operating margin of 18.6 percent. The increase in operating margin was driven primarily by the increase in gross margin. Retail Sales Data - ----------------- Harley-Davidson retail motorcycle sales for the year grew in the U.S. (18.3 percent), Europe (7.6 percent) and Japan (5.9 percent) compared to the same period last year. The most recent available data is listed in the accompanying tables. Financial Services Segment - Fourth Quarter Results - --------------------------------------------------- Harley-Davidson Financial Services, Inc. (HDFS), a subsidiary of Harley-Davidson, Inc., reported fourth quarter operating income of $25.4 million, up $8.4 million or 49 percent compared to the year-ago quarter. "Harley-Davidson Financial Services had a fantastic quarter and year, both in financial performance and in helping to make the dream of owning a Harley-Davidson motorcycle a reality," said Bleustein. The subsidiary benefited from the increase in Harley-Davidson's U.S. motorcycle sales, growing acceptance of its consumer financing program and decreased cost of funds due to lower market interest rates. Pension Plan Activities - ----------------------- During the quarter, the Company contributed $100 million to its various pension plans, which brought the total year contribution to $154 million, compared with a contribution of $19 million in 2001. The Company also responded to current market conditions by lowering its pension plan discount rate from 8.0 to 7.25 percent. Cash Flow - --------- Operations generated cash of more than $779 million in 2002, providing the Company the ability to invest $324 million in capital expenditures, repurchase 1.1 million shares of company stock for $57 million, pay $41 million in dividends and contribute $154 million to the Company's pension plans, even as the Company increased cash and marketable securities by $160 million. Twelve Month Results - -------------------- For the fiscal year ended 2002, total Harley-Davidson motorcycle shipments were 263,653 units compared with 234,461 units in 2001, a 12.5 percent increase. Harley-Davidson motorcycle revenue was $3.16 billion, an increase of $489.7 million or 18.3 percent. P&A revenue totaled $629.2 million, a 23.5 percent increase, while General Merchandise revenue totaled $231.5 million, a 41.2 percent increase compared with 2001. On a longer-term basis, the Company expects the growth rate for P&A revenues to be Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Text - page 2 slightly higher than the Harley-Davidson motorcycle unit growth rate. The General Merchandise growth rate is expected to be lower than the motorcycle unit growth rate over the long term. Full year operating income for HDFS was $104.2 million, an increase of $43.0 million or 70.1 percent compared to 2001. The Company expects 2003 HDFS operating income to grow approximately 20 percent over 2002 performance. Harley-Davidson, Inc. is the parent company for the group of companies doing business as Harley-Davidson Motor Company, Buell Motorcycle Company and Harley-Davidson Financial Services, Inc. Harley-Davidson Motor Company, the only major U.S.-based motorcycle manufacturer, produces heavyweight motorcycles and offers a complete line of motorcycle parts, accessories, apparel, and general merchandise. Buell Motorcycle Company produces sport and sport-touring motorcycles. Harley-Davidson Financial Services, Inc. provides wholesale and retail financing and insurance programs to Harley-Davidson dealers and customers. Forward-Looking Statements - -------------------------- The Company intends that certain matters discussed in this release are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such because the context of the statement will include words such as the Company "believes," "anticipates," "expects" or "estimates" or words of similar meaning. Similarly, statements that describe future plans, objectives, outlooks, targets or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated as of the date of this release. Certain of such risks and uncertainties are described below. Shareholders, potential investors, and other readers are urged to consider these factors in evaluating the forward-looking statements and cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this release are only made as of the date of this release, and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances. The Company's ability to meet the targets and expectations noted depends upon, among other factors, the Company's ability to (i) continue to realize production efficiencies at its production facilities through the implementation of innovative manufacturing techniques and other means, (ii) successfully implement production capacity increases in its facilities, (iii) successfully introduce new products and services, (iv) avoid unexpected P&A /general merchandise supplier backorders, (v) sell all of the motorcycles it has the capacity to produce, (vi) continue to develop the capacity of its distributor and dealer network, (vii) avoid unexpected changes in the regulatory environment for its products, (viii) successfully adjust to foreign currency exchange rate fluctuations, (ix) successfully adjust to interest rate fluctuations, and (x) successfully manage changes in the credit quality of HDFS's loan portfolio. In addition, the Company could experience delays in the operation of manufacturing facilities as a result of work stoppages, difficulty with suppliers, natural causes or other factors. Risk factors are also disclosed in documents previously filed by the Company with the Securities and Exchange Commission. TABLES FOLLOW Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Text - page 3 Harley-Davidson, Inc. Condensed Consolidated Statements of Income (In thousands, except per share amounts)
(Unaudited) Three Months Ended Twelve Months Ended ------------------ ------------------- Dec. 31, Dec. 31, Dec. 31, Dec. 31, 2002 2001 2002 2001 ---- ---- ---- ---- Net revenue $ 1,026,532 $ 905,887 $4,090,970 $ 3,406,786 Gross profit 370,626 312,883 1,417,841 1,152,971 Operating expenses 157,768 144,457 626,720 539,660 ----------- --------- ---------- ----------- Operating income from motorcycles & related products 212,858 168,426 791,121 613,311 Financial services income 53,991 49,064 211,500 181,545 Financial services operating expense 28,634 32,094 107,273 120,272 ----------- --------- ---------- ----------- Operating income from financial services 25,357 16,970 104,227 61,273 Corporate expenses 3,027 2,944 12,646 12,083 ----------- --------- ---------- ----------- Total operating income 235,188 182,452 882,702 662,501 Interest income, net 4,986 3,386 16,541 17,478 Other income (expense), net (9,852) (3,762) (13,416) (6,524) ----------- --------- ---------- ----------- Income before provision for taxes 230,322 182,076 885,827 673,455 Provision for income taxes 79,461 63,726 305,610 235,709 ----------- --------- ---------- ----------- Net income $ 150,861 $ 118,350 $ 580,217 $ 437,746 =========== ========= ========== =========== Earnings per common share: Basic $ 0.50 $ 0.39 $ 1.92 $ 1.45 Diluted $ 0.49 $ 0.39 $ 1.90 $ 1.43 Weighted-average common shares: Basic 302,395 302,343 302,297 302,506 Diluted 305,037 305,512 305,158 306,248 Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Financial Tables - page 1
Harley-Davidson, Inc. Condensed Consolidated Balance Sheets (In thousands) Dec. 31, Dec 31, 2002 2001 ---- ---- ASSETS Current assets: Cash and cash equivalents $ 280,928 $ 439,438 Marketable securities 514,800 196,011 Accounts receivable, net 108,694 118,843 Finance receivables, net 855,771 656,421 Inventories 218,156 181,115 Other current assets 88,237 73,436 ----------- ----------- Total current assets 2,066,586 1,665,264 Finance receivables, net 589,809 379,335 Other long-term assets 1,204,822 1,073,896 ----------- ----------- Total assets $ 3,861,217 $3,118,495 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable & accrued expenses $ 607,473 $ 499,059 Current portion of finance debt 382,579 217,051 ----------- ----------- Total current liabilities 990,052 716,110 Finance debt 380,000 380,000 Other long-term liabilities 152,831 176,190 Postretirement health care benefits 105,419 89,912 Shareholders' equity 2,232,915 1,756,283 ----------- ----------- Total liabilities and shareholders' equity $ 3,861,217 $ 3,118,495 =========== =========== Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Financial Tables - page 2 Harley-Davidson, Inc. Condensed Consolidated Statements of Cash Flows (In thousands, except per share amounts)
Dec. 31, Dec 31, 2002 2001 ---- ---- Cash flows from operating activities: Net income $ 580,217 $ 437,746 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 175,778 153,061 Non cash expenses 123,360 107,534 Contributions to the pension plans (153,636) (19,294) Net changes in current assets and current liabilities 53,827 77,761 --------- --------- Net cash provided by operating activities 779,546 756,808 Cash flows from investing activities: Capital expenditures (323,866) (290,381) Finance receivables, net (398,768) (275,754) Net increase in marketable securities (318,171) (196,011) Other, net 22,813 (9,361) --------- --------- Net cash used in investing activities (1,017,992) (771,507) Cash flows from financing activities: Net increase in finance debt 165,528 152,542 Dividends paid (41,457) (35,428) Purchase of common stock for treasury (56,814) (111,552) Issuance of common stock under employee stock plans 12,679 28,839 --------- --------- Net cash used in financing activities 79,936 34,401 Net (decrease) increase in cash and cash equivalents (158,510) 19,702 Cash and cash equivalents: At beginning of period 439,438 419,736 --------- --------- At end of period $ 280,928 $ 439,438 ========= ========= Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Financial Tables - page 3
Harley-Davidson, Inc. Net Revenue and Motorcycle Shipment Data
Three Months Ended Twelve Months Ended ------------------ ------------------- Dec. 31, Dec. 31, Dec. 31, Dec. 31, 2002 2001 2002 2001 ---- ---- ---- ---- NET REVENUE (in thousands) Harley-Davidson(R)motorcycles $ 820,287 $ 734,183 $3,161,046 $ 2,671,314 Buell(R)motorcycles 21,523 12,674 66,949 61,673 Parts & Accessories 129,929 111,454 629,202 509,623 General Merchandise 54,788 47,474 231,503 163,909 Other 5 102 2,270 267 ----------- --------- ---------- ----------- Total net sales $ 1,026,532 $ 905,887 $4,090,970 $ 3,406,786 =========== ========= ========== =========== HARLEY-DAVIDSON UNITS Motorcycle shipments: United States 54,235 53,616 212,833 186,915 Export 11,735 9,919 50,820 47,546 ----------- --------- ---------- ----------- Total 65,970 63,535 263,653 234,461 =========== ========= ========== =========== Motorcycle product mix: Touring 17,911 17,557 70,713 65,403 Custom 30,753 30,584 123,761 116,541 VRSC 4,760 1,703 18,008 1,703 Sportster(R) 12,546 13,691 51,171 50,814 ----------- --------- ---------- ----------- Total 65,970 63,535 263,653 234,461 =========== ========= ========== =========== BUELL UNITS Motorcycle shipments: Buell (excluding Blast) 2,519 1,208 6,887 6,436 Buell Blast 612 963 4,056 3,489 ----------- --------- ---------- ----------- 3,131 2,171 10,943 9,925 =========== ========= ========== =========== Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Financial Tables - page 4
Year-to-date Heavyweight (651+ cc) Motorcycle Retail Registrations (Units), data through month indicated. 2002 2001 % change ---- ---- -------- United States - - H-D (December) 209,944 177,414 +18.3 - - Industry (December) 442,326 394,325 +12.2 Europe - - H-D * (December) 24,419 22,704 +7.6 - - Industry (November) 296,611 285,785 +3.8 Japan - - H-D (December) 9,521 8,989 +5.9 - - Industry (November) 43,798 45,470 -3.7 Only Harley-Davidson(R) motorcycles are included in the Harley-Davidson (H-D) data. H-D * Includes Harley-Davidson sales in all European countries. Industry data for Europe includes sales only in Austria, Belgium, France, Germany, Italy, Netherlands, Spain, Switzerland and United Kingdom. Data Sources: (subject to update) - --------------------------------- United States: Motorcycle Industry Council, Europe: Company reports, Giral S.A. Japan: Company reports, Industry sources Harley-Davidson, Inc. - 4th Quarter 2002 Press Release Financial Tables - page 5 -----END PRIVACY-ENHANCED MESSAGE-----