SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
---------
QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED January 31, 1995 COMMISSION FILE NUMBER 1-9235
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THOR INDUSTRIES, INC.
- - -------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 93-0768752
------------------------------- ----------------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
419 West Pike Street, Jackson Center, OH 45334
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (513) 596-6849
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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
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Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at 1/31/95
----- ----------------------
Common stock, par value 8,911,708 shares
$.10 per share
<PAGE>
THOR INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
---------------------------
<TABLE>
<CAPTION>
ASSETS
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(Unaudited)
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January 31, 1995 July 31, 1994
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<S> <C> <C>
Current assets:
Cash and cash equivalents $5,355,301 $13,563,673
Accounts receivable:
Trade 34,840,878 37,899,248
Other 779,581 783,628
Inventories 58,516,220 47,879,742
Prepaid expenses 2,000,489 1,922,821
----------- -----------
Total current assets 101,492,469 102,049,112
----------- -----------
Property:
Land 1,049,676 981,596
Buildings and improvements 8,717,963 7,500,360
Machinery and equipment 11,757,902 10,687,411
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Total cost 21,525,541 19,169,367
Accumulated depreciation and amortization 8,618,534 7,810,159
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Property, net 12,907,007 11,359,208
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Other assets:
Goodwill 15,551,371 15,855,565
Non compete 5,035,641 5,452,089
Trademarks 2,954,174 3,104,174
Other 4,459,037 4,625,676
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Total other assets 28,000,223 29,037,504
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TOTAL ASSETS $142,399,699 $142,445,824
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Notes payable $7,600,000 $ -
Accounts payable 17,399,618 25,196,395
Accrued liabilities:
Taxes - 1,854,428
Compensation and related items 7,059,490 11,777,688
Product warranties 4,039,457 4,004,992
Other 2,839,548 2,660,704
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Total current liabilities 38,938,113 45,494,207
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Other liabilities 1,128,632 1,028,632
Stockholders' equity:
Common stock - authorized 10,000,000 shares;
issued 9,099,247 shares @ 1/31/95 and 9,099,247
shares @ 7/31/94; par value of $.10 per share 909,925 909,925
Additional paid in capital 25,105,120 25,105,120
Foreign currency translation (1,093,040) (928,454)
Retained earnings 79,322,236 71,865,542
Cost of treasury shares 187,539 shares @ 1/31/95;
142,739 shares @ 7/31/94 (1,911,287) (1,029,148)
----------- -----------
Total stockholders' equity 102,332,954 95,922,985
----------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $142,399,699 $142,445,824
============ ============
</TABLE>
See notes to consolidated financial statements
<PAGE>
THOR INDUSTRIES, INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED INCOME
FOR THE THREE MONTHS AND SIX MONTHS ENDED JANUARY 31, 1995 AND 1994
-------------------------------------------------------------------
<TABLE>
<CAPTION>
THREE MONTHS ENDED JANUARY 31 SIX MONTHS ENDED JANUARY 31
----------------------------- ---------------------------
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $114,369,627 $90,782,735 $253,539,482 $218,985,151
Cost of products sold 101,074,660 78,639,910 220,808,887 189,092,540
----------- ---------- ----------- -----------
Gross profit 13,294,967 12,142,825 32,730,595 29,892,611
Selling, general, and
administrative expenses 9,426,671 8,574,851 19,428,820 17,168,209
--------- --------- ---------- ----------
Operating income 3,868,296 3,567,974 13,301,775 12,724,402
Interest income 128,761 93,512 294,692 194,194
Interest expense (104,133) (58,684) (132,229) (131,952)
Other expense (283,508) (138,560) (406,505) (193,816)
--------- --------- --------- ---------
Income before income taxes 3,609,416 3,464,242 13,057,733 12,592,828
Provision for income taxes 1,400,997 1,499,772 5,065,842 5,278,928
--------- --------- --------- ---------
Net income $2,208,419 $1,964,470 $7,991,891 $7,313,900
========== ========== ========== ==========
Average common shares outstanding 8,917,965 8,897,255 8,925,606 8,895,436
--------- --------- --------- ---------
Earnings per common share $.25 $.22 $.90 $.82
==== ==== ==== ====
Dividends paid per common share $.03 $.03 $.06 $.06
==== ==== ==== ====
</TABLE>
See notes to consolidated financial statements
<PAGE>
THOR INDUSTRIES, INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED CASH FLOWS
FOR THE SIX MONTHS ENDED JANUARY 31, 1995 AND 1994
--------------------------------------------------
(Unaudited)
-----------
1995 1994
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Cash flows from operating activities:
Net income $7,991,891 $7,313,900
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation 953,906 869,758
Amortization 1,340,640 1,339,776
Changes in non cash assets and liabilities
- - ------------------------------------------
Accounts receivable 3,041,287 421,115
Inventories (10,706,314) (3,189,992)
Prepaid expenses and other (433,517) (277,791)
Accounts payable (7,785,105) (4,092,553)
Accrued liabilities (6,250,167) (3,506,266)
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Net cash used in operating activities (11,847,379) (1,122,053)
- - ------------------------------------- ------------ -----------
Cash flows from investing activities:
Purchase of property, plant & equipment (2,488,121) (1,642,393)
Disposals of property, plant & equipment 30,794 31,300
----------- -----------
Net cash used in investing activities (2,457,327) (1,611,093)
- - ------------------------------------- ----------- -----------
Cash flows from financing activities:
Cash dividends (535,197) (533,718)
Net proceeds from notes payable 7,600,000 1,106,000
Purchase of treasury stock (882,139) -
Proceeds from issuance of common stock - 58,051
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Net cash provided by financing activities 6,182,664 630,333
- - ----------------------------------------- --------- -------
Effect of exchange rate changes on cash (86,330) (284,515)
----------- -----------
Net decrease in cash and equivalents (8,208,372) (2,387,328)
Cash and equivalents, beginning of year 13,563,673 10,615,450
---------- ----------
Cash and equivalents, end of period $5,355,301 $8,228,122
========== ==========
Supplemental cash flow information:
Income taxes paid $5,579,081 $5,204,408
Interest paid 132,229 131,952
See notes to consolidated financial statements
<PAGE>
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
---------------------
Quarter Ended January 31, 1995 vs.
Quarter Ended January 31, 1994
- - ---------------------------------
Net sales for the quarter totaled $114,369,627, up 26% from
$90,782,735 in the same period last year. Primarily as a result of
higher sales, income before income taxes rose 4.2% to $3,609,416
compared to $3,464,242 in the same period last year.
Recreation vehicle revenues of $91,968,047 were 27.4% higher than last
year and were 80.4% of total company revenues compared to 79.5% last
year. Bus product revenues of $22,401,580 were 20.7% higher than last
year and were 19.6% of total company revenues compared to 20.5% last
year.
Manufacturing gross profit decreased to 11.6% of sales from 13.4% last
year. This decrease in gross margin percentage was due primarily to
increased material cost and highly competitive product pricing.
Operating income totaled $3,868,296, up 8.4% from $3,567,974 in the
same period last year. Selling and administrative expenses decreased
as a percentage of sales from 9.4% to 8.2% due primarily to increased
revenues.
Interest income increased by $35,249 and interest expense increased by
$45,449 due to increased interest rates and increases in short term
borrowings respectively.
The combined income tax rate was 38.8% compared to 43.3% last year.
This decrease is due primarily to favorable utilization of foreign tax
credits.
Six Months Ended January 31, 1995 vs.
Six Months Ended January 31, 1994
- - ------------------------------------
Net sales for the six months totaled $253,539,482, up 15.8% from
$218,985,151 in the same period last year. Primarily as a result of
higher sales, income before income taxes rose 3.7% to $13,057,733
compared to $12,592,828 in the same period last year.
Recreation vehicle revenues of $208,957,107 were 15.7% higher than
last year and were 82.4% of total company revenues compared to 82.5%
last year. Bus product revenues of $44,582,372 were 16.2% higher than
last year and were 17.6% of total company revenues compared to 17.5%
last year.
Manufacturing gross profit decreased to 12.9% of sales from 13.7% last
year. This decrease in gross margin percentage was due primarily to
increased material cost and highly competitive product pricing.
Operating income totaled $13,301,775, up 4.5% from $12,724,402 in the
same period last year. Selling and administrative expenses decreased
as a percentage of sales from 7.8% to 7.7% due primarily to increased
revenues.
Interest income increased by $100,498 and interest expense increased
by $277 due to higher interest rates.
The combined income tax rate was 38.8% compared to 41.9% last year.
This decrease is due primarily to favorable utilization of foreign tax
credits.
<PAGE>
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
---------------------
(Continued)
Financial Condition and Liquidity
- - ---------------------------------
As of January 31, 1995, Thor had $5,355,301 in cash and cash
equivalents, compared to $13,563,673 on July 31, 1994.
Working capital at January 31, 1995 was $62,554,356 compared to
$56,554,905 at July 31, 1994. Inventory valued at current cost at
January 31, 1995 exceeded the LIFO inventory by $1,747,852.
The Company currently has a $20,000,000 revolving line of credit with
Harris Trust and Savings Bank and Bank One. The amount borrowed under
this line as of January 31, 1995 was $7,600,000 The loan agreement
contains certain covenants, including restrictions on additional
indebtedness, and the Company must maintain certain financial ratios.
The line of credit bears interest at negotiated rates at or below
prime and expires on November 30, 1995. The Company had no long term
debt as of January 31, 1995.
The Board of Directors authorized the Chairman or Vice Chairman to
purchase, from time to time, up to $5 million of Thor common stock in
the open market or other transactions, at their discretion. Such
repurchase may be suspended at any time without notice.
The Company believes that internally generated funds and the revolving
credit agreement already in place will be sufficient to meet current
operating needs and anticipated capital requirements. The Company
does not anticipate significant capital expenditures for fiscal 1995.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
1. The accompanying consolidated financial statements, which are
unaudited, reflect all adjustments consisting of only normal
recurring adjustments, which are, in the opinion of management,
necessary to present fairly the consolidated operating results for
such unaudited periods.
2. Major classifications of inventories are:
(Unaudited)
-----------
January 31, 1995 July 31, 1994
---------------- -------------
Raw materials $39,996,810 $34,487,270
Work in process 10,814,936 11,008,602
Finished goods 9,452,326 3,976,722
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Total 60,264,072 49,472,594
Less excess of FIFO costs
over LIFO costs 1,747,852 1,592,852
----------- -----------
Total inventories $58,516,220 $47,879,742
=========== ===========
PART II
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
Annual Meeting of Shareholders on December 5, 1994
Matters Voted on by Shareholders:
---------------------------------
1.) Election of Director: Alan Siegel
2.) Amendment to Company's Restated Certificate of
Incorporation increasing authorized shares of
common stock.
3.) Approval and ratification on an indemnity agreement
between the Company and its Directors and Officers.
Results of Voting by Shareholders:
----------------------------------
For Against Abstain
--- ------- -------
Item 1 7,426,969 127,504 10,927
Item 2 6,074,266 1,369,221 121,913
Item 3 7,020,251 293,867 251,282
<PAGE>
SIGNATURES
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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.
THOR INDUSTRIES, INC.
(Registrant)
DATE 3/7/95 Wade F.B. Thompson
------------------ -----------------------------------
Wade F. B. Thompson
Chairman of the Board, President
and Chief Executive Officer
DATE 3/7/95 Walter L. Bennett
------------------ -----------------------------------
Walter L. Bennett
Senior Vice President
Secretary (Chief Accounting Officer)
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<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUL-31-1995
<PERIOD-END> JAN-31-1995
<CASH> 5355301
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<RECEIVABLES> 35620459
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<INVENTORY> 58516220
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<TOTAL-ASSETS> 142399699
<CURRENT-LIABILITIES> 38938113
<BONDS> 0
<COMMON> 909925
0
0
<OTHER-SE> 101423029
<TOTAL-LIABILITY-AND-EQUITY> 142399699
<SALES> 253539482
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<CGS> 220808887
<TOTAL-COSTS> 240237707
<OTHER-EXPENSES> 406505
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (162463)
<INCOME-PRETAX> 13057733
<INCOME-TAX> 5065842
<INCOME-CONTINUING> 7991891
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</TABLE>
