SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended February 28, 1998
OR
___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________________ to _______________________
Commission file number 1-6403
WINNEBAGO INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
IOWA 42-0803978
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P. O. Box 152, Forest City, Iowa 50436
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 582-3535
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 ___.
There were 23,608,958 shares of $.50 par value common stock outstanding on April
9, 1998.
<PAGE>
WINNEBAGO INDUSTRIES, INC. AND SUBSIDIARIES
INDEX TO REPORT ON FORM 10-Q
Page Number
PART I. FINANCIAL INFORMATION: (Interim period information unaudited)
Consolidated Balance Sheets 1 & 2
Unaudited Consolidated Statements of Operations 3
Unaudited Consolidated Condensed Statements of Cash Flows 4
Unaudited Condensed Notes to Consolidated Financial Statements 5 & 6
Management's Discussion and Analysis of Financial Condition 7 - 9
and Results of Operations
PART II. OTHER INFORMATION 10 & 11
<PAGE>
Part I Financial Information
WINNEBAGO INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
Dollars in thousands
<TABLE>
<CAPTION>
FEBRUARY 28, AUGUST 30,
ASSETS 1998 1997
- ---------------------------------------------------------- ----------- ---------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 43,369 $ 32,130
Receivables, less allowance for doubtful
accounts ($1,305 and $1,429, respectively) 26,604 31,322
Dealer financing receivables less allowance
for doubtful accounts ($179 and $155, respectively) 16,831 13,336
Inventories 53,531 53,584
Prepaid expenses 8,675 5,872
Deferred income taxes 4,917 4,917
-------- --------
Total current assets 153,927 141,161
-------- --------
PROPERTY AND EQUIPMENT, at cost
Land 1,163 1,167
Buildings 38,568 42,455
Machinery and equipment 67,041 66,142
Transportation equipment 5,099 5,004
-------- --------
111,871 114,768
Less accumulated depreciation 79,522 81,175
-------- --------
Total property and equipment, net 32,349 33,593
-------- --------
LONG-TERM NOTES RECEIVABLE, less allowances
($1,485 and $1,465, respectively) 5,842 5,692
-------- --------
INVESTMENT IN LIFE INSURANCE AND
OTHER LONG-TERM INVESTMENTS 20,432 17,641
-------- --------
DEFERRED INCOME TAXES, NET 14,900 14,900
-------- --------
OTHER ASSETS 487 488
-------- --------
TOTAL ASSETS $227,937 $213,475
======== ========
</TABLE>
See Unaudited Condensed Notes to Consolidated Financial Statements
<PAGE>
WINNEBAGO INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
Dollars in thousands
FEBRUARY 28, AUGUST 30,
LIABILITIES AND STOCKHOLDERS' EQUITY 1998 1997
- -------------------------------------------- -------- --------
(Unaudited)
CURRENT LIABILITIES
Current maturities of long-term debt $ --- $ 695
Accounts payable, trade 23,997 20,471
Income tax payable 16,343 ---
Accrued expenses:
Insurance 3,178 2,687
Product warranties 4,135 3,329
Vacation liability 3,271 3,012
Promotional 3,882 2,508
Other 9,508 8,524
-------- --------
Total current liabilities 64,314 41,226
-------- --------
POSTRETIREMENT HEALTH CARE AND DEFERRED
COMPENSATION BENEFITS 49,981 48,367
-------- --------
STOCKHOLDERS' EQUITY
Capital stock, common, par value $.50; authorized
60,000,000 shares 12,930 12,927
Additional paid-in capital 23,034 23,109
Reinvested earnings 99,319 92,179
-------- --------
135,283 128,215
Less treasury stock, at cost 21,641 4,333
-------- --------
Total stockholders' equity 113,642 123,882
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $227,937 $213,475
======== ========
See Unaudited Condensed Notes to Consolidated Financial Statements
<PAGE>
WINNEBAGO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
IN THOUSANDS EXCEPT PER SHARE DATA
THIRTEEN TWENTY-SIX
WEEKS ENDED WEEKS ENDED
--------------------------- ---------------------------
February 28, March 1, February 28, March 1,
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net revenues $ 118,709 $ 105,702 $ 244,605 $ 219,594
Cost of goods sold 104,354 95,503 211,827 194,316
--------- --------- --------- ---------
Gross profit 14,355 10,199 32,778 25,278
--------- --------- --------- ---------
Operating expenses:
Selling and delivery 4,190 6,663 9,919 13,001
General and administrative 4,446 6,866 9,712 11,751
--------- --------- --------- ---------
Total operating expenses 8,636 13,529 19,631 24,752
--------- --------- --------- ---------
Operating income (loss) 5,719 (3,330) 13,147 526
Financial income 771 745 1,384 1,114
--------- --------- --------- ---------
Pre-tax income (loss) from continuing operations 6,490 (2,585) 14,531 1,640
Provision for taxes 2,140 1,089 4,843 2,608
--------- --------- --------- ---------
Income (loss) from continuing operations 4,350 (3,674) 9,688 (968)
Discontinued operations: Gain from sale of discontinued
Cycle-Sat subsidiary (includes a loss on operations of
$160 net of applicable income tax credits of $123
and a gain on disposal of $16,632 net of income taxes
of $13,462) - - - - - - - - - 16,472
--------- --------- --------- ---------
Net income (loss) $ 4,350 $ (3,674) $ 9,688 $ 15,504
========= ========= ========= =========
Earnings (loss) per share - basic (Note 7):
Income (loss) from continuing operations $ .18 $ (.15) $ .39 $ (.04)
Net income (loss) .18 $ (.15) $ .39 $ .61
Earnings (loss) per share - assuming dilution (Note 7):
Income (loss) from continuing operations .18 $ (.15) $ .39 $ (.04)
Net income (loss) .18 $ (.15) $ .39 $ .61
</TABLE>
See Unaudited Condensed Notes to Consolidated Financial Statements.
<PAGE>
WINNEBAGO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Dollars in thousands
Increase (decrease) in cash and cash equivalents TWENTY-SIX WEEKS ENDED
----------------------------
February 28, March 1,
1998 1997
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 9,688 $ 15,504
Adjustments to reconcile net income
to net cash from operating activities:
Pre-tax gain on sale of Cycle-Sat subsidiary - - - (29,811)
Depreciation and amortization 2,754 3,826
Realized and unrealized gains on investments, net - - - (137)
Proceeds from sale of trading securities - - - 4,453
Other 529 1,616
Change in assets and liabilities:
Decrease (increase) in accounts receivable 1,956 (7,533)
Decrease in inventories 53 15,354
Increase in accounts payable and accrued expenses 23,783 4,950
Increase in postretirement benefits 1,554 694
Other - - - (2,194)
-------- --------
Net cash provided by operating activities 40,317 6,722
-------- --------
Cash flows provided (used) by investing activities:
Gross proceeds from the sale of Cycle-Sat subsidiary - - - 55,883
Payments to minority shareholder from sale of Cycle-Sat - - - (7,160)
Purchases of property and equipment (2,086) (2,039)
Investments in dealer receivables (25,939) (21,695)
Collections of dealer receivables 22,420 20,078
Other (2,850) (440)
-------- --------
Net cash (used) provided by investing activities (8,455) 44,627
-------- --------
Cash flows used by financing activities and capital transactions:
Payments for purchase of common stock (17,600) - - -
Payment of long-term debt of discontinued operations - - - (13,220)
Payments of long-term debt and capital leases (695) (1,908)
Payment of cash dividends (2,548) (2,542)
Other 220 434
-------- --------
Net cash used by financing activities and
capital transactions (20,623) (17,236)
-------- --------
Net increase in cash and cash equivalents 11,239 34,113
Cash and cash equivalents - beginning of period 32,130 797
-------- --------
Cash and cash equivalents - end of period $ 43,369 $ 34,910
======== ========
</TABLE>
See Unaudited Condensed Notes to Consolidated Financial Statements.
<PAGE>
WINNEBAGO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of management, the accompanying unaudited consolidated
condensed financial statements contain all adjustments, consisting of
normal recurring accruals, necessary to present fairly the consolidated
financial position as of February 28, 1998, the consolidated results of
operations for the 26 and 13 weeks ended February 28, 1998 and March 1,
1997, and the consolidated cash flows for the 26 weeks ended February
28, 1998 and March 1, 1997. The results of operations for the 26 weeks
ended February 28, 1998, are not necessarily indicative of the results
to be expected for the full year.
2. Inventories are valued at the lower of cost or market, with cost being
determined under the last-in, first-out (LIFO) method and market
defined as net realizable value.
Inventories are composed of the following (dollars in thousands):
February 28, August 30,
1998 1997
---------- ----------
Finished goods.................. $ 26,546 $ 27,577
Work in process................. 14,268 13,842
Raw materials................... 30,833 29,907
---------- ----------
71,647 71,326
LIFO reserve.................... (18,116) (17,742)
---------- ----------
$ 53,531 $ 53,584
========== ==========
3. Since March 1992, the Company has had a financing and security
agreement with NationsCredit Corporation (NationsCredit). Terms of the
agreement limit borrowings to the lesser of $30,000,000 or 75 percent
of eligible inventory (fully manufactured recreation vehicles and motor
home chassis and related components). Borrowings are secured by the
Company's receivables and inventory. Borrowings under the agreement
bear interest at the prime rate, as defined in the agreement, plus 50
basis points. The line of credit is available and continues during
successive one-year periods unless either party provides at least
90-days' notice prior to the end of the one-year period to the other
party that they wish to terminate the line of credit. The agreement
also contains certain restrictive covenants including maintenance of
minimum net worth, working capital and current ratio. As of February
28, 1998, the Company was in compliance with these covenants. There
were no outstanding borrowings under the line of credit at February 28,
1998 or August 30, 1997.
4. It is customary practice for companies in the recreation vehicle
industry to enter into repurchase agreements with lending institutions
which have provided wholesale floor plan financing to dealers. The
Company's agreements provide for the repurchase of its products from
the financing institution in the event of repossession upon a dealer's
default. The Company was contingently liable for approximately
$155,824,000 and $115,637,000 under repurchase agreements with lending
institutions as of February 28, 1998 and August 30, 1997, respectively.
Included in these contingent liabilities as of February 28, 1998 and
August 30, 1997 are approximately $25,133,000 and $24,868,000,
respectively, of certain dealer receivables subject to recourse
agreements with NationsCredit and Green Tree Financial Corporation.
5. For the periods indicated, the Company paid cash for the following
(dollars in thousands):
TWENTY-SIX WEEKS ENDED
--------------------------
February 28, March 1,
1998 1997
--------- ---------
Interest $ 236 $ 355
Income taxes 2,120 10,175
<PAGE>
6. On December 29, 1997, the Company repurchased 1,920,600 shares of
Common Stock from the Estate of John K. Hanson. The shares were
repurchased for an aggregate purchase price of $17,000,000 ($8.85125
per share).
7. Effective December 15, 1997, the Company adopted Statement of Financial
Accounting Standards No. 128, "EARNINGS PER SHARE" (SFAS No. 128).
Earnings per share amounts presented for the 13 and 26 weeks ended
March 1, 1997 have been restated for the adoption of SFAS No. 128. The
following table reflects the calculation of basic and diluted earnings
per share.
<TABLE>
<CAPTION>
THIRTEEN WEEKS TWENTY-SIX WEEKS
------------------------- -------------------------
FEBRUARY 28, MARCH 1, FEBRUARY 28, MARCH 1,
IN THOUSANDS EXCEPT PER SHARE DATA 1998 1997 1998 1997
-------- -------- -------- --------
<S> <C> <C> <C> <C>
EARNINGS (LOSS) PER SHARE - BASIC
Income (loss) from continuing operations $ 4,350 $ (3,674) $ 9,688 $ (968)
-------- -------- -------- --------
Weighted average shares outstanding 24,179 25,431 24,830 25,405
-------- -------- -------- --------
Net income (loss) per share - basic $ .18 $ (.15) $ .39 $ (.04)
-------- -------- -------- --------
EARNINGS (LOSS) PER SHARE - ASSUMING DILUTION
Income (loss) from continuing operations $ 4,350 $ (3,674) $ 9,688 $ (968)
-------- -------- -------- --------
Weighted average shares outstanding 24,179 25,431 24,830 25,405
Dilutive impact of options outstanding 187 - - - 159 - - -
-------- -------- -------- --------
Weighted average shares & potential
dilutive shares outstanding 24,366 25,431 24,989 25,405
-------- -------- -------- --------
Income (loss) per share from continuing
operations - assuming dilution $ .18 $ (.15) $ .39 $ (.04)
-------- -------- -------- --------
</TABLE>
Options to purchase 10,000 shares of common stock at a price of $10.00
per share were outstanding during the 13 weeks ended February 28, 1998
but were not included in the computation of diluted earnings per share
because the options' exercise price was greater than the average market
price of the common shares. Options to purchase 381,000 shares of
common stock at a range of $4.31 to $7.19 were outstanding during the
13 weeks ended March 1, 1997 but were not included in the computation
of diluted earnings per share because of the anti-dilutive impact on
the loss per share.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Thirteen Weeks Ended February 28, 1998 compared to Thirteen Weeks Ended March 1,
1997
Net revenues for the 13 weeks ended February 28, 1998 were $118,709,000, an
increase of $13,007,000, or 12.3 percent from the 13 week period ended March 1,
1997. Motor home shipments (Class A and C) were 2,009 units, an increase of 181
units, or 9.9 percent, during the second quarter of fiscal 1998 compared to the
second quarter of fiscal 1997. Industry demand for motorized recreation vehicles
remained strong during the 13 weeks ended February 28, 1998 and the Company's
1998 products continue to be received well by dealers and retail customers.
Orders for the Company's motor homes continue to run considerably ahead of last
year.
Gross profit, as a percent of net revenues, was 12.1 percent for the 13 weeks
ended February 28, 1998 compared to 9.6 percent for the 13 weeks ended March 1,
1997. The increase in gross profit percentage during the 13 weeks ended February
28, 1998 was due primarily to increased production and sales of motor homes.
During the 13 weeks ended March 1, 1997, the Company incurred significant
discounts granted to encourage motor home sales and a reduction in valuations of
finished goods and parts inventories at the Company's former subsidiary,
Winnebago Industries Europe GmbH (WIE).
Selling and delivery expenses were $4,190,000 or 3.5 percent of net revenues
during the second quarter of fiscal 1998 compared to $6,663,000 or 6.3 percent
of net revenues during the second quarter of fiscal 1997. The decreases in
dollars and percentage can be attributed primarily to significant decreases in
promotional programs during the second quarter of fiscal 1998 when compared to
the second quarter of fiscal 1997. The Company's sale of WIE, during fiscal
1997, also contributed to the reduction in dollars when comparing the two
periods. Increased sales volume, during the second quarter of fiscal 1998, also
contributed to the decrease in percentage.
General and administrative expenses decreased by $2,420,000 to $4,446,000
comparing the 13 weeks ended February 28, 1998 to the 13 weeks ended March 1,
1997 and decreased as a percentage of net revenues to 3.7 percent from 6.5
percent. The Company's sale of WIE, during fiscal 1997, was the primary factor
contributing to the decreases in dollars and percentage. Increased sales volume,
during the second quarter of fiscal 1998, also contributed to the decrease in
percentage.
The Company had net financial income of $771,000 for the second quarter of
fiscal 1998 compared to net financial income of $745,000 for the comparable
quarter of fiscal 1997. During the 13 weeks ended February 28, 1998, the Company
recorded $711,000 of interest income and gains of $60,000 in foreign currency
transactions. During the 13 weeks ended March 1, 1997, the Company recorded
$636,000 of interest income, gains of $93,000 in foreign currency transactions
and $16,000 of realized and unrealized gains in its trading securities
portfolio.
For the 13 weeks ended February 28, 1998, the Company had income before taxes of
$6,490,000 and a provision for taxes of $2,140,000 resulting in net income of
$4,350,000 or $.18 per share. For the 13 weeks ended March 1, 1997, the Company
had pre-tax income from operations (other than WIE) of $3,115,000 and a pre-tax
loss from WIE of $5,700,000, due to the sale in fiscal 1997. The $5,700,000
pre-tax loss of WIE was considered an operating loss of a foreign subsidiary
that does not qualify for a tax deduction, therefore, the Company was required
to record a provision for taxes of $1,089,000 resulting in a consolidated net
loss of $3,674,000 or $.15 per share for the 13 weeks ended March 1, 1997.
<PAGE>
Twenty-Six Weeks Ended February 28, 1998 Compared to Twenty-Six Weeks Ended
March 1, 1997
Net revenues for the 26 weeks ended February 28, 1998 were $244,605,000, an
increase of $25,011,000, or 11.4 percent from the 26 week period ended March 1,
1997. Motor home shipments (Class A and C) were 4,071 units, an increase of 285
units, or 7.5 percent, during the 26 weeks ended February 28, 1998 when compared
to the 26 weeks ended March 1, 1997. Industry demand for motorized recreation
vehicles remained strong during the 26 weeks ended February 28, 1998 and the
Company's 1998 products continue to be received well by dealers and retail
customers.
Gross profit, as a percent of net revenues, was 13.4 percent for the 26 weeks
ended February 28, 1998 compared to 11.5 percent for the 26 weeks ended March 1,
1997. The increase in gross profit percentage during the 26 weeks ended February
28, 1998 was due primarily to increased production and sales of motor homes.
During the 26 weeks ended March 1, 1997, the Company incurred significant
discounts granted to encourage motor home sales and a reduction in valuations of
finished goods and parts inventories at WIE.
Selling and delivery expenses were $9,919,000 or 4.1 percent of net revenues
during the first half of fiscal 1998 compared to $13,001,000 or 5.9 percent of
net revenues during the first half of fiscal 1997. The decreases in dollars and
percentage can be attributed primarily to significant decreases in promotional
programs during the first half of fiscal 1998 when compared to the first half of
fiscal 1997. The Company's sale of WIE, also contributed to the decreases when
comparing the two periods. Increased sales volume, during the first half of
fiscal 1998, also contributed to the decrease in percentage.
General and administrative expenses decreased by $2,039,000 to $9,712,000
comparing the first half of fiscal 1998 to the first half of fiscal 1997 and
decreased as a percentage of net revenues to 4.0 percent from 5.4 percent. The
Company's sale of WIE, during fiscal 1997, was the primary factor contributing
to the decreases in dollars and percentage. Partially offsetting this decrease
was an increase in the Company's product liability costs, during the first half
of fiscal 1998. Increased sales volume, during the first half of fiscal 1998,
also contributed to the decrease in percentage.
The Company had net financial income of $1,384,000 for the first half of fiscal
1998 compared to net financial income of $1,114,000 for the comparable period of
fiscal 1997. During the first half of fiscal 1998, the Company recorded
$1,371,000 of interest income and gains of $13,000 in foreign currency
transactions. During the first half of fiscal 1997, the Company recorded
$945,000 of interest income, gains of $32,000 in foreign currency transactions
and $137,000 of realized and unrealized gains in its trading securities
portfolio.
For the 26 weeks ended February 28, 1998, the Company had pre-tax income from
continuing operations of $14,531,000 and a provision for taxes of $4,843,000
resulting in income from continuing operations of $9,688,000 or $.39 per share.
For the 26 weeks ended March 1, 1997, the Company had pre-tax income from
continuing operations of $7,440,000 and a pre-tax loss from WIE of $5,800,000
due to the sale in fiscal 1997. The $5,800,000 pre-tax loss of WIE was
considered an operating loss of a foreign subsidiary that does not qualify for a
tax deduction, therefore, the Company was required to record a provision for
taxes of $2,608,000 resulting in a loss from continuing operations of $968,000
or $.04 per share for the 26 weeks ended March 1, 1997.
For the 26 weeks ended March 1, 1997, the Company recorded a gain from the sale
of the discontinued Cycle-Sat subsidiary of $16,472,000 (net of income taxes of
$13,339,000), or $.65 per share.
During the 26 weeks ended February 28, 1998, the Company had net income of
$9,688,000, or $.39 per share, compared to $15,504,000, or $.61 per share for
the 26 weeks ended March 1, 1997.
<PAGE>
LIQUIDITY AND FINANCIAL CONDITION
The Company meets its working capital and capital equipment requirements and
cash requirements of subsidiaries with funds generated internally and borrowings
under agreements with financial institutions.
At February 28, 1998, working capital was $89,613,000, a decrease of $10,322,000
from the amount at August 30, 1997. The Company's principal use of cash during
the 26 weeks ended February 28, 1998 was $17,600,000 for the purchase of shares
of the Company's Common Stock. The Company's principal sources and uses of cash
during the 26 weeks ended February 28, 1998 are set forth in the unaudited
consolidated condensed statement of cash flows for that period.
Principal known demands at February 28, 1998 on the Company's liquid assets for
the remainder of fiscal 1998 include approximately $2,500,000 of capital
expenditures (primarily equipment replacement) and $2,300,000 of cash dividends
declared by the Board of Directors on March 19, 1998 (payable on July 6, 1998 to
shareholders of record as of June 5, 1998). On December 29, 1997, the Company's
Board of Directors authorized the repurchase of outstanding shares of the
Company's Common Stock. As of February 28, 1998, approximately $18,900,000
remained under this authorization and may be used by the Company from time to
time to repurchase additional shares.
Management currently expects its cash on hand, funds from operations and
borrowings available under existing credit facilities to be sufficient to cover
both short-term and long-term operating requirements.
RECENTLY ADOPTED ACCOUNTING STANDARDS
Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per
Share," was issued in February, 1997 and adopted by the Company in the second
quarter of fiscal 1998. The adoption of SFAS No. 128 did not have a significant
impact on the calculation of earnings per share.
FORWARD LOOKING INFORMATION
Except for the historical information contained herein, certain of the matters
discussed in this report are "forward looking statements" as defined in the
Private Securities Litigation Reform Act of 1995, which involve risks and
uncertainties, including, but not limited to demand from customers, effects of
competition, the general state of the economy, interest rates, consumer
confidence, changes in the product or customer mix or revenues and in the level
of operating expenses and other factors which may be disclosed throughout this
Form 10-Q. Any forecasts and projections in this report are "forward-looking
statements," and are based on management's current expectations of the Company's
near-term results, based on current information available pertaining to the
Company, including the aforementioned risk factors. Actual results could differ
materially.
MILLENNIUM CHANGE
The Company has conducted a comprehensive review of its computer systems to
identify the systems that could be affected by the "Year 2000" issue and began
an implementation plan in September, 1996 to resolve this issue. It is
anticipated that all reprogramming efforts will be completed by end of fiscal
1998. The remainder of calendar year 1998 is planned to be used for testing. The
Company's Purchasing and Information Systems areas have prepared a survey of its
active vendors requesting the status of their "Year 2000" initiatives. The
Company plans on a follow-up to this survey before the end of the 1998 fiscal
year to monitor their status.
The Company presently estimates that the planned modifications to existing
systems, the "Year 2000" compliance issue will cost approximately $200,000.
<PAGE>
Part II Other Information
Item 4 Submission of Matters to a Vote of Security Holders
(a) The annual meeting of shareholders was held December 17, 1997.
(b) The breakdown of votes for the election of ten directors was
as follows*:
VOTES CAST FOR AUTHORITY WITHHELD
-------------- ------------------
Gerald E. Boman 20,383,904 890,217
Jerry N. Currie 20,693,456 580,665
Fred G. Dohrmann 20,319,159 954,962
John V. Hanson 20,375,945 898,176
Bruce D. Hertzke 20,370,867 903,254
Gerald C. Kitch 20,692,656 581,465
Richard C. Scott 20,670,563 603,558
Joseph M. Shuster 20,692,206 581,915
Frederick M. Zimmerman 20,689,807 584,314
Francis L. Zrostlik 20,689,042 585,079
* There were no broker non-votes.
(c) At the annual meeting of shareholders, the Winnebago
Industries, Inc. 1997 Stock Option Plan was approved.
Breakdown of votes was as follows:
For - 13,876,013;
Against - 2,806,032;
Abstained - 580,366, and
Broker Non-Votes - 4,011,710.
Item 6 Exhibits and Reports on Form 8-K
(a) No exhibits are being filed as a part of this report.
(b) The Company did not file any reports on Form 8-K during the
period covered by this report.
<PAGE>
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.
WINNEBAGO INDUSTRIES, INC.
--------------------------
(Registrant)
Date April 9, 1998 /s/ Bruce D. Hertzke
---------------- -------------------------------------
Bruce D. Hertzke
Chairman of the Board and Chief
Executive Officer
Date April 9, 1998 /s/ Edwin F. Barker
---------------- -------------------------------------
Edwin F. Barker
Vice President - Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> AUG-29-1998
<PERIOD-END> FEB-28-1998
<CASH> 43,369
<SECURITIES> 0
<RECEIVABLES> 44,919
<ALLOWANCES> 1,484
<INVENTORY> 53,531
<CURRENT-ASSETS> 153,927
<PP&E> 111,871
<DEPRECIATION> 79,522
<TOTAL-ASSETS> 227,937
<CURRENT-LIABILITIES> 64,314
<BONDS> 0
<COMMON> 12,930
0
0
<OTHER-SE> 100,712
<TOTAL-LIABILITY-AND-EQUITY> 227,937
<SALES> 118,709
<TOTAL-REVENUES> 118,709
<CGS> 104,354
<TOTAL-COSTS> 104,354
<OTHER-EXPENSES> 8,636
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (771)
<INCOME-PRETAX> 6,490
<INCOME-TAX> 2,140
<INCOME-CONTINUING> 4,350
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,350
<EPS-PRIMARY> .18
<EPS-DILUTED> .18
</TABLE>
