-----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, EBP9Mu+aGpEnuWGN6yXbLV0nJCWOwvSmxad+j2ci2V+jMZrgLdZFJekKcV+lm5S0 okIzNzJ3YgDdT/KZ3ldXHQ== 0000864749-03-000043.txt : 20030730 0000864749-03-000043.hdr.sgml : 20030730 20030730161712 ACCESSION NUMBER: 0000864749-03-000043 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030730 ITEM INFORMATION: ITEM INFORMATION: Other events FILED AS OF DATE: 20030730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIMBLE NAVIGATION LTD /CA/ CENTRAL INDEX KEY: 0000864749 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 942802192 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14845 FILM NUMBER: 03811698 BUSINESS ADDRESS: STREET 1: 645 N MARY AVE CITY: SUNNYVALE STATE: CA ZIP: 94088 BUSINESS PHONE: 4084818000 MAIL ADDRESS: STREET 1: 645 NORTH MARY AVENUE CITY: SUNNYVALE STATE: CA ZIP: 94088 8-K 1 form8k-073003.txt 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): July 30, 2003 (July 29, 2003) Trimble Navigation Limited (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation) 0-18645 (Commission File Number) 94-2802192 (IRS Employer I.D. No.) 645 N. Mary Ave. Sunnyvale, CA (Address of principal executive offices) 94088 (Zip Code) Registrant's telephone number, including area code: (408) 481-8000 Item 5. Other Events. The Results of Operations and Financial Condition disclosed hereinafter under Item 12 are hereby incorporated by reference under this Item 5. Item 7. Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Exhibits. 99.1 Text of Company Press Release dated July 29, 2003. Item 12. Results of Operation and Financial Condition. On July 29, 2003, Trimble Navigation Limited, a California corporation, announced financial results for the quarter ended July 4, 2003. A copy of the press release dated July 29, 2003 relating to this announcement is attached as Exhibit 99.1 and is incorporated into this current report by reference. 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. TRIMBLE NAVIGATION LIMITED a California corporation Dated: July 30, 2003 /s/ Irwin Kwatek ---------------- Irwin Kwatek Vice President EXHIBIT INDEX Exhibit Number Description 99.1 Text of Company Press Release dated July 29, 2003. EX-99 3 ex991.txt EXHIBIT 99.1 Trimble Reports Record Quarterly Results o Record revenues of $138.1 million versus guidance of $129.0 - $132.0 million; o Record GAAP EPS of $0.25; o GAAP EPS were reduced by: an $0.11 per share non-recurring/non-cash charge related to the Company's debt refinancing announced on June 25, 2003; $0.05 per share for amortization of purchased intangibles; and $0.02 per share for restructuring activities; SUNNYVALE, Calif., July 29, 2003 - Trimble (Nasdaq: TRMB) today announced results for its second fiscal quarter ended July 4, 2003. The Company reported second quarter revenues of approximately $138.1 million, versus approximately $123.3 million in the second quarter of 2002. Second quarter is traditionally the Company's seasonally strongest quarter due to the buying season in the Engineering and Construction market. GAAP EPS for the second quarter were $0.25, which were reduced by an approximate $0.11 per share non-recurring/non-cash charge recorded as Interest Expense, related to the Company's debt refinancing announced on June 25, 2003. This charge was not included in the Company's guidance of $0.25 - $0.29 given in its April 29, 2003 earnings release. GAAP EPS were also reduced by approximately $0.05 per share for amortization of purchased intangibles and approximately $0.02 per share for restructuring activities. GAAP EPS were $0.15 for the second quarter of 2002, and were reduced by approximately $0.08 per share for amortization of purchased intangibles and approximately $0.01 per for restructuring activities. Second quarter 2003 GAAP EPS were calculated on a diluted basis using approximately 33.1 million shares. "Trimble's record financial results are a result of our efforts to establish market leadership in our core businesses through a combination of innovative products, targeted distribution channels and strong customer support," said Steven W. Berglund, president and CEO of Trimble. "Following a strong first quarter, demand remained healthy for our surveying and construction products with market momentum in survey instruments leading to record overall Engineering and Construction sales in the quarter. Component Technologies demonstrated continuing strength in the wireless infrastructure area and produced excellent operating margins. Field Solutions results reflected strong year over year growth in both geographic information systems products and automated agricultural guidance. Mobile Solutions continued to progress as subscribers grew more than 80 percent during the quarter. These positive results, combined with the commencement of operations for the recently announced Nikon-Trimble joint venture and Applanix acquisition, position us well for future growth." Second Fiscal Quarter Business Segment Highlights Engineering and Construction (E&C) Total second quarter E&C revenues increased by 14 percent over the second quarter of 2002. Sales of GPS survey products remained strong, leading to double-digit sales growth for the entire survey business over the second quarter of 2002. Sales of Tripod Data Systems and construction instruments products were also strong during the quarter, with each reporting double-digit sales growth over the second quarter of 2002. While up strongly on a sequential basis, machine control sales did not grow versus the second quarter of 2002, principally due to adverse weather conditions in parts of the United States. The second quarter of 2002 was also strong as it followed the announcement of the joint venture with Caterpillar. Field Solutions (TFS) - Agriculture and Geographic Information Systems (GIS) Second quarter revenues for TFS increased by approximately 10 percent over the second quarter of 2002. GIS product sales increased by double-digits over the second quarter of 2002, driven by demand from state and municipal governments ahead of their June 30 fiscal year end. Agriculture product sales were seasonally weak during the quarter, although high-end guidance products continued to gain momentum in new geographies and crop types. Component Technologies (CT) Second quarter revenues for CT increased by approximately 11 percent over the second quarter of 2002. Continued strong demand for wireless infrastructure products led to a favorable product mix. This favorable product mix, combined with increased volumes in automotive and embedded products, and cost reductions related to the transfer of the business' manufacturing operations from California to China during the second half of 2002 led to record operating margins for CT. Mobile Solutions (TMS) TMS reported a 15 percent sequential increase in revenue during the second quarter, as it continued to gain traction in the ready mix concrete market. Revenue related to the Televisant(TM) Fleet Management System and associated hardware products increased by over 20 percent sequentially, while subscribers increased by more than 80 percent during the quarter. Guidance For the third quarter ending October 3, 2003, the Company expects revenues will be between $129.0 and $132.0 million, which represents a 12 - 15 percent increase over the third quarter of 2002. Gross margins are expected to be approximately 50 percent. Operating expenses, including approximately $2.0 million of amortization of intangibles are expected to be approximately $54.0 million. Net interest expense is expected to be approximately $1.1 million, and other non-operating expense should be approximately $1.6 million. The income tax provision should be approximately $1.4 million. Within these revenue guidelines, Trimble expects GAAP EPS to be between $0.19 and $0.23, which represents a 111 - 155 percent increase over the third quarter of last year. GAAP EPS guidance was calculated assuming 34.5 million shares outstanding. Investor Conference Call / Webcast Details The Company will hold a conference call on Tuesday, July 29, 2003 at 2:00 PM Pacific Time to review its second quarter results. It will be broadcast live on the web at http://www.trimble.com/investors.html. A replay of the call will be available for 7 days beginning at 5:00 PM, Pacific Time. The replay number is (800) 642-1687, and the passcode is 1650806. About Trimble Trimble is a leading innovator of Global Positioning System (GPS) technology. In addition to providing advanced GPS components, Trimble augments GPS with other positioning technologies, as well as wireless communications and software, to create complete customer solutions. Trimble's worldwide presence and unique capabilities position the Company for growth in emerging applications including surveying, automobile navigation, machine guidance, asset tracking, wireless platforms, and telecommunications infrastructure. Founded in 1978 and headquartered in Sunnyvale, California, Trimble has more than 2,000 employees in more than 20 countries worldwide. For an interactive look at Company news and products, visit Trimble's Web site at http://www.trimble.com Forward Looking Statement: Certain statements made in this press release 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, and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These statements include the revenue, gross margin, operating expenses, net interest expense, non-operating expense, income tax provision and earnings per share estimates for the quarter ending Oct 3, 2003. These forward-looking statements are subject to change, and actual results may materially differ from those set forth in this press release due to certain risks and uncertainties. For example, recent strong demand for the Company's products may not continue. Any failure to achieve predicted results could negatively impact the Company's revenues and gross margin. The overall health of the economy and international markets may result in reduced capital spending which could impair the Company's ability to reach the forecasted results. In addition, the Nikon-Trimble joint venture and Applanix acquisition may not achieve anticipated results. Whether the Company achieves its guidance for the third quarter will also depend on a number of other factors, including the risks detailed from time to time in reports filed with the SEC, including its quarterly reports on Form 10-Q and its annual report on Form 10-K. Undue reliance should not be placed on any forward-looking statement, contained herein. These statements reflect the Company's position as of the date of this release. The Company expressly disclaims any undertaking to release publicly any updates or revisions to any statements to reflect any change in the Company's expectations or any change of events, conditions, or circumstances on which any such statement is based. CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) (Unaudited)
Three Months Ended Six Months Ended ------------------ ---------------- July 4, Jun 28, July 4, Jun 28, 2003 2002 2003 2002 ---- ---- ---- ---- Revenue $138,132 $123,256 $265,457 $227,285 Cost of revenue 67,037 62,305 132,607 112,001 ------ ------ ------- ------- Gross Margin 71,095 60,951 132,850 115,284 ------ ------ ------- ------- Gross Margin (%) 51.5% 49.5% 50.0% 50.7% Operating expenses: Research and development 17,077 14,986 33,117 30,024 Sales and marketing 24,560 21,897 48,557 44,024 General and administrative 9,896 9,874 18,531 20,672 Restructuring charges 716 188 1,106 492 Amortization of purchased intangibles 1,725 2,324 3,520 4,302 ----- ----- ----- ----- Total operating expenses 53,974 49,269 104,831 99,514 ------ ------ ------- ------ Operating income from continuing operations 17,121 11,682 28,019 15,770 Non-operating income (expense), net: Interest expense, net (6,014) (3,415) (9,389) (7,358) Foreign exchange gain / (loss), net 391 (710) 483 (769) Other income / (expense), net (92) (21) (139) 178 Expenses for affiliated operations, net (1,901) (1,210) (3,116) (1,210) ------- ------ ------- ------- Total non-operating expense, net (7,616) (5,356) (12,161) (9,159) ------- ------- -------- ------- Income from continuing operations before income taxes 9,505 6,326 15,858 6,611 Income tax provision 1,400 2,000 2,400 3,000 ----- ----- ----- ----- Net income 8,105 4,326 13,458 3,611 ===== ===== ====== ===== Earnings per share : Basic $ 0.26 $ 0.15 $ 0.43 $ 0.13 Diluted $ 0.25 $ 0.15 $ 0.41 $ 0.13 Shares used in calculating earnings per share : Basic 31,474 28,339 31,474 28,149 ====== ====== ====== ====== Diluted 33,079 29,058 32,690 28,758 ====== ====== ====== ======
CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) July 4, Jan 3, 2003 2003 ---- ---- Assets Current assets: Cash and cash equivalents $ 30,825 $ 28,679 Accounts and other receivables, net 114,661 79,645 Inventories, net 71,108 61,144 Other current assets 7,398 8,477 ----- ----- Total current assets 223,992 177,945 Property and equipment, net 21,591 22,037 Goodwill and other purchased intangible assets, net 235,300 229,171 Deferred income taxes 434 417 Other assets 22,985 12,086 Total assets $ 504,302 $ 441,656 ========== ========== Liabilities and Shareholders' Equity Current liabilities: Bank and other short-term borrowings $ - $ 6,556 Current portion of long-term debt 12,623 24,104 Accounts payable 36,719 30,669 Accrued compensation and benefits 22,467 17,728 Accrued liabilities 22,644 27,394 Deferred income tax 1,385 - Income taxes payable 7,187 6,450 ----- ----- Total current liabilities 103,025 112,901 Non-current portion of long-term debt 98,114 107,865 Deferred gain on joint venture 10,377 10,792 Deferred income tax 2,779 2,561 Other non-current liabilities 6,434 6,186 ----- ----- Total liabilities 220,729 240,305 ------- ------- Shareholders' equity: Common stock 277,719 225,872 Accumulated deficit (10,037) (23,495) Accumulated other comprehensive income/(loss) 15,891 (1,026) ------ ------ Total shareholders' equity 283,573 201,351 ------- ------- Total liabilities and shareholders' equity $ 504,302 $ 441,656 ========== ========== CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited)
Three Months Ended Six Months Ended ------------------ ---------------- July 4, Jun 28, July 4, Jun 28, 2003 2002 2003 2002 ---- ---- ---- ---- Cash flow from operating activities: Net Income 8,105 4,326 13,458 3,611 Adjustment to reconcile net income to net cash provided by operating activities: Depreciation expense 2,243 2,914 4,460 5,585 Amortization expense 1,931 2,511 3,908 4,697 Provision for doubtful accounts (299) 310 150 1,542 Amortization of deferred gain - (398) - (796) Amortization of debt issuance cost 2,760 - 3,273 - Deferred income taxes 1,127 1,044 1,588 1,044 Other 1,236 89 1,508 892 Add decrease (increase) in assets: Accounts receivables, net (17,436) (11,644) (32,550) (14,001) Inventories (7,425) 893 (10,795) (784) Other current and non-current assets (1,518) (259) (2,877) (1,239) Effect of foreign currency translation adjustment 3,124 2,041 5,132 757 Add increase (decrease) in liabilities: Accounts payable 6,208 2,720 6,050 2,272 Accrued compensation and benefits 4,606 (444) 4,739 2,457 Accrued liabilities (2,425) 1,788 (1,999) (2,752) Deferred gain - short term - (21) - 324 Deferred gain on joint venture (194) - (415) 11,000 Income taxes payable 52 1,063 737 1,571 -- ----- --- ----- Net cash provided by (used in) operating activities 2,095 6,933 (3,633) 16,180 Cash flows from investing activities: Acquisitions, net of cash acquired (5,056) - (5,453) (2,158) Acquisition of property and equipment (2,015) (2,430) (3,500) (4,213) Proceeds from disposal of property and equipment (28) - 28 - Cost of capitalized patents (9) - (13) (48) -- --- --- Net cash used in investing activities (7,108) (2,430) (8,938) (6,419) Cash flow from financing activities: Issuance of common stock 43,846 1,829 44,386 19,262 Collections(Payments) of notes receivable 833 (745) 645 (665) Proceeds from (Payments on) long-term debt and revolving credit lines (22,370) (10,872) (30,314) (31,700) ------- ------- ------- ------- Net cash provided by (used in) financing activities 22,309 (9,788) 14,717 (13,103) Net increase (decrease) in cash and cash equivalents 17,296 (5,285) 2,146 (3,342) Cash and cash equivalents - beginning of period 13,529 33,021 28,679 31,078 ------ ------ ------ ------ Cash and cash equivalents - end of period $ 30,825 $ 27,736 $ 30,825 $ 27,736 ======== ======== ========= ========= Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 7,117 $ 3,007 $ 7,993 $ 10,294 ======== ======== ========= ========= Income taxes, net of refunds $ 359 $ 511 $ 290 $ 1,733 ======== ======== ========= =========
Q2'02 Q1'03 Q2'03 Actual Actual Actual ------ ------ ------ Income Statement Metrics Total Revenue $ 23,256 $ 127,325 $ 138,132 -------- ---------- --------- Engineering & Construction 83,856 85,663 95,797 Field Solutions 18,212 20,681 19,950 Component Technologies 15,175 15,866 16,820 Mobile Solutions 1,840 3,168 3,651 Portfolio Technologies 4,173 1,947 1,914 Gross Margin 49.5% 48.5% 51.5% ----- ----- ----- Total Segment Income $ 8,031 $ 17,970 $ 24,325 -------- ---------- --------- Engineering & Construction 15,124 12,240 18,623 Field Solutions 3,152 3,314 3,555 Component Technologies 2,173 3,855 4,558 Mobile Solutions (3,172) (687) (2,025) Portfolio Technologies 754 (752) (386) Corporate and Other Charges $(6,349) $ (7,073) $ (7,204) Non-operating expense and income taxes $(7,356) $ (5,544) $ (9,016) -------- ---------- --------- Net Income (loss) $ 4,326 $ 5,353 $ 8,105 ======== ========== ========= EBITDA $ 14,978 $ 13,740 $ 19,487 Amortization of Intangibles 2,324 1,795 1,725 Depreciation 2,913 2,217 2,243 GAAP EPS $ 0.15 $ 0.18 $ 0.25 -------- ---------- --------- Balance Sheet and Liquidity Metrics Cash & Cash Equivalents $ 27,736 $ 13,529 $ 30,825 Accounts Receivables, Net $ 82,159 $ 92,187 $ 109,657 Inventories, Net $ 52,594 $ 64,513 $ 71,108 Total Debt $158,865 $ 131,350 $ 110,737 Short Term Debt 66,799 24,085 12,623 Long Term Debt 92,066 107,265 98,114 Equity $180,636 $ 212,643 $ 283,573 Working Capital $ 26,724 $ 74,521 $ 120,967 Capital Expenditures $ 2,430 $ 1,485 $ 2,015 Cash Flow from (used in ) Operations* $ 6,933 $ (5,728) $ 2,095 -------- ---------- --------- Financial Ratios Days Sales Outstanding 58 56 69 Days Sales in Inventory 77 90 97 Current ratio 1.2 1.7 2.2 Debt to Equity 0.9 0.6 0.3 --- --- --- Other Headcount 2,068 2,004 2,039 ----- ----- -----
Notes: 1) Engineering & Construction consists of Construction Instruments (CI), Machine Control, Survey and Tripod Data Systems (TDS). 2) Trimble Field Solutions consists of Geographic Information Systems (GIS) and Agriculture. 3) Portfolio Technologies consists of Military and Advanced Systems (MAS). * Cash Flow from Operations includes impact of exchange rate changes on cash. -----END PRIVACY-ENHANCED MESSAGE-----