-----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, AtnofljLJL//7qAC8iqUKbvVJzAgFu3aS915RnfuKNiDrASxH83ppT1qBQ5N8O3c TRndf/i+MVfth9wo3+jb5Q== 0000897069-05-000559.txt : 20050228 0000897069-05-000559.hdr.sgml : 20050228 20050228165425 ACCESSION NUMBER: 0000897069-05-000559 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050228 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050228 DATE AS OF CHANGE: 20050228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEHL CO CENTRAL INDEX KEY: 0000856386 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 390300430 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18110 FILM NUMBER: 05646348 BUSINESS ADDRESS: STREET 1: 143 WATER STREET CITY: WEST BEND STATE: WI ZIP: 53095 BUSINESS PHONE: 2623349461 MAIL ADDRESS: STREET 1: 143 WATER STREET CITY: WEST BEND STATE: WI ZIP: 53095 8-K 1 sdc922.htm

UNITED STATES
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 28, 2005


Gehl Company
(Exact name of registrant as specified in its charter)


Wisconsin
0-18110
39-0300430
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)  (I.R.S. Employer
Identification No.)


143 Water Street, West Bend, Wisconsin 53095
(Address of principal executive offices, including zip code)


(262) 334-9461

(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b)
[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 2.02. Results of Operations and Financial Condition.

On February 28, 2005, Gehl Company issued a press release announcing its financial results of the fiscal year and quarter ended December 31, 2004. A copy of the press release is being furnished as Exhibit 99 to this Current Report on Form 8-K.


Item 9.01. Financial Statements and Exhibits.

  (a) Not applicable.

  (b) Not applicable.

  (c) Exhibits. The following exhibit is being filed herewith:

  (99) Press Press Release of Gehl Company, dated February 28, 2005.















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.


GEHL COMPANY


Date:  February 28, 2005 By:    /s/  Thomas M. Rettler
Thomas M. Rettler
Vice President and Chief Financial Officer




















3



GEHL COMPANY

Exhibit Index to Current Report on Form 8-K
Dated February 28, 2005

Exhibit
Number

    (99) Press Release of Gehl Company, dated February 28, 2005.
























4

EX-99 2 sdc922a.htm PRESS RELEASE
  Gehl Company Tel: 262/334-9461
  143 Water Street Fax: 262/334-6603
  P.O. Box 179 http://www.gehl.com
  West Bend, WI 53095-0179  
  USA  

Contact:
Thomas M. Rettler
Chief Financial Officer
262-334-6632

News Release


GEHL COMPANY REPORTS RECORD ANNUAL SALES; SALES
INCREASE OF 48% FOR THE YEAR;
EARNINGS INCREASE OVER 400%


        WEST BEND, WI, February 28, 2004 – Gehl Company (NASDAQ NM: GEHL), a worldwide manufacturer and distributor of compact construction and agricultural equipment, today reported record annual net sales of $361.6 million for the year ended December 31, 2004, an increase of $117.2 million, or 48%, from 2003 net sales of $244.4 million. Net income for the year ended December 31, 2004 was $13.4 million, or $2.20 per share, compared to net income of $2.6 million, or $.49 per share, in 2003. Included in the Company’s 2003 earnings was an after tax charge of $2.7 million, or $.50 per share, related to the closure of two manufacturing facilities. This charge was offset by a favorable tax adjustment of $.4 million, or $.07 per share, related to the finalization of prior year tax returns.

        Higher sales and earnings for the year were the result of the overall economic expansion and generally improving conditions in the construction and agricultural markets, coupled with the successful introduction of several new products, including the new Gehl 40 series skid loaders. Housing starts up nearly 6%, interest rates at historically low levels and higher milk prices stimulated demand for the Company’s compact construction and agricultural equipment. Construction equipment and agricultural equipment net sales were up 56% and 34%, respectively, in 2004.

        For the quarter ended December 31, 2004, Gehl reported record fourth quarter net sales of $93.9 million, compared to $56.9 million in the fourth quarter of 2003, an increase of $37 million, or 65%. Net income was $2.9 million, or $.43 per share, for the quarter ended December 31, 2004 compared to net income of $.8 million, or $.14 per share, in the fourth quarter of 2003. The 2003 fourth quarter net income included an after-tax charge of $55,000, or $.01 per share, related to plant closings and a favorable tax adjustment related to the finalization of prior year tax returns of $.4 million, or $.07 per share.


(M O R E)



Gehl Company
Gehl Company Reports Record Annual Sales;
Sales Increase 48% for the Year; Earnings Increase over 400%

February 28, 2005
page 2


        “I am very pleased with our progress in 2004,” said William D. Gehl, Chairman and CEO. “As a result of successfully executing our strategies, our performance has improved throughout every facet of our business. We have tightly managed our cost structure, introduced new products, improved manufacturing production flow and expanded our strategic partnerships.”

Full Year Outlook

        Demand, in general, for compact construction equipment in the North American market during 2005 is expected to increase 6% to 9% over 2004 levels, while demand for agricultural implements in the North American market is expected to be flat to up 5% compared to 2004.

        Based on the current market outlook, the Company’s 2005 net sales are expected to increase 10% to 12% over 2004 levels. Operating margins are expected to improve as the result of continued initiatives to manage costs and improve efficiencies throughout the organization, and higher production levels at our manufacturing facilities.

        Provided general economic conditions continue to be favorable, steel prices stabilize, and the availability of product from the Company’s suppliers is sufficient to meet demand, the Company expects to earn in the range of $2.45 to $2.55 per share in 2005.

        Earnings per share listed in this news release are on a fully diluted basis.



Gehl Company
Gehl Company Reports Record Annual Sales;
Sales Increase 48% for the Year; Earnings Increase over 400%

February 28, 2005
page 3


Forward Looking Statements

        Certain statements included in this press release are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including the statements in the section entitled “Full Year Outlook,” are forward-looking statements. When used in this press release, words such as the Company “believes,” “anticipates,” “expects”, “estimates” or “projects” or words of similar meaning are generally intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control, that could cause actual results to differ materially from those anticipated as of the date of this press release. Factors that could cause such a variance include, but are not limited to, any interruption in the continued general economic recovery, unanticipated changes in capital market conditions, the Company’s ability to implement successfully its strategic initiatives, market acceptance of newly introduced products, unexpected issues related to the pricing and availability of raw materials (including steel) and component parts, unanticipated difficulties in securing product from third party manufacturing sources, the ability of the Company to increase its prices to reflect higher prices for raw materials and component parts, the cyclical nature of the Company’s business, the Company’s and its customers’ access to credit, competitive pricing, product initiatives and other actions taken by competitors, disruptions in production capacity, excess inventory levels, the effect of changes in laws and regulations (including government subsidies and international trade regulations), technological difficulties, changes in currency exchange rates or interest rates, the Company’s ability to secure sources of liquidity necessary to fund its operations, changes in environmental laws, the impact of any strategic transactions effected by the Company, and employee and labor relations. Shareholders, potential investors, and other readers are urged to consider these factors in evaluating the forward-looking statements and are 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. In addition, the Company’s expectations for fiscal year 2005 are based in part on certain assumptions made by the Company, including those relating to commodities prices, which are strongly affected by weather and other factors and can fluctuate significantly, housing starts and other construction activities, which are sensitive to, among other things, interest rates and government spending, and the performance of the U.S. economy generally. The accuracy of these or other assumptions could have a material effect on the Company’s ability to achieve its expectations.



Gehl Company
Gehl Company Reports Record Annual Sales;
Sales Increase 48% for the Year; Earnings Increase over 400%

February 28, 2005
page 4


About Gehl Company

        Gehl Company (Nasdaq NM: GEHL) is a manufacturer of compact equipment used worldwide in construction and agricultural markets. Founded in 1859, the Company is headquartered in West Bend, WI, with manufacturing facilities in West Bend, WI; and Madison and Yankton, SD. The Company markets its products under the Gehl ® and Mustang ® brand names. Mustang product information is available on the Mustang Manufacturing website (www.mustangmfg.com). CE Attachments, Inc. information is available at (www.ceattach.com). Gehl Company information is available at (www.gehl.com) or contact: Gehl Company, 143 Water Street, West Bend, WI 53095 (telephone: 262-334-9461).



(TABLES TO FOLLOW)



Gehl Company
Gehl Company Reports Record Annual Sales;
Sales Increase 48% for the Year; Earnings Increase over 400%

February 28, 2005
page 5


GEHL COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited and in thousands, except per share data)


  For the Fourth Quarter Ended
For the Year Ended
December 31, December 31, December 31, December 31,
   2004

 2003

 2004

 2003

NET SALES     $ 93,942   $ 56,853   $ 361,598   $ 244,400  
   Cost of goods sold    76,602    45,280    289,910    192,979  
 
GROSS PROFIT    17,340    11,573    71,688    51,421  
   Selling, general                      
     and administrative expenses    13,256    10,264    50,980    42,455  
   Asset impairment and other restructuring
     costs
    --    83    --    4,080  
 
      Total operating expenses    13,256    10,347    50,980    46,535  
 
INCOME FROM OPERATIONS    4,084    1,226    20,708    4,886  
   Interest expense    (962 )  (857 )  (2,838 )  (3,648 )
   Interest income    894    336    2,312    1,785  
   Other income (expense), net    353    (131 )  (197 )  331  
 
INCOME BEFORE INCOME TAXES    4,369    574    19,985    3,354  
   Provision (benefit) for income taxes    1,442    (210 )  6,598    724  
 
NET INCOME   $ 2,927   $ 784   $ 13,387   $ 2,630  
 
NET INCOME PER SHARE                      
  
Diluted   $ 0.43   $ 0.14   $ 2.20   $ 0.49  
   Weighted average number of common                      
     shares and common stock equivalents    6,806    5,422    6,089    5,379  
  
Basic   $ 0.45   $ 0.15   $ 2.27   $ 0.49  
   Weighted average number of common                      
     shares    6,569    5,320    5,894    5,338  

Gehl Company
Gehl Company Reports Record Annual Sales;
Sales Increase 48% for the Year; Earnings Increase over 400%

February 28, 2005
page 6

GEHL COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited and in thousands)

  December 31,
2004


December 31,
2003


ASSETS            
   Cash   $ 5,262   $ 3,688  
   Accounts receivable - net    123,514    92,474  
   Finance contracts receivable - net    73,343    2,546  
   Inventories    38,925    31,598  
   Deferred income taxes    8,104    7,128  
   Prepaid expenses and other current assets    2,859    4,503  

      Total current assets    252,007    141,937  

   Property, plant and equipment - net
    34,072    35,316  
   Goodwill    11,748    11,748  
   Other assets    10,373    5,067  

Total assets   $ 308,200   $ 194,068  

LIABILITIES AND SHAREHOLDERS' EQUITY  
   Total current liabilities   $ 89,159   $ 58,603  
   Long-term debt obligations    69,467    26,538  
   Other long-term liabilities    11,866    9,185  
   Deferred income taxes    1,247    1,742  
   Total shareholders' equity    136,461    98,000  

   Total liabilities and shareholders' equity   $ 308,200   $ 194,068  


Gehl Company
Gehl Company Reports Record Annual Sales;
Sales Increase 48% for the Year; Earnings Increase over 400%

February 28, 2005
page 7

GEHL COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited and in thousands)


For the Year Ended

  December 31,
2004


December 31,
2003


CASH FLOW FROM OPERATING ACTIVITIES:              
   Net income   $ 13,387   $ 2,630  
   Adjustments to reconcile net income to net cash            
      (used for) provided by operating activities:            
         Depreciation and amortization    4,664    4,923  
         Gain on sale of property, plant and equipment    (119 )  --  
         Asset impairment (non-cash)    --    3,599  
         Cost of sales of finance contracts    260    (104 )
         Deferred income taxes    (1,145 )  1,657  
         Tax benefit related to exercise of stock options    636    44  
         Proceeds from the sales of finance contracts    65,464    121,783  
         Increase in finance contracts receivable    (138,027 )  (119,172 )
         Net change in remaining working capital items    (28,286 )  15,769  

            Net cash (used for) provided by operating activities    (83,166 )  31,129  
CASH FLOW FROM INVESTING ACTIVITIES:            
   Property, plant and equipment additions    (3,669 )  (3,034 )
   Proceeds from the sale of property, plant and equipment    2,330    4,403  
   Other    (290 )  (47 )

      Net cash (used for) provided by investing activities    (1,629 )  1,322  
 
CASH FLOW FROM FINANCING ACTIVITIES:      
   Proceeds from (repayments of) revolving credit loans    42,705    (21,037 )
   Proceeds from (repayments of) other borrowings - net    20,414    (9,556 )
   Proceeds from issuance of common stock    23,250    316  
   Treasury stock purchases    --    (729 )

      Net cash provided by (used for) financing activities    86,369    (31,006 )
 
   Net increase in cash    1,574    1,445  
   Cash, beginning of period    3,688    2,243  

   Cash, end of period   $ 5,262   $ 3,688  

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