<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 April 30, 2000
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: 0-8454
JLG INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 25-1199382
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1 JLG Drive, McConnellsburg, PA 17233-9533
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(7l7) 485-5161
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
--- ---
At May 24, 2000, there were 43.6 million shares of capital stock of the
Registrant outstanding.
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TABLE OF CONTENTS
ITEM
----
PART 1
1. FINANCIAL INFORMATION................................................. 1
CONSOLIDATED CONDENSED BALANCE SHEETS............................. 1
CONSOLIDATED CONDENSED STATEMENTS OF INCOME....................... 2
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS................... 3
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.............. 4
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS................................... 7
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK............ 10
INDEPENDENT ACCOUNTANTS' REVIEW REPORT....................................... 11
PART II
6. EXHIBITS AND REPORTS ON FORM 8-K...................................... 12
SIGNATURES .................................................................. 12
<PAGE> 3
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
JLG INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
April 30, July 31,
2000 1999
----------- --------
(Unaudited)
<S> <C> <C>
ASSETS
Cash $ 4,531 $ 19,033
Accounts receivable 246,782 162,820
Inventories 189,802 125,571
Other current assets 15,435 8,563
-------- --------
Total current assets 456,550 315,987
Property, plant and equipment 103,280 100,534
Equipment held for rental 17,927 23,068
Goodwill 151,466 155,655
Other assets 31,427 30,573
-------- --------
$760,650 $625,817
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Short-term debt and current portion of long-term debt $ 8,065 $ 3,281
Accounts payable 88,091 78,793
Accrued expenses 51,386 57,598
-------- --------
Total current liabilities 147,542 139,672
Long-term debt, less current portion 269,202 172,512
Accrued postretirement benefits 22,575 21,471
Other long-term liabilities 10,238 9,463
Provisions for contingencies 12,410 11,416
Shareholders' equity
Capital stock:
Authorized shares: 100,000 at $.20 par
Outstanding shares: 43,623; fiscal 1999 - 44,250 8,725 8,850
Additional paid-in capital 12,285 17,246
Unearned compensation (1,592) (1,324)
Accumulated other comprehensive income (4,096) (3,495)
Retained earnings 265,675 250,006
-------- --------
Total shareholders' equity 298,683 271,283
-------- --------
$760,650 $625,817
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
1
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JLG INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
April 30, April 30,
2000 1999 2000 1999
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net sales $291,564 $196,747 $716,427 $463,637
Cost of sales 227,604 152,636 561,300 358,293
-------- -------- -------- --------
Gross profit 63,960 44,111 155,127 105,344
Selling, administrative and product
development expenses 28,360 18,558 81,678 49,858
Goodwill amortization 1,546 -- 4,633 --
-------- -------- -------- --------
Income from operations 34,054 25,553 68,816 55,486
Other income (deductions):
Interest expense (5,891) (108) (14,791) (219)
Miscellaneous, net 482 462 545 1,822
-------- -------- -------- --------
Income before taxes 28,645 25,907 54,570 57,089
Income tax provision 10,517 8,608 20,109 18,210
-------- -------- -------- --------
Net income $ 18,128 $ 17,299 $ 34,461 $ 38,879
======== ======== ======== ========
Earnings per common share $ .41 $ .40 $ .79 $ .89
======== ======== ======== ========
Earnings per common share -
Assuming dilution $ .40 $ .39 $ .76 $ .87
======== ======== ======== ========
Cash dividends per share $ .01 $ .005 $ .025 $ .015
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE> 5
JLG INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
April 30,
2000 1999
--------- --------
<S> <C> <C>
Operations
Net income $ 34,461 $ 38,879
Adjustments for noncash items:
Depreciation and amortization 20,104 14,147
Other 3,672 3,821
Changes in selected working capital items:
Accounts receivable (83,919) (41,268)
Inventories (64,166) (27,997)
Accounts payable 9,297 16,050
Changes in other assets and liabilities (13,884) (2,656)
--------- --------
Cash (used for) provided by operations (94,435) 976
Investments
Purchases of property, plant and equipment (16,723) (8,205)
Retirements (additions) to equipment held for rental 2,233 (10,697)
--------- --------
Cash used for investments (14,490) (18,902)
Financing
Issuance of short-term debt 4,675 --
Issuance of long-term debt 283,087 --
Repayment of long-term debt (186,289) (198)
Payment of cash dividends (1,106) (661)
Purchase of common stock (6,789) --
Issuance of common stock 1,435 1,078
--------- --------
Cash provided by financing 95,013 219
Currency Adjustments
Effect of exchange rate changes on cash (590) (1,097)
--------- --------
Cash
Net change in cash (14,502) (18,804)
Beginning balance 19,033 56,793
--------- --------
Ending balance $ 4,531 $ 37,989
========= ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
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JLG INDUSTRIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30, 2000
(in thousands, except per share data)
(Unaudited)
BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all information and notes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included.
Operating results for the three and nine month periods ended April 30, 2000 are
not necessarily indicative of the results that may be expected for the fiscal
year as a whole. For further information, refer to consolidated financial
statements and notes included in the Company's annual report on Form 10-K for
the fiscal year ended July 31, 1999.
INVENTORIES AND COST OF SALES
A precise inventory valuation under the LIFO (last-in, first-out) method can
only be made at the end of each fiscal year; therefore, interim LIFO inventory
valuation determinations, including the determination at April 30, 2000, must
necessarily be based on management's estimate of expected fiscal year-end
inventory levels and costs.
The components of inventory at the end of the each period consisted of the
following:
<TABLE>
<CAPTION>
April 30, July 31,
2000 1999
--------- --------
<S> <C> <C>
Finished goods $135,493 $ 68,994
Work in process 35,048 12,544
Raw materials 23,801 48,561
-------- --------
194,342 130,099
Excess of FIFO cost over LIFO inventory value (4,540) (4,528)
-------- --------
$189,802 $125,571
======== ========
</TABLE>
COMPREHENSIVE INCOME
The following table sets forth the components of comprehensive income for each
of the periods ended April 30:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
April 30, April 30,
2000 1999 2000 1999
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net income $18,128 $17,299 $34,461 $38,879
Aggregate currency translation adjustment 572 1,319 600 1,097
------- ------- ------- -------
$18,700 $18,618 $35,061 $39,976
======= ======= ======= =======
</TABLE>
4
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BASIC AND DILUTED EARNINGS PER SHARE
The computation of basic and diluted earnings per share for the each of the
periods ended April 30 are as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
April 30, April 30,
2000 1999 2000 1999
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net income $18,128 $17,299 $34,461 $38,879
======= ======= ======= =======
Denominator for basic earnings per share --
Weighted average shares 43,701 43,792 43,897 43,792
Effect of dilutive securities - employee stock options and
unvested restricted shares 1,986 1,123 1,746 1,123
------- ------- ------- -------
Denominator for diluted earnings per share --
Weighted average shares adjusted for
Dilutive securities 45,687 44,915 45,643 44,915
======= ======= ======= =======
Earnings per common share $ .41 $ .40 $ .79 $ .89
======= ======= ======= =======
Earnings per common share - assuming dilution $ .40 $ .39 $ .76 $ .87
======= ======= ======= =======
</TABLE>
During the third quarter of fiscal 2000, options to purchase 1.3 million shares
of common stock at a range of $11.41 to $21.94 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.
CAPITAL STRUCTURE
During the third quarter of fiscal 2000, the Company repurchased 794,600 shares
of its common stock at an aggregate cost of $6.8 million. At April 30, 2000, the
Company had remaining authorization to repurchase an additional 4.2 million
shares of its common stock.
COMMITMENTS AND CONTINGENCIES
The Company is a party to personal injury and property damage litigation arising
out of incidents involving the use of its products. The Company's insurance
program for fiscal year 2000 is comprised of a self-insured retention of $7
million for domestic claims, insurance coverage of $2 million for international
claims and catastrophic coverage for domestic and international claims of $75
million in excess of the retention and international primary coverage. The
Company contracts with an independent firm to provide claims handling and
adjustment services. The Company's estimates with respect to claims are based on
internal evaluations of the merits of individual claims and the reserves
assigned by the Company's independent firm. The methods of making such estimates
and establishing the resulting accrued liability are reviewed frequently, and
any adjustments resulting therefrom are reflected in current earnings. Claims
are paid over varying periods, which generally do not exceed five years. Accrued
liabilities for future claims are not discounted.
5
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With respect to all product liability claims of which the Company is aware,
accrued liabilities of $13.7 million and $14.1 million were established at April
30, 2000 and July 31, 1999, respectively. While the Company's ultimate liability
may exceed or be less than the amounts accrued, the Company believes that it is
unlikely that it would experience losses that are materially in excess of such
reserve amounts. As of April 30, 2000 and July 31, 1999, there were no insurance
recoverables or offset implications and there were no claims by the Company
being contested by insurers.
SEGMENT INFORMATION
The Company operates in two reportable business segments - machinery, which
consists of the design, manufacture and sale of new equipment; and customer
services and support, which consists of after-sales service and support,
including parts sales, equipment rentals, used equipment sales and rebuilding
used equipment. The Company evaluates the performance of its reportable segments
based upon a number of factors including segment profit. Segment profit excludes
interest, miscellaneous income/ expense and income taxes. Intersegment sales and
transfers are accounted for at cost and are not significant.
The following table provides business segment information for each of the
periods ended April 30:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
April 30, April 30,
2000 1999 2000 1999
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Sales to unaffiliated customers:
Machinery $260,952 $181,270 $620,870 $412,322
Customer services and support 30,612 15,477 95,557 51,315
-------- -------- -------- --------
$291,564 $196,747 $716,427 $463,637
======== ======== ======== ========
Segment profit (loss):
Machinery $ 35,527 $ 29,292 $ 74,069 $ 61,202
Customer services and support 10,168 4,867 29,346 17,540
General corporate expenses (11,641) (8,606) (34,599) (23,256)
-------- -------- -------- --------
$ 34,054 $ 25,553 $ 68,816 $ 55,486
======== ======== ======== ========
</TABLE>
6
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS FOR THE THIRD QUARTERS OF FISCAL 2000 AND 1999
Sales for the third fiscal quarter ended April 30, 2000 were $291.6 million, up
$94.9 million or 48 percent from the $196.7 million reported in the year-ago
period. Growth of the aerial work platform product group accounted for $33.7
million, or 35 percent of the revenue increase, while telescopic material
handling and excavator products, acquired through the acquisition of Gradall in
June 1999, represented $61.2 million, or 65 percent of the increase. Domestic
sales for the third quarter of fiscal 2000 were $227.2, up 54 percent from the
fiscal 1999 third quarter sales of $147.4 million. International sales were
$64.4 million, up 31 percent from the comparable year-ago quarter. Customer
Service and Support sales for the third fiscal quarter were $30.6 million, up
$15.1 million or 97 percent compared to prior year quarter. The increase in
Customer Service and Support sales was attributable to sales of used equipment
obtained primarily from trade-ins of equipment in the second quarter of the
current fiscal year and sales resulting from a reduction in the Company's rental
fleet as customers exercised purchase options converting rentals to sales.
Despite the continuing pricing pressure, including the significant rise in the
value of the U.S. dollar against foreign currencies, particularly the Euro, the
gross profit percentage for the quarter was down only one-half of a percentage
point from the year-ago quarter to 21.9 percent. The gross profit margin was
favorably impacted by the success of the Company's aggressive cost-savings
programs. In addition, the Gradall products carrying profit margins that have
been historically lower than the aerial work platform products adversely
affected the gross profit margin.
The $9.8 million increase in selling, administrative and product development
costs compared to the 1999 third fiscal quarter was principally through the
acquisition of Gradall in June 1999, increased sales and service activities, and
increased bad debt. At 9.7 percent of sales, these expenses were three tenths of
a percent above the percentage for the year ago quarter.
The current year quarter includes $1.5 million in goodwill amortization
primarily due to the Gradall acquisition. The increase in interest charges of
$5.8 million was due to an increase in average borrowings to fund the Gradall
acquisition and working capital investments.
The effective tax rate of 37 percent was four percentage points higher in the
fiscal 2000 third quarter compared to the year-ago period. This increase was
primarily due to goodwill charges not being tax deductible.
RESULTS FOR THE FIRST NINE MONTHS OF FISCAL 2000 AND 1999
For the nine-month period ended April 30, 2000, sales were $716.4 million, up
$252.8 million, or 55 percent, from the $463.6 million reported in the year-ago
period. Growth of the aerial work platform product group accounted for $113.6
million, or 45 percent of the revenue increase, while telescopic material
handling and excavator products represented $139.2 million, or 55 percent of the
increase. Domestic sales for the nine months of fiscal 2000 were $539.0, up 63
percent from the fiscal 1999 nine months sales of $331.6 million. International
sales were $177.4 million, up 34 percent from the comparable year-ago period.
Customer Service and Support sales for the nine-month period were $95.5 million,
up $44.2 million or 86 percent compared to prior year period. The increase in
Customer Service and Support sales was mainly due to the same factors as
discussed in the third quarter comparison.
7
<PAGE> 10
Gross profit percentage for the nine months of fiscal 2000 was 21.7 percent,
down one percentage point from the year-ago period. The decrease was mainly due
to the same factors as discussed in the third quarter comparison.
Selling, administrative and product development costs increased $31.8 million
from the comparable year-ago nine months. The increase was mainly due to the
same factors as discussed in the third quarter comparison. At 11.4 percent of
sales, these expenses were six tenths of a percent above the percentage for the
year ago nine-month period.
The current year period includes $4.6 million in goodwill amortization and an
increase in interest charges of $14.8 million, primarily due to the same factors
as discussed in the third quarter comparison.
The effective tax rate of 37 percent was five percentage points higher in the
fiscal 2000 nine-month period compared to the year-ago period. This increase was
primarily due to goodwill charges in fiscal year 2000 not being tax deductible
and a one-time benefit attributable to certain tax incentives related to export
sales in the fiscal 1999.
FINANCIAL CONDITION
Cash used for operations was $94.4 million in the first nine months of fiscal
2000 compared to $976,000 provided from operations in the comparable period of
1999. The increase in cash used for operations in fiscal 2000 compared to fiscal
1999 was primarily due to a $152.4 million change in operating assets and
liabilities principally reflecting higher receivable and inventory levels. For
the nine months ended April 30, 2000, receivables were higher in dollar terms
and days sales outstanding due to expanded use of extended payment terms and
higher sales levels. The increase in inventory is due to the increase in sales
activity and the Company's decision to maintain sufficient inventory to match
its customers' seasonal demand.
Cash used for investing activities during the first nine months of fiscal 2000
was $14.5 million compared to $18.9 million for last year's comparable period.
The decrease relates to sales of equipment held for rental, and was partially
offset by capital expenditures at the Company's Shippensburg, Pennsylvania and
Orrville, Ohio facilities.
Cash provided from financing activities was $95.0 million for the first nine
months of fiscal 2000 compared to $219,000 for the comparable period of fiscal
1999. Increased borrowings under the existing revolving credit agreements were
used for business expansion as discussed above.
At April 30, 2000, the Company had unused credit lines totaling $97.9 million.
The Company believes that its credit lines, coupled with cash expected to be
generated by operations, to be sufficient to fund its ongoing operations,
remaining capital-related projects for fiscal 2000 and any additional purchases
on the open market of its common stock. During the third quarter of fiscal 2000,
the Company repurchased 794,600 shares of its common stock at an aggregate cost
of $6.8 million. At April 30, 2000, the Company had remaining authorization to
repurchase an additional 4.2 million shares of its common stock. Capital
expenditures for the remaining fiscal year are expected to consist of capital
projects primarily for the Shippensburg, Pennsylvania and Orrville, Ohio
facilities.
In addition to measuring its cash flow generation and usage based upon the
operating, investing, and financing classifications included in the Consolidated
Statements of Cash Flows, the Company also measures its free cash flow. Free
cash flow, a measure commonly employed by the financial community, is defined by
the Company as cash used for, or provided by, operations less capital
8
<PAGE> 11
expenditures including equipment held for rental, plus proceeds from the
disposal of assets and unrealized currency gains or losses. During the nine
months ended April 30, 2000, the Company had negative free cash flow of $108.0
million compared to negative free cash flow of $17.9 million for the
corresponding period in 1999 primarily due to the higher working capital
requirements.
The Company's exposure to product liability claims is discussed in the note
entitled Commitments and Contingencies of the Notes to Consolidated Financial
Statements of this report. Future results of operations, financial condition and
liquidity may be affected to the extent that the Company's ultimate exposure
with respect to product liability varies from current estimates.
OUTLOOK
This Outlook section and other parts of this Management's Discussion and
Analysis contain forward-looking information and involve certain risks and
uncertainties that could significantly impact expected results. Certain
important factors that, in some cases have affected, and in the future could
affect, the Company's results of operations and that could cause such future
results of operations to differ materially are described in "Cautionary
Statements Pursuant to the Securities Litigation Reform Act" which is an exhibit
to this report.
Several trends continue to mark the Company's current marketplace. The first is
the continuing growth of the rental industry, both at home and overseas. The
Company has greatly benefited from this growth, and will continue to leverage
its leadership position within this channel by introducing more and more
innovative products that will translate into increased end-user demand. The
Company's strong position as supplier-of-choice with the rental industry is
evidenced by the increasing number of outlets served by its aerial work platform
and material handler products -- reaching more than 2,300 rental outlets in the
U.S. alone. The Company has also increased its aerial work platform product
group's competitive standing worldwide compared to a year ago. Additionally,
management expects the excavator product group to benefit domestically from the
TEA-21 federal highway bill funding as well as expand its share of the
international market.
The second trend relates to the competitive pricing environment within the
rental channel. The Company's rental company customers are reporting that rental
rates are beginning to stabilize or rise. This is a welcome development for the
Company, as this pricing environment has likewise put considerable pressure on
its profitability over the past few years. While management continues to see
competitive pricing pressure in the marketplace, management believes a more
stable pricing environment is now beginning to emerge. The Company is also
having success in expanding its base beyond the major rental firms to a number
of significant industrial and maintenance customers, such as well-known building
supplies centers, as well as smaller independent rental customers.
The third trend is the seasonality of order patterns during the spring and
summer months that correspond with the Company's third and fourth fiscal
quarters. This seasonality, together with historically constrained capacity, is
a factor that management has addressed by adjusting the Company's production
plan in anticipation of the ramp-up in third and fourth quarter demand. The
Company is now able to capture orders that it may have missed in prior years.
Looking ahead with additional capacity at its new Shippensburg and Orrville
plants, the Company will have greater flexibility to optimize its production
plans to meet the acceleration of orders associated with the peak demand.
The Company's third-quarter results reflect the soundness of its growth
strategy. Management expects to build on this momentum with broadly improved
performance for the fourth fiscal quarter, translating into full-year earnings
toward the upper end or in excess of the Company's previously announced $1.20 to
$1.25 range.
9
<PAGE> 12
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to market risk from changes in interest rates and foreign
currency exchange rates, which could affect its future results of operations and
financial condition. The Company manages exposure to these risks principally
through its regular operating and financing activities.
While the Company is exposed to changes in interest rates as a result of its
outstanding debt, the Company does not currently utilize any derivative
financial instruments related to its interest rate exposure. Total short-term
and long-term debt outstanding at April 30, 2000 was $277.3 million, consisting
of $272.1 million in variable rate borrowing and $5.2 million in fixed rate
borrowing. At the current level of variable rate borrowing, a hypothetical 10
percent increase in interest rates would decrease pre-tax current year earnings
by approximately $1.9 million on an annual basis. A hypothetical 10 percent
change in interest rates would not result in a material change in the fair value
of the Company's fixed rate debt. The Company does not have a material exposure
to financial risk from using derivative financial instruments to manage its
foreign currency exposures. For additional information, reference is made to
Item 7 in the Company's annual report on Form 10-K for the fiscal year ended
July 31, 1999.
10
<PAGE> 13
Independent Accountants' Review Report
The Board of Directors
JLG Industries, Inc.
We have reviewed the accompanying condensed consolidated balance sheet of JLG
Industries, Inc. and subsidiaries as of April 30, 2000, and the related
condensed consolidated statements of income for the three-month and nine-month
periods ended April 30, 2000 and 1999 and the condensed consolidated statements
of cash flows for the nine-month periods ended April 30, 2000 and 1999. These
financial statements are the responsibility of the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data, and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with auditing standards generally accepted in the United States,
which will be performed for the full year with the objective of expressing an
opinion regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying financial statements referred to above for them to
be in conformity with accounting principles generally accepted in the United
States.
We have previously audited, in accordance with auditing standards generally
accepted in the United States, the consolidated balance sheet of JLG Industries,
Inc. as of July 31, 1999, and the related consolidated statements of income,
shareholders' equity, and cash flows for the year then ended (not presented
herein), and in our report dated September 9, 1999, we expressed an unqualified
opinion on those consolidated financial statements. In our opinion, the
information set forth in the accompanying condensed consolidated balance sheet
as of July 31, 1999, is fairly stated, in all material respects, in relation to
the consolidated balance sheet from which it has been derived.
/s/ Ernst & Young LLP
Baltimore, Maryland
May 16, 2000
11
<PAGE> 14
PART II OTHER INFORMATION
ITEMS 1-5
None/not applicable.
ITEM 6 -- EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are included herein:
4.1 Rights Agreement, dated as of May 24, 2000, between JLG
Industries, Inc. and American Stock Transfer and Trust
Company, which appears as Exhibit 1 to the Company's Form
8-A12B (File No. 0-8454 - filed May 31, 2000), is hereby
incorporated by reference
10.1 JLG Industries, Inc. Executive Severance Plan
10.2 JLG Industries, Inc. Supplemental Executive Retirement Plan
15 Letter re: Unaudited Interim Financial Information
27 Financial Data Schedule
99 Cautionary Statements Pursuant to the Securities Litigation
Reform Act
(b) The company was not required to file Form 8-K pursuant to requirements of
such form for any of the three months ended April 30, 2000.
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 who is also signing in his capacity as
principal financial officer.
JLG INDUSTRIES, INC.
(Registrant)
/s/ Charles H. Diller, Jr.
---------------------------------------
Charles H. Diller, Jr.
Executive Vice President and
Chief Financial Officer
12