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) March 19, 2009
Winnebago Industries, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Iowa |
001-06403 |
42-0802678 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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P.O. Box 152, Forest City, Iowa |
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50436 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code 641-585-3535
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(Former Name or Former Address, if Changed Since Last Report.) |
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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02 |
Results of Operations and Financial Condition. |
Winnebago Industries, Inc. is filing herewith a press release issued on March 19, 2009, as Exhibit 99.1 which is included herein. The press release was issued to report earnings for the second quarter fiscal 2009 ended February 28, 2009.
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Item 9.01 |
Financial Statements and Exhibits. |
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(d) |
Exhibits |
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Exhibit |
Description |
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99.1 |
Press release of Winnebago Industries, Inc. dated March 19, 2009. |
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.
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Dated: March 19, 2009 |
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WINNEBAGO INDUSTRIES, INC. | |
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By: |
/s/ Robert J. Olson |
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Name: |
Robert J. Olson |
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Title: |
Chairman of the Board, Chief Executive Officer and President |
EXHIBIT INDEX
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Exhibit |
Description |
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99.1 |
Press release of Winnebago Industries, Inc. dated March 19, 2009. |
Exhibit 99.1
Contact: Sheila Davis – PR/IR Mgr. - 641-585-6803 – sdavis@winnebagoind.com
WINNEBAGO INDUSTRIES REPORTS RESULTS
FOR THE SECOND QUARTER/FIRST SIX MONTHS OF FISCAL YEAR 2009
FOREST CITY, IOWA, March 19, 2009 – Winnebago Industries, Inc. (NYSE:WGO), the nation’s top-selling motor home manufacturer, today reported financial results for the Company’s second quarter and first six months of fiscal year 2009 ended February 28, 2009.
Revenues for the second quarter were $31.8 million, a decrease of 80.6 percent, versus revenues of $164.2 million for the second quarter last year. The Company reported an operating loss of $18.6 million for the second quarter of fiscal 2009 versus operating income of $2.5 million for the second quarter of fiscal 2008. Net loss for the second quarter was $10.4 million versus net income of $2.5 million for the second quarter of fiscal 2008. On a diluted per share basis, the Company had a net loss of 36 cents for the second quarter of fiscal 2009, versus net income of 9 cents for the second quarter last year.
Revenues for the first 26 weeks of fiscal 2009 were $101.2 million, a decrease of 73 percent, versus revenues of $379.3 million for the first 27 weeks of fiscal 2008. The Company reported an operating loss of $35.5 million for the first 26 weeks of fiscal 2009, versus operating income of $16.0 million for the first 27 weeks of fiscal 2008. Net loss for the first 26 weeks of fiscal 2009 was $20.0 million, or 69 cents per diluted share, versus net income of $12.5 million, or 43 cents per diluted share, for the first 27 weeks of the last fiscal year.
The second quarter of fiscal 2009 was negatively impacted by the continued decline in motor home delivery volumes, increased incentives at the wholesale and retail levels and a less favorable mix of products sold. In turn, lower motor home volume resulted in inefficiencies due to reduced utilization of manufacturing facilities. The Company did benefit however, from a reduction of inventories of $10.5 million during the second quarter. Also during the second quarter, the Company elected to participate in a ‘no net cost’ loan program for $9.1 million through UBS AG, secured by a portion of the Auction Rate Securities (ARS) owned by the Company in an account with them. As a result, cash and cash equivalents at the end of the quarter were $27.5 million.
“We anticipate continued softness in motor home sales until we see improvement in the credit markets at the wholesale and retail levels and in consumer confidence levels,” said Winnebago Industries’ Chairman, CEO and President Bob Olson. Wholesale shipments within the motor home industry have fallen dramatically, with the decline accelerating throughout recent periods. Industry-wide wholesale shipments of Class A and Class C motor homes dropped 49.5 percent in calendar year 2008, 75.2 percent in the fourth calendar quarter and 80.6 percent in the month of January 2009. Statistical Surveys, the retail reporting service for the RV industry, reported a similar decline with industry-wide retail sales of Class A and Class C motor homes down 41.6 percent for calendar 2008, 54.8 percent for the fourth calendar quarter and 58.4 percent in the month of January 2009. Winnebago Industries continues to lead the industry in retail sales of Class A and Class C motor homes combined with the Winnebago and Itasca brands achieving 18.5 percent market share for calendar 2008, versus 18.6 percent market share for calendar 2007.
“The contraction in wholesale shipments is evident when looking at our dealers’ inventory of Winnebago, Itasca and ERA products,” said Olson. “Total combined dealer inventory of Winnebago Industries’ products on our dealer partners’ lots was 2,918 motor homes at the end of the second quarter of fiscal 2009, a sequential reduction of 11 percent compared to inventory at the end of the first quarter of fiscal 2009 and a 40 percent reduction compared to dealer inventory at the end of the second quarter of fiscal 2008. Even with a depressed retail market, I continue to believe that once our dealers’ floorplan lenders provide the dealers with sufficient credit to enable them to reorder product to more closely match retail sell-through, we will experience an increase in deliveries.”
— more —
“Extremely challenging market conditions have resulted in a severe decline in our revenues in the first half of fiscal 2009,” said Winnebago Industries’ Vice President, CFO Sarah Nielsen. “As a result, maintaining liquidity and conserving capital are the primary goals of management in order to enhance our financial flexibility. We have taken several steps to conserve capital and maintain liquidity thus far in fiscal 2009, such as considerable reduction of inventory levels, the establishment of a line of credit, participation in the UBS ‘no net cost’ loan program, and the suspension of cash dividend payments starting in the second quarter of fiscal 2009. We have also continued to reduce our fixed cost structure over the past 12 months; we anticipate fixed cost reductions in excess of $21 million to be achieved in fiscal 2009. Specifically, actions taken thus far include the reduction of our total headcount by nearly 50%, salary reductions, the elimination of 2009 stock grants to key management and the board, elimination of bonuses, reductions of the 401(k) match and two mandatory unpaid weeks off (one during the second quarter and one to occur during the fourth quarter). Other fixed costs have been eliminated through many strategic actions, including the closure of our Charles City manufacturing facility, cancellation of certain promotional events typically held and reduced spending throughout the Company. Additional cost reduction activities will continue during these challenging market conditions.”
“While several major competitors are in very difficult financial circumstances, we are confident of our financial strength and competitive position in this economic recession,” continued Olson. “We have enviable brand strength, quality products and financial stability to withstand the downturn. In the short-term, however, we anticipate added competitive pressure from deeply discounted product in the marketplace from struggling manufacturers, in addition to the challenges from the ongoing turmoil in the credit markets. It is my belief that once the housing and stock markets recover, along with the shoring up of personal balance sheets with increased savings, consumer’s sense of wealth will improve and more normal spending patterns will prevail.”
Winnebago Industries will conduct a conference call in conjunction with this release at 9 a.m. Central Time today, Thursday, March 19, 2009. Members of the news media, investors and the general public are invited to access a live broadcast of the conference call via the Investor Relations page of the Company’s website at http://www.winnebagoind.com/investor.html. The event will be archived and available for replay for the next 90 days.
About Winnebago Industries
Winnebago Industries, Inc. is the nation’s top-selling manufacturer of motor homes which are self-contained recreation vehicles used primarily in leisure travel and outdoor recreation activities. The Company builds quality motor homes under the Winnebago, Itasca and ERA brand names with state-of-the-art computer-aided design and manufacturing systems on automotive-styled assembly lines. The Company’s common stock is listed on the New York and Chicago Stock Exchanges and traded under the symbol WGO. Options for the Company’s common stock are traded on the Chicago Board Options Exchange. For access to Winnebago Industries’ investor relations material or to add your name to an automatic email list for Company news releases, visit, http://www.winnebagoind.com/investor.html.
This press release may contain 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. A number of factors could cause actual results to differ materially from these statements, including, but not limited to interest rates and availability of credit, low consumer confidence, availability and price of fuel, a further slowdown in the economy, availability of chassis and other key component parts, sales order cancellations, slower than anticipated sales of new or existing products, new product introductions by competitors, the effect of global tensions, and other factors. Additional information concerning certain risks and uncertainties that could cause actual results to differ materially from that projected or suggested is contained in the Company’s filings with the Securities and Exchange Commission (SEC) over the last 12 months, copies of which are available from the SEC or from the Company upon request.
— more —
Winnebago Industries, Inc.
Unaudited Consolidated Statements of Income
(In thousands, except percent and per share data)
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Quarter Ended |
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Quarter Ended |
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% |
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% |
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Net revenues |
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$ |
31,808 |
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100.0 |
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$ |
164,203 |
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100.0 |
|
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Cost of goods sold |
|
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43,600 |
|
137.1 |
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152,034 |
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92.6 |
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Gross (deficit) profit |
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|
(11,792 |
) |
(37.1 |
) |
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12,169 |
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7.4 |
|
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Operating expenses |
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|
|
|
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Selling |
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2,816 |
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8.8 |
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4,258 |
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2.6 |
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General and administrative |
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4,003 |
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12.6 |
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5,457 |
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3.3 |
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Total operating expenses |
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6,819 |
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21.4 |
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9,715 |
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5.9 |
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Operating (loss) income |
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(18,611 |
) |
(58.5 |
) |
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2,454 |
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1.5 |
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Financial income |
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633 |
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2.0 |
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1,236 |
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0.7 |
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(Loss) income before income taxes |
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(17,978 |
) |
(56.5 |
) |
|
3,690 |
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2.2 |
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(Credit) provision for taxes |
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(7,597 |
) |
(23.9 |
) |
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1,173 |
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0.7 |
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Net (loss) income |
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$ |
(10,381 |
) |
(32.6 |
) |
$ |
2,517 |
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1.5 |
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(Loss) income per common share: |
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Basic |
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$ |
(0.36 |
) |
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$ |
0.09 |
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Diluted |
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$ |
(0.36 |
) |
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$ |
0.09 |
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Weighted average common shares outstanding |
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Basic |
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29,037 |
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28,964 |
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Diluted |
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29,046 |
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29,034 |
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26 Weeks Ended |
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27 Weeks Ended |
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% |
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% |
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Net revenues |
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$ |
101,206 |
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100.0 |
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$ |
379,345 |
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100.0 |
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Cost of goods sold |
|
|
121,892 |
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120.4 |
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341,536 |
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90.0 |
|
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Gross (deficit) profit |
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|
(20,686 |
) |
(20.4 |
) |
|
37,809 |
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10.0 |
|
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Operating expenses |
|
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|
|
|
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|
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Selling |
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6,481 |
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6.4 |
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|
9,863 |
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2.6 |
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General and administrative |
|
|
8,334 |
|
8.2 |
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11,908 |
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3.1 |
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Total operating expenses |
|
|
14,815 |
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14.6 |
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|
21,771 |
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5.7 |
|
|
Operating (loss) income |
|
|
(35,501 |
) |
(35.0 |
) |
|
16,038 |
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4.3 |
|
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Financial income |
|
|
1,157 |
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1.1 |
|
|
2,476 |
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0.6 |
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(Loss) income before income taxes |
|
|
(34,344 |
) |
(33.9 |
) |
|
18,514 |
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4.9 |
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(Credit) provision for taxes |
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|
(14,367 |
) |
(14.2 |
) |
|
6,035 |
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1.6 |
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Net (loss) income |
|
$ |
(19,977 |
) |
(19.7 |
) |
$ |
12,479 |
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3.3 |
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(Loss) income per common share: |
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|
|
|
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|
|
|
|
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Basic |
|
$ |
(0.69 |
) |
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$ |
0.43 |
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Diluted |
|
$ |
(0.69 |
) |
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$ |
0.43 |
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Weighted average common shares outstanding |
|
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|
|
|
|
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|
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Basic |
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29,032 |
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29,165 |
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Diluted |
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29,041 |
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29,245 |
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Winnebago Industries, Inc.
Unaudited Consolidated Condensed Balance Sheets
(In thousands)
|
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Feb. 28, 2009 |
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Aug. 30, 2008 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
|
$ |
27,454 |
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$ |
17,851 |
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Short-term investments |
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— |
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3,100 |
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Receivables, net |
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8,237 |
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9,426 |
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Inventories |
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72,778 |
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110,596 |
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Income taxes receivable |
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19,477 |
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6,618 |
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Prepaid and other |
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13,301 |
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15,290 |
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Total current assets |
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141,247 |
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162,881 |
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Property and equipment, net |
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37,091 |
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40,097 |
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Long-term investments, less impairments |
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33,476 |
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37,538 |
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Deferred income taxes |
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|
28,342 |
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26,862 |
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Investment in life insurance |
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22,492 |
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22,123 |
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Other assets |
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11,550 |
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|
15,954 |
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Total assets |
|
$ |
274,198 |
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$ |
305,455 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
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Current liabilities: |
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|
|
|
|
|
|
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Accounts payable |
|
|
7,182 |
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|
15,631 |
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Short-term ARS borrowings |
|
|
9,100 |
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|
— |
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Income taxes payable |
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|
30 |
|
|
76 |
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Accrued expenses |
|
|
32,213 |
|
|
38,626 |
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Total current liabilities |
|
|
48,525 |
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|
54,333 |
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|
|
|
|
|
|
|
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Long-term liabilities: |
|
|
|
|
|
|
|
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Unrecognized tax benefit |
|
|
8,943 |
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|
9,469 |
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Postretirement health care and deferred compensation benefits, net of current portion |
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|
63,047 |
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67,729 |
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Total long-term liabilities |
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71,990 |
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77,198 |
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Stockholders’ equity |
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153,683 |
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|
173,924 |
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Total liabilities and stockholders’ equity |
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$ |
274,198 |
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$ |
305,455 |
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Winnebago Industries, Inc.
Unaudited Condensed Statements of Cash Flows
(In thousands)
|
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26 Weeks Ended |
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27 Weeks Ended |
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Operating activities: |
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Net (loss) income |
|
$ |
(19,977 |
) |
$ |
12,479 |
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Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
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Depreciation |
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4,146 |
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5,179 |
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Stock-based compensation |
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|
526 |
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2,910 |
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Postretirement benefit income and deferred compensation |
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|
711 |
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|
716 |
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Deferred income taxes |
|
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(503 |
) |
|
98 |
|
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Increase in cash surrender value of life insurance policies |
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(513 |
) |
|
(459 |
) |
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Other |
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|
158 |
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|
36 |
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Change in assets and liabilities: |
|
|
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|
|
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Inventories |
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37,818 |
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|
(27,269 |
) |
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Receivables and prepaid assets |
|
|
1,290 |
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(1,603 |
) |
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Accounts payable and accrued expenses |
|
|
(11,734 |
) |
|
(8,456 |
) |
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Income taxes (receivable) payable and unrecognized tax benefits |
|
|
(12,756 |
) |
|
4,451 |
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Postretirement and deferred compensation benefits |
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(1,424 |
) |
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(715 |
) |
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Net cash used in operating activities |
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(2,258 |
) |
|
(12,633 |
) |
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Investing activities: |
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|
|
|
|
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Purchases of investments |
|
|
— |
|
|
(228,069 |
) |
|
Proceeds from the sale or maturity of investments |
|
|
8,500 |
|
|
276,519 |
|
|
Purchases of property and equipment |
|
|
(1,344 |
) |
|
(2,469 |
) |
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Other |
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|
(744 |
) |
|
(622 |
) |
|
Net cash provided by investing activities |
|
|
6,412 |
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|
45,359 |
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|
|
|
|
|
|
|
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Financing activities: |
|
|
|
|
|
|
|
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Payments for purchase of common stock |
|
|
(162 |
) |
|
(17,527 |
) |
|
Payments of cash dividends |
|
|
(3,489 |
) |
|
(7,024 |
) |
|
Borrowings on ARS portfolio |
|
|
9,100 |
|
|
— |
|
|
Proceeds from issuance of treasury stock |
|
|
— |
|
|
472 |
|
|
Net cash provided by (used in) financing activities |
|
|
5,449 |
|
|
(24,079 |
) |
|
|
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
|
9,603 |
|
|
8,647 |
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
17,851 |
|
|
6,889 |
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
27,454 |
|
$ |
15,536 |
|
Winnebago Industries, Inc.
Unaudited Motor Home Deliveries
|
|
|
Quarter Ended |
|
Quarter Ended |
|
Change |
| ||
|
|
|
Feb. 28, 2009 |
|
Mar. 1, 2008 |
|
Units |
|
% |
|
|
Class A Gas |
|
77 |
|
551 |
|
(474 |
) |
(86.0 |
) |
|
Class A Diesel |
|
45 |
|
287 |
|
(242 |
) |
(84.3 |
) |
|
Total Class A |
|
122 |
|
838 |
|
(716 |
) |
(85.4 |
) |
|
Class B |
|
8 |
|
1 |
|
7 |
|
700.0 |
|
|
Class C |
|
185 |
|
858 |
|
(673 |
) |
(78.4 |
) |
|
Total deliveries |
|
315 |
|
1,697 |
|
(1,382 |
) |
(81.4 |
) |
|
|
|
26 Weeks Ended |
|
27 Weeks Ended |
|
Change |
| ||
|
|
|
Feb. 28, 2009 |
|
Mar. 1, 2008 |
|
Units |
|
% |
|
|
Motor home unit deliveries |
|
|
|
|
|
|
|
|
|
|
Class A Gas |
|
242 |
|
1,387 |
|
(1,145 |
) |
(82.6 |
) |
|
Class A Diesel |
|
163 |
|
650 |
|
(487 |
) |
(74.9 |
) |
|
Total Class A |
|
405 |
|
2,037 |
|
(1,632 |
) |
(80.1 |
) |
|
Class B |
|
43 |
|
1 |
|
42 |
|
NM |
|
|
Class C |
|
523 |
|
1,814 |
|
(1,291 |
) |
(71.2 |
) |
|
Total deliveries |
|
971 |
|
3,852 |
|
(2,881 |
) |
(74.8 |
) |
Winnebago Industries, Inc.
Unaudited Sales Order Backlog and Dealer Inventory
(Units)
|
|
|
As of |
|
Increase/ |
|
% |
| |||||
|
|
|
Feb. 28, 2009 |
|
Mar. 1, 2008 |
|
(Decrease) |
|
Change |
| |||
|
Class A Gas |
|
|
67 |
|
|
367 |
|
|
(300 |
) |
(81.7 |
) |
|
Class A Diesel |
|
|
27 |
|
|
103 |
|
|
(76 |
) |
(73.8 |
) |
|
Total Class A |
|
|
94 |
|
|
470 |
|
|
(376 |
) |
(80.0 |
) |
|
Class B |
|
|
9 |
|
|
178 |
|
|
(169 |
) |
(94.9 |
) |
|
Class C |
|
|
232 |
|
|
944 |
|
|
(712 |
) |
(75.4 |
) |
|
Total backlog* |
|
|
335 |
|
|
1,592 |
|
|
(1,257 |
) |
(79.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total approximate revenue dollars (in thousands) |
|
$ |
27,389 |
|
$ |
123,137 |
|
$ |
(95,748 |
) |
(77.8 |
) |
|
Dealer inventory |
|
|
2,918 |
|
|
4,837 |
|
|
(1,919 |
) |
(39.7 |
) |
* The Company includes in its backlog all accepted orders from dealers to be shipped within the next six months. Orders in backlog can be cancelled or postponed at the option of the purchaser at any time without penalty and, therefore, backlog may not necessarily be an accurate measure of future sales.
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