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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): January 7, 1999
BUTLER MANUFACTURING COMPANY
(Exact name of registrant as specified in charter)
Delaware
(State or other jurisdiction
of incorporation)
001-12335 44-0188420
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(Commission File No.) (IRS employer
identification no.)
BMA Tower, Penn Valley Park,
Post Office Box 419917
Kansas City, Missouri 64141-0917
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (816) 968-3000
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INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5. OTHER EVENTS.
On January 7, 1999, Butler Manufacturing Company announced that it will
take a $13.6 million pre-tax charge ($10.7 million after-tax) in the fourth
quarter of 1998 in connection with a restructuring of its South American and
European metal building businesses, and for the impairment of certain assets.
The announcement is contained in the Press Release issued on January 7, 1999,
that is attached to this report as Exhibit 99 and that is incorporated herein by
reference.
The Press Release also announces a recent authorization by the Board of
Directors of the Company for the Company to repurchase up to 800,000 shares of
Butler Common Stock to be used for employee benefit plans and for other
corporate purposes. Purchases will be made from time to time in the open market
and in private transactions at prevailing market prices. The authorization
replaces a prior authorization announced in June 1997. During 1998 the Company
repurchased slightly over 391,000 shares.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99 Press Release dated January 7, 1999.
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 thereunto duly authorized.
BUTLER MANUFACTURING COMPANY
By: s/Larry C. Miller
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Name: Larry C. Miller
Title: Vice President and Chief
Financial Officer
Dated: January 7, 1999
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EXHIBIT INDEX
Exhibit
No. Description
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99 Press Release dated January 7, 1999.
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Exhibit 99
BUTLER MANUFACTURING TO TAKE
RESTRUCTURING AND IMPAIRMENT CHARGE;
SEPARATELY ANNOUNCES 800,000 SHARE
REPURCHASE AUTHORIZATION
KANSAS CITY, MO., January 7, 1999 -- Butler Manufacturing Company announced
today that it will take a $13.6 million pretax charge ($10.7 million after-tax)
in the fourth quarter of 1998 in connection with a restructuring of its South
American and European metal building businesses, and for the impairment of
certain assets.
Robert H. West, Chairman of Butler, stated, "As a result of the one-time
charges, Butler will report a loss for the fourth quarter of 1998. For all of
1998, Butler's operating earnings will be comparable to the $19.4 million earned
in 1997."
Commenting on the one-time charges, Mr. West stated, "$7.1 million of the pretax
restructuring charge is related to two international operations, Butler do
Brasil and Butler Europe. Butler's Brazilian operations have been a major drain
on earnings for most of 1998. As mentioned in previous reports, operating
problems and difficult economic conditions in the region have been the primary
contributors to the business unit's losses. The net operating loss for 1998 will
be approximately $4.7 million, or $.62 per share. Poor market conditions in
Brazil, and the fact that these conditions are not seen as improving any time
soon, would likely lead to additional losses and negative cash flow for an
extended period of time, a situation that is not tolerable. The actions included
in the charge are the closing of manufacturing operations, the sale of certain
assets, the write-off of other assets, and severance costs. The business will
complete the contracts it has in its backlog, and will cease local manufacturing
operations by mid-1999.
"Butler's European metal buildings business has made operational progress during
the past two years. Nevertheless, its United Kingdom cost base, both in terms of
production costs and the strong British pound, have hindered profitability as
market demand continued its shift to the continent. The addition of the
operational base in Hungary late in 1996, and a manufacturing alliance on the
continent in 1998, have prompted a relocation of the remaining United Kingdom
manufacturing operations to Hungary. We expect the relocation will be complete
by the middle of 1999. Costs for the closing of the United Kingdom plant,
severance charges, and the write-down of other assets, are included in the
restructuring charge.
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The balance of the company's one-time pretax charge, $6.5 million, relates to
the write-down of two assets to their current market value. The majority of this
charge relates to the company's real estate development project located in San
Marcos, Texas, which has been held for sale. The write-down reflects the result
of an appraisal completed in the fall of 1998. The remainder of the charge
relates to a software program linked to the company's international
subsidiaries.
John Holland, Executive Vice President of Butler, commented, "Butler enters 1999
without the burden of the Brazilian operations. We will continue to selectively
serve profitably the South American markets and customers using Butler's
world-wide sourcing capabilities. The expected benefits of the changes being
made in Europe, combined with good backlogs in most domestic businesses, bode
well for our entry into 1999."
Separately, Butler's Board of Directors authorized the repurchase of 800,000
shares of Butler common stock, to be used for employee benefit plans and other
corporate purposes. Purchases will be made from time to time in the open market
and in private transactions at prevailing market prices. This authorization
replaces the company's previous share repurchase authorization announced in
June, 1997. During 1998, the company repurchased slightly over 391,000 shares.
Butler Manufacturing is the world's leading producer of pre-engineered
building systems and is a supplier of architectural products and construction
services for the nonresidential construction market.
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Statements in this press release concerning the company's business outlook or
future economic performance; anticipated profitability, revenues, expenses or
other financial items, together with other statements that are not historical
facts, are "forward-looking statements" as that term is defined under the
Federal Securities Laws. Forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ materially from those
stated in such statements. Such risks and uncertainties include, but are not
limited to, industry cyclicality, fluctuations in customer demand and order
pattern, the seasonal nature of the business, changes in pricing or other
actions by competitors, and general economic conditions, as well as other risks
detailed in the company's 1997 Annual Report to Shareholders on page 17.
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