UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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 18, 2010
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Winnebago Industries, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Iowa
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001-06403
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42-0802678
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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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)
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Registrant's telephone number, including area code 641-585-3535
___________________________________________________________________
(Former Name or Former Address, if Changed Since Last Report.)
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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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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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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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o
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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.
Item 7.01 Regulation FD Disclosure
Winnebago Industries, Inc. is filing herewith a press release issued on March 18, 2010, as Exhibit 99.1 which is included herein. The press release was issued to report earnings for the second quarter fiscal 2010 ended February 27, 2010 and to announce that, on March 18 2010, it had filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits.
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(d)
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Exhibits
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Exhibit
Number
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Description
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99.1
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Press release of Winnebago Industries, Inc. dated March 18, 2010.
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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 18, 2010
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WINNEBAGO INDUSTRIES, INC.
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By:
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/s/ Robert J. Olson
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Name:
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Robert J. Olson
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Title:
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Chairman of the Board, Chief Executive Officer and President
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EXHIBIT INDEX
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Exhibit
Number
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Description
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|||
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99.1
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Press release of Winnebago Industries, Inc. dated March 18, 2010.
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Contact: Sheila Davis – PR/IR Mgr. - 641-585-6803 – sdavis@winnebagoind.com
WINNEBAGO INDUSTRIES REPORTS IMPROVED RESULTS FOR
SECOND QUARTER FISCAL 2010
-- Motor Home Unit Deliveries Increase over 250 Percent --
FOREST CITY, IOWA, March 18, 2010– Winnebago Industries, Inc. (NYSE:WGO), the leading United States motor home manufacturer, today reported improved financial results for the Company’s second quarter of fiscal year 2010.
Revenues for the second quarter of fiscal 2010 ended February 27, 2010 were $110.5 million, an increase of 247 percent, versus $31.8 million for the second quarter of fiscal 2009. The second quarter of fiscal 2010 was positively impacted by a significant increase in motor home unit deliveries, particularly in the Class A category, which resulted in an increase in production volumes and greater efficiencies and higher utilization of the manufacturing facilities. The Company reported an operating
loss of $1.9 million for the quarter, versus an operating loss of $18.6 million for the second quarter of fiscal 2009. Net income for the second quarter was $706,000 versus a net loss of $10.4 million for the second quarter of fiscal 2009. On a diluted per share basis, the Company had net income of $.02<
/font> for the second quarter of fiscal 2010 versus a net loss of $.36 for the second quarter of fiscal 2009. The net income for the second quarter reflected the positive impact of $2.2 million in tax benefits associated with various tax planning initiatives and tax settlements; however, no tax benefits have been recorded on second quarter fiscal 2010 pre-tax losses which are not immediately subject to refund.
Revenues for the first six months of fiscal 2010 were $191.5 million, an increase of 89 percent, versus revenues of $101.2 million for the first six months of fiscal 2009. The Company reported an operating loss of $7.8 million for the first six months of fiscal 2010, versus an operating loss of $35.5 million for the first six months of fiscal 2009. Net loss for the first six months of fiscal of 2010 was $638,000, or $.02 per diluted share, versus an operating loss of $2.0 million, or $.69 per diluted share for the first six months of the last fiscal year. The net loss for the first six months of fiscal 2010 reflected the positive impact of $4.9 million in tax benefits associated with additional fiscal year 2009 net operating loss carryback due to recent tax law changes and the additional $2.2 million of second quarter tax benefits associated with various tax planning initiatives and tax settlements; however, no tax benefits have been recorded on the first six months of fiscal 2010 pre-tax losses which are not immediately subject to refund.
“We are pleased to see a continued trend of sequential growth in revenues and gross profit,” said Winnebago Industries’ Chairman, CEO and President Bob Olson. "After hitting our lowest shipment levels in decades during the second quarter last year, we have seen improvement in revenues and gross profit each quarter since that time. We also saw a sequential increase in dealer inventory this past quarter for the first time in two years as we increased our production levels to satisfy our sales order backlog. While we are encouraged with these improvements, the economic outlook remains uncertain and we believe retail sales will be the key driver to sustain our recovery and for continued growth going forward."
Winnebago Industries’ sales order backlog was 1,159 motor homes at February 27, 2010, an increase of 246.0% compared to the end of the second quarter of fiscal 2009.
According to Statistical Surveys, Inc., the retail reporting service for the RV industry, Winnebago Industries continues to lead the industry in retail sales of Class A and Class C motor homes combined with 19.2 percent for calendar 2009, compared to 18.3 percent for calendar 2008.
Cash and equivalents increased by $5.0 million in the first six months of fiscal 2010. A major component of this was the receipt of a federal tax refund of $21.9 million. As a result, cash and cash equivalents at the end of the quarter were $41.6 million.
Separately, the Company filed today a shelf registration statement on Form S-3 (the Registration Statement) with the Securities and Exchange Commission (the SEC) to provide additional financial flexibility. If and when the Registration Statement is declared effective by the SEC, the Company will have the ability to sell up to $35 million of its common stock in one or more offerings. Currently, there are no plans to use the Registration Statement; however the Company believes that it will provide another
source of liquidity in addition to the alternatives already in place. The terms of any offering under the Registration Statement will be established at the time of any offering.
The Registration Statement relating to these securities has been filed with the SEC, but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Conference Call
Winnebago Industries, Inc. will conduct a conference call in conjunction with this release at 9 a.m. Central Time today, Thursday, March 18, 2010. 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 leading U.S. 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, significant increase in repurchase obligations, inadequate liquidity or capital resources, availability and price of fuel, a further or continued 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 suggest
ed is contained in the Company’s filings with the SEC over the last 12 months, copies of which are available from the SEC or from the Company upon request.
# # #
Winnebago Industries, Inc.
Unaudited Statements of Income
(In thousands, except percent and per share data)
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Quarter Ended
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||||||||||||
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February 27, 2010
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|
February 28, 2009
|
||||||||||
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Net revenues
|
$
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110,529
|
|
|
100.0
|
%
|
|
$
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31,808
|
|
|
100.0
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%
|
|
Cost of goods sold
|
105,745
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|
|
95.7
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%
|
|
43,600
|
|
|
137.1
|
%
|
||
|
Gross profit (deficit)
|
4,784
|
|
|
4.3
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%
|
|
(11,792
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)
|
|
(37.1
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)%
|
||
|
Operating expenses
|
|
|
|
|
|
|
|
||||||
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Selling
|
3,102
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|
|
2.8
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%
|
|
2,816
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|
|
8.8
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%
|
||
|
General and administrative
|
3,540
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|
|
3.2
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%
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|
4,003
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|
|
12.6
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%
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||
|
Total operating expenses
|
6,642
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|
|
6.0
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%
|
|
6,819
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|
|
21.4
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%
|
||
|
Operating loss
|
(1,858
|
)
|
|
(1.7
|
)%
|
|
(18,611
|
)
|
|
(58.5
|
)%
|
||
|
Financial income
|
364
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|
|
0.3
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%
|
|
633
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|
|
2.0
|
%
|
||
|
Loss before income taxes
|
(1,494
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)
|
|
(1.4
|
)%
|
|
(17,978
|
)
|
|
(56.5
|
)%
|
||
|
Benefit for taxes
|
(2,200
|
)
|
|
(2.0
|
)%
|
|
(7,597
|
)
|
|
(23.9
|
)%
|
||
|
Net income (loss)
|
$
|
706
|
|
|
0.6
|
%
|
|
$
|
(10,381
|
)
|
|
(32.6
|
)%
|
|
Income (loss) per common share:
|
|
|
|
|
|
|
|
||||||
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Basic
|
$
|
0.02
|
|
|
|
|
$
|
(0.36
|
)
|
|
|
||
|
Diluted
|
$
|
0.02
|
|
|
|
|
$
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(0.36
|
)
|
|
|
||
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||
|
Basic
|
29,080
|
|
|
|
|
29,037
|
|
|
|
||||
|
Diluted
|
29,091
|
|
|
|
|
29,046
|
|
|
|
||||
|
|
Six Months Ended
|
||||||||||||
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|
February 27, 2010
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|
February 28, 2009
|
||||||||||
|
Net revenues
|
$
|
191,546
|
|
|
100.0
|
%
|
|
$
|
101,206
|
|
|
100.0
|
%
|
|
Cost of goods sold
|
186,238
|
|
|
97.2
|
%
|
|
121,892
|
|
|
120.4
|
%
|
||
|
Gross profit (deficit)
|
5,308
|
|
|
2.8
|
%
|
|
(20,686
|
)
|
|
(20.4
|
)%
|
||
|
Operating expenses
|
|
|
|
|
|
|
|
||||||
|
Selling
|
6,331
|
|
|
3.3
|
%
|
|
6,481
|
|
|
6.4
|
%
|
||
|
General and administrative
|
6,812
|
|
|
3.6
|
%
|
|
8,334
|
|
|
8.2
|
%
|
||
|
Total operating expenses
|
13,143
|
|
|
6.9
|
%
|
|
14,815
|
|
|
14.6
|
%
|
||
|
Operating loss
|
(7,835
|
)
|
|
(4.1
|
)%
|
|
(35,501
|
)
|
|
(35.0
|
)%
|
||
|
Financial income
|
131
|
|
|
0.1
|
%
|
|
1,157
|
|
|
1.1
|
%
|
||
|
Loss before income taxes
|
(7,704
|
)
|
|
(4.0
|
)%
|
|
(34,344
|
)
|
|
(33.9
|
)%
|
||
|
Benefit for taxes
|
(7,066
|
)
|
|
(3.7
|
)%
|
|
(14,367
|
)
|
|
(14.2
|
)%
|
||
|
Net loss
|
$
|
(638
|
)
|
|
(0.3
|
)%
|
|
$
|
(19,977
|
)
|
|
(19.7
|
)%
|
|
Loss per common share:
|
|
|
|
|
|
|
|
||||||
|
Basic
|
$
|
(0.02
|
)
|
|
|
|
$
|
(0.69
|
)
|
|
|
||
|
Diluted
|
$
|
(0.02
|
)
|
|
|
|
$
|
(0.69
|
)
|
|
|
||
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||
|
Basic
|
29,077
|
|
|
|
|
29,032
|
|
|
|
||||
|
Diluted
|
29,088
|
|
|
|
|
29,041
|
|
|
|
||||
Winnebago Industries, Inc.
Unaudited Condensed Balance Sheets
(In thousands)
|
|
February 27,
2010 |
|
August 29,
2009 |
||||
|
ASSETS
|
|
|
|
||||
|
Current assets:
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
41,609
|
|
|
$
|
36,566
|
|
|
Short-term investments
|
9,000
|
|
|
13,500
|
|
||
|
Receivables, net
|
20,344
|
|
|
11,717
|
|
||
|
Inventories
|
59,824
|
|
|
46,850
|
|
||
|
Income taxes receivable
|
559
|
|
|
17,356
|
|
||
|
Prepaid and other
|
2,844
|
|
|
3,425
|
|
||
|
Total current assets
|
134,180
|
|
|
129,414
|
|
||
|
Property and equipment, net
|
25,646
|
|
|
28,040
|
|
||
|
Assets held for sale
|
6,515
|
|
|
6,515
|
|
||
|
Long-term investments, less impairments
|
19,748
|
|
|
19,794
|
|
||
|
Investment in life insurance
|
22,999
|
|
|
22,451
|
|
||
|
Other assets
|
15,888
|
|
|
14,252
|
|
||
|
Total assets
|
$
|
224,976
|
|
|
$
|
220,466
|
|
|
|
|
|
|
||||
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
||||
|
Current liabilities:
|
|
|
|
||||
|
Accounts payable
|
$
|
17,110
|
|
|
$
|
10,370
|
|
|
Short-term ARS borrowings
|
6,320
|
|
|
9,100
|
|
||
|
Income taxes payable
|
231
|
|
|
299
|
|
||
|
Accrued expenses
|
32,453
|
|
|
30,185
|
|
||
|
Total current liabilities
|
56,114
|
|
|
49,954
|
|
||
|
Long-term liabilities:
|
|
|
|
||||
|
Unrecognized tax benefits
|
8,014
|
|
|
9,012
|
|
||
|
Postretirement health care and deferred compensation benefits, net of current portion
|
70,273
|
|
|
69,169
|
|
||
|
Total long-term liabilities
|
78,287
|
|
|
78,181
|
|
||
|
Stockholders' equity
|
90,575
|
|
|
92,331
|
|
||
|
Total liabilities and stockholders' equity
|
$
|
224,976
|
|
|
$
|
220,466
|
|
Winnebago Industries, Inc.
Unaudited Condensed Statement of Cash Flows
(In thousands)
|
|
Six Months Ended
|
||||||
|
|
February 27,
2010 |
|
February 28,
2009 |
||||
|
Operating activities:
|
|
|
|
||||
|
Net loss
|
$
|
(638
|
)
|
|
$
|
(19,977
|
)
|
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
||||
|
Depreciation
|
3,296
|
|
|
4,146
|
|
||
|
Stock-based compensation
|
291
|
|
|
526
|
|
||
|
Postretirement benefit income and deferred compensation expense
|
624
|
|
|
711
|
|
||
|
Deferred income taxes
|
—
|
|
|
(503
|
)
|
||
|
Increase in cash surrender value of life insurance policies
|
(535
|
)
|
|
(513
|
)
|
||
|
Other
|
(15
|
)
|
|
158
|
|
||
|
Change in assets and liabilities:
|
|
|
|
||||
|
Inventories
|
(12,974
|
)
|
|
37,818
|
|
||
|
Receivables and prepaid assets
|
(8,347
|
)
|
|
1,290
|
|
||
|
Accounts payable and accrued expenses
|
8,975
|
|
|
(11,734
|
)
|
||
|
Income taxes receivable and unrecognized tax benefits
|
15,983
|
|
|
(12,756
|
)
|
||
|
Postretirement and deferred compensation benefits
|
(1,758
|
)
|
|
(1,424
|
)
|
||
|
Net cash provided by (used in) operating activities
|
4,902
|
|
|
(2,258
|
)
|
||
|
Investing activities:
|
|
|
|
||||
|
Proceeds from the sale of investments at par
|
4,700
|
|
|
8,500
|
|
||
|
Purchases of property and equipment
|
(943
|
)
|
|
(1,344
|
)
|
||
|
Other
|
(396
|
)
|
|
(744
|
)
|
||
|
Net cash provided by investing activities
|
3,361
|
|
|
6,412
|
|
||
|
Financing activities:
|
|
|
|
||||
|
Payments for purchase of common stock
|
(249
|
)
|
|
(162
|
)
|
||
|
Payments of cash dividends
|
—
|
|
|
(3,489
|
)
|
||
|
(Payments) borrowings on ARS portfolio
|
(2,780
|
)
|
|
9,100
|
|
||
|
Proceeds from issuance of treasury stock
|
94
|
|
|
—
|
|
||
|
Other
|
(285
|
)
|
|
—
|
|
||
|
Net cash (used in) provided by financing activities
|
(3,220
|
)
|
|
5,449
|
|
||
|
Net increase in cash and cash equivalents
|
5,043
|
|
|
9,603
|
|
||
|
Cash and cash equivalents at beginning of period
|
36,566
|
|
|
17,851
|
|
||
|
Cash and cash equivalents at end of period
|
$
|
41,609
|
|
|
$
|
27,454
|
|
Winnebago Industries, Inc.
Unaudited Motor Home Deliveries
|
|
Quarter Ended
|
|
Change
|
||||||||||||||
|
Motor home unit deliveries:
|
February 27,
2010 |
|
Product
Mix %
|
|
February 28,
2009 |
|
Product
Mix %
|
|
Units
|
|
%
|
||||||
|
Class A Gas
|
378
|
|
|
34.1
|
%
|
|
77
|
|
|
24.4
|
%
|
|
301
|
|
|
390.9
|
%
|
|
Class A Diesel
|
254
|
|
|
22.9
|
%
|
|
45
|
|
|
14.3
|
%
|
|
209
|
|
|
464.4
|
%
|
|
Total Class A
|
632
|
|
|
57.0
|
%
|
|
122
|
|
|
38.7
|
%
|
|
510
|
|
|
418.0
|
%
|
|
Class B
|
64
|
|
|
5.8
|
%
|
|
8
|
|
|
2.5
|
%
|
|
56
|
|
|
700.0
|
%
|
|
Class C
|
413
|
|
|
37.2
|
%
|
|
185
|
|
|
58.8
|
%
|
|
228
|
|
|
123.2
|
%
|
|
Total deliveries
|
1,109
|
|
|
100.0
|
%
|
|
315
|
|
|
100.0
|
%
|
|
794
|
|
|
252.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Six Months Ended
|
|
Change
|
||||||||||||||
|
Motor home unit deliveries:
|
February 27,
2010 |
|
Product
Mix %
|
|
February 28,
2009 |
|
Product
Mix %
|
|
Units
|
|
%
|
||||||
|
Class A Gas
|
613
|
|
|
32.2
|
%
|
|
242
|
|
|
24.9
|
%
|
|
371
|
|
|
153.3
|
%
|
|
Class A Diesel
|
434
|
|
|
22.8
|
%
|
|
163
|
|
|
16.8
|
%
|
|
271
|
|
|
166.3
|
%
|
|
Total Class A
|
1,047
|
|
|
55.0
|
%
|
|
405
|
|
|
41.7
|
%
|
|
642
|
|
|
158.5
|
%
|
|
Class B
|
126
|
|
|
6.6
|
%
|
|
43
|
|
|
4.4
|
%
|
|
83
|
|
|
193.0
|
%
|
|
Class C
|
730
|
|
|
38.4
|
%
|
|
523
|
|
|
53.9
|
%
|
|
207
|
|
|
39.6
|
%
|
|
Total deliveries
|
1,903
|
|
|
100.0
|
%
|
|
971
|
|
|
100.0
|
%
|
|
932
|
|
|
96.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Winnebago Industries, Inc.
Unaudited Backlog and Dealer Inventory
(Units)
|
|
As of
|
|
Change
|
|||||||||||||||||
|
Sales order backlog:
|
February 27,
2010 |
|
Product
Mix
|
|
February 28,
2009 |
|
Product
Mix
|
|
Units
|
|
%
|
|||||||||
|
Class A Gas
|
372
|
|
|
32.1
|
%
|
|
67
|
|
|
20.0
|
%
|
|
305
|
|
|
455.2
|
%
|
|||
|
Class A Diesel
|
263
|
|
|
22.7
|
%
|
|
27
|
|
|
8.1
|
%
|
|
236
|
|
|
874.1
|
%
|
|||
|
Total Class A
|
635
|
|
|
54.8
|
%
|
|
94
|
|
|
28.1
|
%
|
|
541
|
|
|
575.5
|
%
|
|||
|
Class B
|
16
|
|
|
1.4
|
%
|
|
9
|
|
|
2.7
|
%
|
|
7
|
|
|
77.8
|
%
|
|||
|
Class C
|
508
|
|
|
43.8
|
%
|
|
232
|
|
|
69.2
|
%
|
|
276
|
|
|
119.0
|
%
|
|||
|
Total backlog*
|
1,159
|
|
|
100.0
|
%
|
|
335
|
|
|
100.0
|
%
|
|
824
|
|
|
246.0
|
%
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Total approximate revenue dollars (in thousands)
|
$
|
110,916
|
|
|
|
|
$
|
27,389
|
|
|
|
|
$
|
83,527
|
|
|
305.0
|
%
|
||
|
Dealer inventory
|
2,022
|
|
|
|
|
2,918
|
|
|
|
|
(896
|
)
|
|
(30.7
|
)%
|
|||||
* 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.