8-K 1 er2q038k.txt 8K 2ND QTR 2003 SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2003 Rexhall Industries, Inc. (Exact name of registrant as specified in charter) California 0-10067 95-4135907 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 46147 7th Street West, Lancaster California 93534 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (661) 726-0565 Item 1. Changes in Control of Registrant. Not applicable. Item 2. Acquisition or Disposition of Assets. None. Item 3. Bankruptcy or Receivership. Not applicable. Item 4. Changes in Registrant's Certifying Accountant. Not applicable Item 5. Other Events. Not applicable. Item 6. Resignations of Registrant's Directors. Not applicable. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Not applicable. Item 8. Change in Fiscal Year Not applicable. Item 9. Regulation FD Disclosure (The information under this Item 9 is being furnished pursuant Item 12 of Form 8-K.) On August 14, 2003, registrant made an earnings release, the text of which is set forth in Exhibit 99.1 attached hereto and is being furnished pursuant to Item 12 of Form 8-K. The information included in this Item 9, as well as Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933. 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. Rexhall Industries, Inc. (Registrant) Date: August 20, 2003 By: _/S/William J. Rex__________________ William J. Rex, President and Chief Executive Officer Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: William Rex, Pres & CEO or Investor Relations at Rexhall Industries, Inc. (661) 726-0565 REXHALL INDUSTRIES ANNOUNCES SECOND QUARTER RESULTS LANCASTER, California, August 14, 2003 - Rexhall Industries, Inc. (NASDAQ: REXL) today reported its financial results for its second quarter ended June 30, 2003. Net revenues for the second quarter decreased 49% to $9,642,000 from $18,964,000 for the same period in 2002. Gross profit for the second quarter was $1,259,000 versus $2,354,000 last year, which is a 46% decrease. Net loss for the quarter was $282,000, or $0.05 per diluted share, compared to a net income of $264,000 or $0.04 per diluted share for the second quarter last year. William J. Rex, President, Chairman and CEO stated, "Sales dropped below industry levels as a result of Rexhall's strategy to identify the current market for recreational vehicles. In an effort to satisfy dealers on an individual basis, Rexhall created a niche market rather than focusing on what it now believes the vast majority of RV customers want. Though we are discouraged with our performance and another losing quarter, we believe there is a light at the end of the tunnel. We have a strategic plan to work through this. First we have converted approximately $2.5 million from cash to finished goods inventory, in an effort to flush through all current chassis and raw material not specific to our new T-Rex designed motorhomes. Our goal is to sell through all or most of our standard inventory in the 3rd quarter, which should, if we are successful, improve our cash position, give our dealers time to sell through their inventory, and allow us to focus on our new T-Rex Double & Wide(tm) in the 4th quarter. Though our dealers will still be able to order standard motorhomes, the initial excitement generated by our new design, both from customers and dealers, leads us to believe any customer looking to buy a motorhome with two or more slide rooms will prefer our new T-Rex Double & Wide(tm) offered from 26 foot gas Vision and American Clipper up to 40 foot diesels in RoseAir, along with both Aerbus and RexAir from 30 foot gas to 38 foot diesels." REXHALL INDUSTRIES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended June 30, 2003 June 30, 2002 -------------- -------------- Net Revenues $ 9,642,000 $18,964,000 Cost of Sales 8,383,000 16,610,000 ------------ ------------ Gross Profit 1,259,000 2,354,000 Operating Expenses: Selling, General, Administrative Expenses and Other Expenses 1,725,000 1,913,000 ------------ ------------ Income before Income Taxes (466,000) 441,000 Income Tax Expense/(Benefit) (184,000) 177,000 ------------ ------------ Net Income/(Loss) ($ 282,000) $ 264,000 ============ ============ Basic and Diluted Income/(Loss) -- Per Share ($ .05) $ .04 ============ ============ Weighted Average Shares Outstanding Basic and Diluted 5,872,700 6,115,000 ============ ============ REXHALL INDUSTRIES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) ASSETS June 30, 2003 June 30, 2002 CURRENT ASSETS Cash $ 458,000 $ 5,757,000 Accounts Receivables, net 2,654,000 2,251,000 Income Tax Receivable 536,000 360,000 Inventories 17,599,000 15,049,000 Deferred Income Taxes 933,000 1,003,000 Other Current Assets 154,000 139,000 Current Assets of Discontinued Operations ----- 182,000 ----------- ----------- TOTAL CURRENT ASSETS 22,334,000 24,741,000 Property and Equipment at Cost Net of Accumulated Depreciation 5,901,000 5,021,000 Property Held for Sale --- --- Other Assets 152,000 152,000 Non-Current Assets of Discontinued Operations ----- 37,000 ----------- ----------- TOTAL ASSETS $28,387,000 $29,951,000 =========== =========== LIABILITIES & STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable $ 2,779,000 $ 1,622,000 Chassis Vendor Line of Credit 1,685,000 3,381,000 Notes Payable and Current Portion of Long-Term Debt 62,000 36,000 Accrued Warranty 927,000 991,000 Accrued Legal 982,000 1,250,000 Accrued Dealer Incentives 569,000 638,000 Other Accrued Liabilities 1,435,000 1,750,000 Accrued Compensation and Benefits 490,000 472,000 Current Liabilities of Discontinued Operations ----- 20,000 ----------- ----------- TOTAL CURRENT LIABILITIES 8,929,000 10,160,000 Long-Term Debt, less Current Portion 965,000 634,000 ----------- ----------- TOTAL LIABILITIES 9,894,000 10,794,000 ----------- ----------- STOCKHOLDERS' EQUITY Preferred Stock -- no par value, Authorized, 1,000,000 shares; No shares outstanding at June 30, 2003 and December 31, 2002 ----- ----- Common Stock -- no par value, Authorized, 10,000,000 shares; issued and outstanding 5,872,700 at June 30, 2003 and 6,038,000 at December 31, 2002 5,580,000 5,906,000 Loan Receivable from Exercise of Options ----- ----- Retained Earnings 12,913,000 13,251,000 ----------- ----------- TOTAL STOCKHOLDERS' EQUITY 18,493,000 19,157,000 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $28,387,000 $29,951,000 =========== =========== BOOK VALUE PER SHARE $ 3.15 $ 3.17 =========== =========== About Rexhall Rexhall Industries, Inc. (www.rexhall.com) designs, manufactures and sells various models of Class A motorhomes used for leisure travel and outdoor activities. Rexhall's lines of Class A motorhomes are sold through dealer locations across the U.S., Canada and Europe and include RoseAir(tm), RexAir(r), Aerbus(tm), Vision(tm) and American Clipper(tm). FORWARD-LOOKING STATEMENTS: Our statements of our intentions or expectations are "forward-looking statements" based on assumptions and on facts known to us today. For example, our expectations regarding our strategy to focus on conventional motor homes for the third quarter and our new product line and the introduction and sales of our new T-Rex Double & Wide(tm) motorhomes during the fourth quarter are forward-looking statements. There can be no guarantee that we or our dealers will be able to sell through the inventory of conventional Class A motorhomes, that a market will exist for our new T-Rex Double & Wide(tm) motorhomes or that our new coaches will adequately respond to market trends or appeal to the mass market. Customers might delay or forgo purchasing of our conventional motorhomes in the third quarter or at all preferring to wait for the release of our T-Rex Double & Wide(tm) product line, because they prefer coaches of our competitors, because they fear increases in fuel prices or interest rates, because of general economic conditions or for other reasons. This would have a negative effect on our third quarter sales and could adversely effect our operating results and financial condition. Further, if a market does not develop for our new motorhomes or if we fail to receive sufficient orders for them, our sales may further decline and our business and operating results could be seriously harmed. Even if the market for our new T-Rex Double & Wide(tm) motorhomes does develop, it may not grow at an adequate pace. Moreover, we may not be able to predict precisely the time and expense required to overcome unexpected production problems and to ensure production within the time limits we expect, or the reliability and high quality of the coach at an acceptable cost. Increased costs and other difficulties associated with manufacturing these motorhomes such as our inability to obtain critical parts and components from suppliers timely or at all could have a negative impact on our sales during particular periods and on our future gross margins. Our business is seasonal and cyclical. Most of our competitors are substantially larger, and many of our suppliers and dealers have greater economic power, so that the volume and prices of both supplies and sales may be adversely affected by competitive action.