-----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, SSCGcNG1Ho8DoJpTjd8Q1EGd1Gbf6cceCFuYN9xXMfXLHsCO6RAjbjzgxVDE0j/k iwRf4xhks5Ip9nEbLc0dAQ== 0000910655-99-000003.txt : 19990511 0000910655-99-000003.hdr.sgml : 19990511 ACCESSION NUMBER: 0000910655-99-000003 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 FILED AS OF DATE: 19990510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL RV HOLDINGS INC CENTRAL INDEX KEY: 0000910655 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR HOMES [3716] IRS NUMBER: 330371079 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-12085 FILM NUMBER: 99615097 BUSINESS ADDRESS: STREET 1: 3411 N PERRIS BLVD CITY: PERRIS STATE: CA ZIP: 92571 BUSINESS PHONE: 9099436007 MAIL ADDRESS: STREET 1: 3411 N PERRIS BLVD CITY: PERRIS STATE: CA ZIP: 92571 10-Q 1 FORM 10-Q FOR NATIONAL R.V. HOLDINGS, INC. FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) {X} QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 1999 { } TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from ........ to ......... Commission file number: 0-22268 NATIONAL R.V. HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 33-0371079 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3411 N. Perris Blvd. Perris, California 92571 (909) 943-6007 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO__ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at April 30, 1999 - ----- ----------------------------- Common stock, par value 10,367,875 $.01 per share 1 NATIONAL R.V. HOLDINGS, INC. INDEX PAGE PART 1 - FINANCIAL INFORMATION Item 1. Consolidated Balance Sheet - March 31, 1999 and December 31, 1998 3 Consolidated Statement of Income - Three Months Ended March 31, 1999 and 1998 4 Consolidated Statement of Cash Flows - Three Months Ended March 31, 1999 and 1998 5 Consolidated Statement of Changes in Stockholders' Equity 6 Notes to Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 - 10 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 11 Signature 12 2 NATIONAL R.V. HOLDINGS, INC. CONSOLIDATED BALANCE SHEET (In thousands except shares)
March 31, December 31, 1999 1998 (Unaudited) ASSETS Current Assets: Cash $ 29,434 $ 10,446 Trade receivables, less allowance for doubtful accounts of $188 24,969 20,719 Inventories 45,064 46,832 Deferred income taxes 4,083 3,883 Prepaid expenses 694 809 ---------------- ------------------ Total current assets 104,244 82,689 Goodwill - net 7,262 7,365 Property, plant and equipment, net 25,754 24,341 Other 865 3,344 ---------------- ------------------ $ 138,125 $ 117,739 ================ ================== LIABILITIES AND STOCKHOLDER'S EQUITY Current liabilities: Current portion of long-term debt $ 166 $ 166 Accounts payable 15,652 8,771 Accrued expenses 16,344 10,272 ---------------- ------------------ Total current liabilities 32,162 19,209 Deferred income taxes 2,341 2,341 Long-term debt 1,660 1,700 Commitments and contingencies Stockholders' equity: Preferred stock - $.01 par value; 5,000 shares authorized, 4,000 issued and outstanding - - Common stock - $.01 par value; 10,000,000 shares authorized, 10,356,972 and 10,322,837 issued and outstanding, respectively 104 103 Additional paid-in capital 44,796 44,645 Accumulated earnings 57,062 49,741 ---------------- ------------------ Total stockholders' equity 101,962 94,489 ---------------- ------------------ $ 138,125 $ 117,739 ================ ==================
See Notes to Consolidated Financial Statements 3 NATIONAL R.V. HOLDINGS, INC. CONSOLIDATED STATEMENT OF INCOME (In thousands except per share data) (Unaudited)
Three Months Ended March 31, 1999 1998 Net sales $ 102,982 $ 80,286 Cost of goods sold 86,228 67,897 ---------------- ------------------ Gross profit 16,754 12,389 Selling expenses 2,712 2,788 General and administrative expenses 1,908 1,426 Amortization of intangibles 103 103 ---------------- ------------------ Operating income 12,031 8,072 Other expense (income): Interest expense 22 64 Interest income (165) (70) Other (income) expense (4) 8 ---------------- ------------------ Income before income taxes 12,178 8,070 Provision for income taxes 4,857 3,093 ---------------- ------------------ Net income $ 7,321 $ 4,977 Earnings per common share: Basic $ 0.71 $ 0.52 Diluted $ 0.64 $ 0.44 Weighted average number of shares: Basic 10,347 9,642 Diluted 11,522 11,316
See Notes to Consolidated Financial Statements 4 NATIONAL R.V. HOLDINGS, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (In thousands) (Unaudited)
Three Months Ended March 31, 1999 1998 Cash flows from operating activities: Net income $ 7,321 $ 4,977 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation expense 518 415 Amortization of intangibles 103 103 Increase in trade receivables (4,250) (7,609) Decrease in inventories 1,768 1,815 Decrease (increase) in prepaid expenses 115 (19) Increase in accounts payable 6,881 3,712 Increase in accrued expenses 6,073 3,481 Increase in deferred income taxes (200) (580) ---------------- ------------------ Net cash provided by operating activities 18,329 6,295 Cash flows from investing activities: Decrease (increase) in other assets 2,479 (32) Purchases of property, plant and equipment (1,931) (1,725) ---------------- ------------------ Net cash provided (used) by investing activities 548 (1,757) Cash flows from financing activities: Principal payments on long-term debt (40) (566) Proceeds from issuance of common stock 151 1,302 ---------------- ------------------ Net cash provided by financing activities 111 736 ---------------- ------------------ Net increase in cash 18,988 5,274 Cash beginning of period 10,446 3,542 ---------------- ------------------ Cash end of period $ 29,434 $ 8,816 ================ ==================
See Notes to Consolidated Financial Statements 5 NATIONAL R.V. HOLDINGS, INC. CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (In thousands except shares) (Unaudited)
Preferred Common Stock Paid-in Accumulated Stock Shares Amount Capital Earnings Total -------------------------------------------------------------------------- Balance, December 31, 1998 $ - 10,322,837 $ 103 $44,645 $ 49,741 $ 94,489 Common Stock issued upon exercise of warrants 295 4 4 Common Stock issued upon exercise of options 33,840 1 147 148 Net income 7,321 7,321 -------------------------------------------------------------------------- Balance, March 31, 1999 $ - 10,356,972 $ 104 $44,796 $ 57,062 $ 101,962 ==========================================================================
See Notes to Consolidated Financial Statements 6 NATIONAL R.V. HOLDINGS, INC. PART I, ITEM 1 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) NOTE 1 - GENERAL In the opinion of National R.V. Holdings, Inc. (collectively, with its subsidiaries National R.V., Inc., and Country Coach, Inc. referred to herein as the "Company"), the accompanying unaudited consolidated financial statements contain all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial position, results of operations and cash flows for all periods presented. Results for the interim periods are not necessarily indicative of the results for an entire year and the financial statements do not include all of the information and footnotes required by generally accepted accounting principles. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's latest annual report on Form 10-K. NOTE 2 - INVENTORIES Inventories consist of the following: March 31, December 31, 1999 1998 ------------------ ------------------- Finished goods $ 10,659,000 $ 11,112,000 Work-in-process 14,044,000 13,815,000 Raw materials 11,715,000 12,477,000 Chassis 8,646,000 9,428,000 ================== =================== $ 45,064,000 $ 46,832,000 ================== =================== 7 NATIONAL R.V. HOLDINGS, INC. PART 1, ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources At March 31, 1999, the Company had working capital of $72.1 million compared to $63.5 million at December 31, 1998. Net cash provided by operating activities was $18.3 million for the three months ended March 31, 1999, compared to $6.3 million for the same period in 1998. The change was due primarily to an increase in net income and favorable changes in inventories, accounts payable and accrued expenses, offset somewhat by changes in accounts receivable and deferred income taxes. Cash provided by investing activities was $0.5 million compared to cash used by investing activities of $1.8 million for the comparable period last year. The change was primarily due to a partial $2.55 million distribution in respect to the Companys limited partnership interest in Dune Jet Services, L.P. received in March 1999. On April 9, 1999, the Company received a subsequent distribution of $362,000. The Company expects that its limited partnership interest in Dune Jet Services will be fully liquidated during 1999. Cash provided by financing activities was $0.1 million compared to $0.7 million for the comparable period last year. The Company believes that the combination of internally generated funds, existing capital and funds available from its existing credit facility, will be sufficient to meet the Company's planned capital and operational requirements for at least the next 24 months. Results of Operations Net sales for the three months ended March 31, 1999 increased by $22.7 million or 28.3% from the same period last year. The Company's Country Coach subsidiary shipped 26 more Class A motorhomes than last year and the National RV subsidiary shipped 122 more Class A motorhomes and 21 more fifth-wheel units. The average sales price for Class A motorhomes at the Country Coach and National RV subsidiary increased 7.6% and 8.6%, respectively, to $223,029 and $75,450, respectively, reflecting strong demand for higher-priced motorhomes with slide-out rooms. Cost of goods sold for the three months ended March 31, 1999 increased by $18.3 million or 27.0% from the comparable period last year. The increase was primarily due to the increase in sales. Gross profit margin increased to 16.3% for the current period as compared to 15.4% for the same period last year. The increase was due primarily to manufacturing efficiencies resulting from increased volume at both subsidiaries. Selling expenses for the three months ended March 31, 1999 decreased $0.1 million or 2.7% from the same period last year. The decrease was primarily due to lower sales commissions at the National RV subsidiary as there was a change in the method of calculating such commissions. As a percent of net sales, selling expenses decreased to 2.6% from 3.5% for the same period last year. General and administrative expenses for the three months ended March 31, 1999 increased $0.5 million or 33.8% from the same period last year. As a percent of net sales, general and administrative expenses increased to 1.9% from 1.8% for the same period last year. 8 NATIONAL R.V. HOLDINGS, INC. PART 1, ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) As a result of the foregoing, operating income for the three months ended March 31, 1999 increased $4.0 million, or 49.0%, to $12.0 million. As a percent of net sales, operating income increased to 11.7% from 10.1% for the same period last year. Net interest expense and other financing related costs for the three months ended March 31, 1999 increased income by $149,000 from the same period last year due primarily to an increase in interest income. As a result of the foregoing, income before taxes increased $4.1 million, or 50.9%, to $12.2 million for the three months ended March 31, 1999. As a percent of net sales, income before taxes increased to 11.8% from 10.1% for the same period last year. Provision for income taxes for the three months ended March 31, 1999 and 1998 was $4.9 million and $3.1 million, respectively. The effective tax rate increased to 39.9% from 38.3% for the same period last year. As a result, net income increased $2.3 million, or 47.1%, to $7.3 million for the three months ended March 31, 1999, as compared to $5.0 million for the same period last year. As a percent of net sales, net income increased to 7.1% from 6.2% for the same period last year. 9 NATIONAL R.V. HOLDINGS, INC. PART 1, ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued) Year 2000 Date Conversion An issue affecting the Company and most other companies is whether computer systems and applications will recognize and process the year 2000 and beyond. The Company is in the process of assessing and implementing necessary changes for all areas of the Company's business which could be impacted; these include such areas as business computer systems, dealership systems, plant floor equipment, end-user computing, financial institutions and suppliers. Based on assessments completed to date and compliance plans in process, the Company does not expect that the year 2000 issue will have a material effect on its business operations, consolidated financial condition, cash flows, or results of operations. However, if appropriate modifications are not made by the Company's suppliers or dealers on a timely basis, or if the Company's actual costs or timing for the year 2000 date conversion differ materially from its present estimates, the Company's operations and financial results could be significantly adversely affected. Disclosure Regarding Forward Looking Statements Statements contained in this Quarterly Report on Form 10-Q that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements are inherently uncertain. Actual performance and results may differ materially from that projected or suggested herein due to certain risks and uncertainties including, without limitation, the cyclical nature of the recreational vehicle industry; seasonality and potential fluctuations in the Company's operating results; the Company's dependence on chassis suppliers; the integration by the Company of acquired businesses and the management of growth; potential liabilities under repurchase agreements; competition; government regulation; product liability; dependence on key personnel and dependence on certain dealers and concentration of dealers in certain regions. Additional information concerning certain risks and uncertainties that could cause actual results to differ materially from that projected or suggested may be identified from time to time in the Company's filings with the Securities and Exchange Commission (SEC) and the Company's public announcements, copies of which are available from the SEC or from the Company upon request. 10 PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K A. Exhibits None. B. Form 8-K None 11 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 thereunto duly authorized. NATIONAL R.V. HOLDINGS, INC. (Registrant) Date: April 30, 1999 By /s/ BRADLEY C. ALBRECHTSEN Bradley C. Albrechtsen Chief Financial Officer (Principal Accounting and Finance Officer) 12 EX-27 2 FDS --
5 1,000 3-MOS DEC-31-1999 MAR-31-1999 29,434 0 25,157 188 45,064 104,244 33,976 8,222 138,125 32,162 1,660 0 0 104 101,858 138,125 102,982 102,982 86,228 26,228 0 0 22 12,178 4,857 7,321 0 0 0 7,321 0.71 0.64
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