-----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, HjS6ApqrZ8OC898WWQGLbRlGzO17ZFCPQLMYcyvyiWoNRy2X1LBMoMO2q089c5z1 hW7qpkghoHipkCQQT0VU4A== 0000950134-05-008292.txt : 20050428 0000950134-05-008292.hdr.sgml : 20050428 20050428060129 ACCESSION NUMBER: 0000950134-05-008292 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050428 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050428 DATE AS OF CHANGE: 20050428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASV INC /MN/ CENTRAL INDEX KEY: 0000926763 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION MACHINERY & EQUIP [3531] IRS NUMBER: 411459569 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25620 FILM NUMBER: 05778054 BUSINESS ADDRESS: STREET 1: P O BOX 5160 STREET 2: 840 LILY LANE CITY: GRAND RAPIDS STATE: MN ZIP: 55744-5160 BUSINESS PHONE: 2183273434 MAIL ADDRESS: STREET 1: PO BOX 5160 STREET 2: 840 LILY LANE CITY: GRAND RAPIDS STATE: MN ZIP: 55744-5160 8-K 1 c94653e8vk.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): April 28, 2005 A.S.V., INC. (Exact name of registrant as specified in its charter) Minnesota 0-25620 41-1459569 (State or other jurisdiction of (Commission file number) (I.R.S. Employer incorporation) Identification No.)
840 Lily Lane, Grand Rapids, Minnesota 55744 (Address of principal executive offices) Registrant's telephone number, including area code: (218) 327-3434 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 April 28, 2005, A.S.V., Inc. ("ASV") issued a press release disclosing its financial results for the three months ended March 31, 2005. In addition, the press release contained information regarding a conference call to be held April 28, 2005 during which ASV intends to discuss its financial results for the three months ended March 31, 2005 and its outlook for the balance of fiscal 2005. For additional information, see the press release included as Exhibit 99 hereto. Item 9.01 Financial Statements and Exhibits. c. Exhibits The following exhibit is being furnished herewith Exhibit Description of Exhibit 99 Press release dated April 28, 2005 SIGNATURE 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. Date: April 28, 2005 A.S.V., Inc. By: /s/ Gary Lemke ---------------------------------- Its: Chief Executive Officer ----------------------------- EXHIBIT INDEX
Exhibit Description of Exhibit - ------- ---------------------- 99 Press release dated April 28, 2005
EX-99 2 c94653exv99.txt PRESS RELEASE Exhibit 99 For more information Jay Lemke Carmichael Lynch Spong (612) 375-8529 jlemke@clynch.com ASV Announces Record Results for 1st Quarter 2005 Q1 2005 Sales up 61%, EPS up 54% Full Year Sales and Earnings Guidance Increased Grand Rapids, MN (April 28, 2005) -- ASV, Inc. (Nasdaq: ASVI) today reported record results for its first quarter of 2005, its fourth consecutive quarter of record sales and earnings. Net sales for the three months ended March 31, 2005 increased 61% to $53.2 million, compared with $33.1 million for the same period in 2004. Assisted by a 110 basis point improvement in its gross profit percentage, ASV reported net earnings of $5.5 million for the first quarter of 2005, compared with net earnings of $3.6 million for the first quarter of 2004. Diluted earnings per share increased 54% to $.40 for the first quarter of 2005 compared with $.26 for the first quarter of 2004. Commenting on the results, ASV Chairman and CEO Gary Lemke said, "Our first quarter saw continued sales increases of ASV's R-Series Posi-Track(TM) products as well as undercarriages sold to Caterpillar Inc. (NYSE: CAT) for use on their Multi-Terrain Loaders (MTL). Sales of our R-Series Posi-Track products increased 23% in the first quarter of 2005 compared with the first quarter of 2004 and accounted for 41% of our first quarter 2005 sales. With our planned production increases of R-Series products throughout the balance of the year, we expect our R-Series growth to be in excess of 35% for all of 2005. Sales of MTL undercarriages increased 55% in the first quarter of 2005 compared with the first quarter of 2004, and accounted for 33% of our first quarter 2005 sales. Sales from Loegering Mfg. Inc., acquired by ASV in October of 2004, accounted for 12%, or $6.4 million, of our sales for the first quarter of 2005. Sales of the Versatile Track System(R) (VTS) accounted for 40% of Loegering's first quarter 2005 sales. Finally, as the field population of machines and undercarriages continues to grow, sales of service parts increased 77% in the first quarter of 2005." Discussing ASV's results further, Lemke said, "I'm very pleased to see how ASV has handled its supply chain, which resulted in our increased gross profit percentage in the first quarter of 2005, even in the face of increased raw material costs. During the first quarter of 2005, our gross profit percentage increased to 24.0% compared with 22.9% for the first quarter of 2004 and 22.4% for the fourth quarter of 2004 due to savings realized from cost reduction projects, lower unit costs from increased volume and price increases on R-Series Posi-Track products. Our operating expenses came in at the low end of our anticipated range, with selling, general and administrative expenses totaling 7.1% of net sales for the first quarter of 2005, compared with 5.7% of net sales for the first quarter of 2004. This increase was due primarily to the inclusion of Loegering, which does not yet enjoy the same degree of leverage that ASV does. We continued to invest in research and development to expand our product line. During the first quarter of 2005, ASV completed its newest product, the RCV vertical lift loader, which went into production in April of 2005. In addition, Loegering will be expanding its product line with a smaller version of its VTS product expected to be available in the third quarter of 2005." 2005 Guidance Increase ASV previously issued sales guidance for 2005 in the range of $210-230 million and diluted earnings per share guidance in the range of $1.50-1.65 per share. Given the results for the first quarter of 2005, ASV is increasing its guidance, with sales now expected to be in the range of $220-230 million for 2005, an increase of 37-43% over 2004. Diluted earnings per share are now expected to be in the range of $1.60-1.73 per share, an increase of 25-35% compared with 2004. ASV anticipates its sales breakdown for 2005 will remain as previously guided, with R-Series Posi-Track products expected to account for approximately 45% of its projected 2005 net sales and MTL undercarriages accounting for approximately 33%. Sales of Loegering products are expected to account for approximately 12% of ASV's projected net sales for 2005, with parts and used equipment accounting for approximately 10%. Commenting on the guidance increase, Lemke stated, "We believe the market is starting to fully realize the benefits of ASV's rubber track technology. We intend to capitalize on this by continuing to grow our distribution network, expand our product offerings and develop new markets and applications for our industry leading rubber track technology." Conference Call ASV will conduct a live Webcast at 9 a.m. Central time, Thursday, April 28th to discuss its results for the first quarter of 2005 and its outlook for the balance of 2005. The call will be broadcast over the Internet and can be accessed at either www.vcall.com or ASV's web site, www.asvi.com, in the investor relations section under the "About ASV" tab. To listen to the call, go to either of the two Web sites at least 15 minutes prior to the call to register, download and install any needed audio software. A replay of this call will be available both telephonically and over the Internet approximately one hour after its conclusion. The telephonic replay will be available through 11 p.m. Central time, Friday, April 29th, and can be accessed by dialing 877-660-6853 and entering account number 286 and conference ID 149682. The Internet replay will be available for 30 days and can be accessed at www.vcall.com or www.asvi.com in the same manner as discussed above. About ASV ASV designs, manufactures and sells rubber-tracked, all-purpose crawlers and related accessories, attachments and traction products. ASV also manufactures rubber-tracked undercarriages, some of which are a primary component on Caterpillar's Multi Terrain Loaders. With its patented undercarriage technology, ASV leads all rubber-tracked, all-purpose crawlers in technology and innovation. ASV's products are able to traverse nearly any terrain with minimal damage to the ground, making it effective in industries such as construction, landscaping and agriculture. For more information, visit ASV's website at www.asvi.com or Loegering's website at www.loegering.com. Note: The statements set forth above regarding ASV's future expected sales, sales mix, expense and earnings levels and earnings per share, timing of introduction and sales of new R-Series Posi-Track products and the Versatile Track System and future production plans are forward-looking statements based on current expectations and assumptions, and entail various risks and uncertainties that could cause actual results to differ materially from those expressed in such forward-looking statements. Certain factors may affect whether these anticipated events occur including ASV's ability to successfully manufacture the machines, unanticipated delays, costs or other difficulties in the manufacture of the machines, unanticipated problems or delays experienced by Caterpillar relating to the manufacturing or marketing of the MTL machines, market acceptance of the machines, deterioration of the general market and economic conditions, corporate developments at ASV or Caterpillar and ASV's ability to realize the anticipated benefits from its relationship with Caterpillar. Any forward-looking statements provided from time-to-time by the Company represent only management's then-best current estimate of future results or trends. Additional information regarding these risk factors and uncertainties is detailed from time to time in the Company's SEC filings, including but not limited to, its report on Form 10-K for the year ended December 31, 2004. Condensed financial statements are as follows: A.S.V., INC. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) Three months ended March 31, 2005 and 2004
2005 2004 ----------------- ----------------- Net sales..................................................... $ 53,179,842 $ 33,053,771 Cost of goods sold............................................ 40,420,654 25,483,569 ----------------- ----------------- Gross profit........................................... 12,759,188 7,570,202 Operating expenses Selling, general and administrative........................ 3,783,571 1,900,522 Research and development................................... 428,140 155,555 ----------------- ----------------- Operating income...................................... 8,547,477 5,514,125 Other income (expense) Interest income............................................ 303,243 177,887 Interest expense........................................... (28,176) (28,609) Other, net................................................. 45,431 1,630 ----------------- ----------------- Income before income taxes............................. 8,867,975 5,665,033 Provision for income taxes..................................... 3,325,000 2,070,000 ----------------- ----------------- NET EARNINGS........................................... $ 5,542,975 $ 3,595,033 ================= ================= Net earnings per common share - Diluted........................ $ .40 $ .26 ================= ================= Diluted weighted average shares outstanding.................... 13,820,897 13,706,606 ================= =================
A.S.V., INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
ASSETS March 31, December 31, 2005 2004 ----------------- ----------------- CURRENT ASSETS Cash & short-term investments............................ $ 37,789,226 $ 37,000,629 Accounts receivable, net................................. 36,631,607 36,431,774 Inventories.............................................. 46,065,551 34,832,868 Other current assets..................................... 2,466,224 2,237,096 ----------------- ----------------- Total current assets 122,952,608 110,502,367 LONG-TERM INVESTMENTS 5,917,691 5,912,747 LONG-TERM NOTE RECEIVABLE, less current portion 664,445 703,445 PROPERTY AND EQUIPMENT, net.................................. 11,722,282 11,108,132 INTANGIBLES, net............................................. 7,976,502 8,002,251 GOODWILL..................................................... 8,385,827 8,385,827 ----------------- ----------------- Total assets $ 157,619,355 $ 144,614,769 ================= ================= LIABILITIES & SHAREHOLDERS' EQUITY CURRENT LIABILITIES Current portion of long-term liabilities................. $ 191,563 $ 189,656 Accounts payable......................................... 14,344,415 11,452,026 Accrued liabilities...................................... 5,078,910 4,494,522 Income taxes payable..................................... 3,340,443 533,995 ----------------- ----------------- Total current liabilities 22,955,331 16,670,199 LONG-TERM LIABILITIES, less current portion.................. 1,829,715 1,873,768 SHAREHOLDERS' EQUITY......................................... 132,834,309 126,070,802 ----------------- ----------------- Total liabilities & shareholders' equity $ 157,619,355 $ 144,614,769 ================= =================
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