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 March 31, 1998
or
( ) Transaction Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
for the Transition period from to
Commission File Number 0-13886
Oshkosh Truck Corporation
[Exact name of registrant as specified in its charter]
Wisconsin 39-0520270
[State or other jurisdiction of [I.R.S. Employer
incorporation or organization] Identification No.]
2307 Oregon Street, P.O. Box 2566, Oshkosh, Wisconsin 54903
[Address of principal executive offices] [Zip Code]
Registrant's telephone number, including area code (920) 235-9151
None
[Former name, former address and former fiscal year, if changed since
last report]
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
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class A Common Stock Outstanding as of May 7, 1998: 405,878
Common Stock Outstanding as of May 7, 1998: 8,012,923
<PAGE>
OSHKOSH TRUCK CORPORATION
FORM 10-Q INDEX
FOR THE QUARTER ENDED MARCH 31, 1998
Page
PART I. Financial Information
Item 1. Financial Statements
Condensed Consolidated Statements of
Income . . . . . . . . . . . . . . . . . . . . . . . . 3
Condensed Consolidated Balance Sheets . . . . . . . . . 4
Condensed Consolidated Statement of
Shareholders' Equity . . . . . . . . . . . . . . . . . 5
Condensed Consolidated Statements of
Cash Flows . . . . . . . . . . . . . . . . . . . . . . 6
Notes to Condensed Consolidated
Financial Statements . . . . . . . . . . . . . . . . . 7
Item 2. Management's Discussion and Analysis of
Consolidated Financial Condition and
Results of Operations . . . . . . . . . . . . . . . . 22
PART II. Other Information . . . . . . . . . . . . . . . . . . . 26
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
<PAGE>
<TABLE>
PART I. ITEM 1. FINANCIAL INFORMATION
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
1998 1997 1998 1997
(In thousands, except per share amounts)
<S> <C> <C> <C> <C>
Net sales $217,836 $170,465 $369,637 $320,785
Cost of sales 187,908 147,597 317,402 278,334
-------- -------- -------- --------
Gross income 29,928 22,868 52,235 42,451
Operating expenses:
Selling, general and
administrative 14,800 12,616 26,476 22,641
Engineering, research &
development 2,200 1,753 4,343 3,746
Amortization of
goodwill and other
intangibles 1,712 1,103 2,838 2,235
-------- -------- -------- --------
Total operating expenses 18,712 15,472 33,657 28,622
-------- -------- -------- --------
Income from operations 11,216 7,396 18,578 13,829
Other income (expense):
Interest expense (4,687) (3,165) (7,191) (6,723)
Interest income 369 148 534 354
Miscellaneous, net (235) (60) (163) (69)
-------- -------- -------- --------
(4,553) (3,077) (6,820) (6,438)
-------- -------- -------- --------
Income from operations
before income taxes,
equity in earnings of
unconsolidated
partnership and
extraordinary item 6,663 4,319 11,758 7,391
Provision for income
taxes 2,784 1,845 4,739 3,293
-------- -------- -------- --------
3,879 2,474 7,019 4,098
Equity in earnings of
unconsolidated
partnership, net of
income taxes of $113 177 -- 177 --
-------- -------- -------- --------
Income before
extraordinary item 4,056 2,474 7,196 4,098
Extraordinary charge for
early retirement of
debt, net of income tax
benefit of $469 (735) -- (735) --
-------- -------- -------- -------
Net income $ 3,321 $ 2,474 $ 6,461 $ 4,098
======== ======== ======== =======
Earnings per share:
Before extraordinary
item $ 0.48 $ 0.28 $ 0.86 $ 0.47
Extraordinary item (0.09) -- (0.09) --
-------- ------- ------- --------
Net income $ 0.39 $ 0.28 $ 0.77 $ 0.47
======== ======== ======= ========
Earnings per share
assuming dilution:
Before extraordinary
item $ 0.48 $ 0.28 $ 0.85 $ 0.47
Extraordinary item (0.09) -- (0.09) --
-------- ------- -------- -------
Net income $ 0.39 $ 0.28 $ 0.76 $ 0.47
======== ======= ======== =======
Cash dividends:
Class A Common Stock $0.10875 $0.10875 $0.21750 $0.21750
Common Stock $0.12500 $0.12500 $0.25000 $0.25000
</TABLE>
The accompanying notes are an integral part of these condensed
consolidated financial statements.
<PAGE>
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
March 31, September 30,
1998 1997
ASSETS (In thousands)
Current assets:
Cash and cash equivalents $ 10,555 $ 23,219
Receivables, net 81,773 81,235
Inventories 166,878 76,497
Prepaid expenses 15,728 12,884
-------- --------
Total current assets 274,934 193,835
Other long-term assets 16,728 7,727
Investment in unconsolidated partnership 12,694 --
Property, plant and equipment 162,006 127,662
Less accumulated depreciation (75,700) (72,174)
-------- --------
Net property, plant and equipment 86,306 55,488
Goodwill and other intangible assets, net 327,895 163,344
-------- --------
Total assets $718,557 $420,394
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 60,147 $ 48,220
Floor plan notes payable 24,960 --
Customer advances 48,847 30,124
Payroll-related obligations 20,236 15,157
Other current liabilities 42,212 35,221
Current maturities of long-term debt 11,500 15,000
-------- --------
Total current liabilities 207,902 143,722
Long-term debt 316,316 120,000
Other long-term liabilities 15,157 13,320
Deferred income taxes 53,081 22,452
Shareholders' equity 126,101 120,900
-------- --------
Total liabilities and shareholders'
equity $718,557 $420,394
======== ========
The accompanying notes are an integral part of these condensed
consolidated financial statements.
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
SIX MONTHS ENDED MARCH 31, 1998
(Unaudited)
<CAPTION>
Common Paid-in Retained Treasury
Stock Capital Earnings Stock Total
(In thousands)
<S> <C> <C> <C> <C> <C>
Balance at September 30,
1997 $93 $13,951 $120,085 $(12,869) $120,900
Net income -- -- 6,461 -- 6,461
Cash dividends:
Class A Common Stock -- -- (89) -- (89)
Common Stock -- -- (2,009) -- (2,009)
Purchase of Common Stock
for treasury -- -- -- (1,423) (1,423)
Exercise of stock options -- 249 -- 1,192 1,441
Issuance of stock under
incentive compensation
plan -- 398 -- 422 820
---- ------- -------- -------- --------
Balance at March 31, 1998 $93 $14,238 $124,448 $(12,678) $126,101
==== ======= ======== ======== =======
</TABLE>
The accompanying notes are an integral part of these condensed
consolidated financial
statements.
<PAGE>
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
March 31,
1998 1997
(In thousands)
Net cash provided from operating
activities $ 29,050 $14,826
Investing activities:
Acquisition of businesses, net of cash
acquired (217,954) --
Additions to property, plant and
equipment (4,355) (2,907)
Proceeds from sale of property, plant
and equipment 119 314
(Increase) decrease in other long-term
assets 1,868 (135)
-------- -------
Net cash used for investing activities (220,322) (2,728)
Net cash used for discontinued operations (811) (695)
Financing activities:
Net borrowings (repayments) of long-term debt 189,963 (9,354)
Debt issuance costs (8,479) --
Purchase of Common Stock and proceeds from
exercise of stock options, net 18 85
Dividends paid (2,083) (2,148)
-------- -------
Net cash provided from (used for) financing
activities 179,419 (11,417)
-------- -------
Decrease in cash and cash equivalents (12,664) (14)
Cash and cash equivalents at beginning
of period 23,219 127
-------- -------
Cash and cash equivalents at end of period $ 10,555 $ 113
======== =======
Supplementary disclosures:
Depreciation and amortization $ 7,398 $ 7,045
Cash paid for interest 5,171 6,059
Cash paid (received) for income taxes 6,601 (239)
The accompanying notes are an integral part of these condensed
consolidated financial statements.
<PAGE>
OSHKOSH TRUCK CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have been
prepared by Oshkosh Truck Corporation (the "Company") without audit.
However, the foregoing financial statements contain all adjustments
(consisting only of normal recurring adjustments) which are, in the
opinion of Company management, necessary to present fairly the condensed
consolidated financial statements. Certain reclassifications have been
made to the 1997 condensed consolidated financial statements to conform to
the 1998 presentation.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to the rules
and regulations of the Securities and Exchange Commission. It is
suggested that these consolidated financial statements be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's 1997 annual report to shareholders.
2. EARNINGS PER SHARE
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standard (SFAS) No. 128, "Earnings per
Share." SFAS No. 128 replaced the calculation of primary and fully
diluted earnings per share with basic and diluted earnings per share.
Unlike primary earnings per share, basic earnings per share excludes any
dilutive effects of options, warrants and convertible securities.
Earnings per share amounts for all periods have been presented, and where
appropriate, restated to conform to SFAS No. 128 requirements.
The following table sets forth the computation of basic and diluted
weighted average shares used in the denominator of the per share
calculations:
Three Months Ended Six Months Ended
March 31, March 31,
1998 1997 1998 1997
Denominator for basic
earnings per share 8,413,774 8,645,193 8,376,914 8,645,149
Effect of dilutive
options, warrants
and incentive
compensation awards 83,051 32,015 90,705 28,952
--------- --------- --------- ---------
Denominator for
dilutive earnings
per share 8,496,825 8,677,208 8,467,619 8,674,101
========= ========= ========= =========
3. INVENTORIES
Inventories consist of the following:
March 31, September 30,
1998 1997
(In thousands)
Finished products $49,593 $ 6,430
Partially finished products 61,910 36,661
Raw materials, purchased chassis,
and parts 64,316 44,455
------- -------
Inventories at FIFO cost 175,819 87,546
Less:
Progress payments on U.S.
Government contracts (441) (2,988)
Excess of FIFO cost over
LIFO cost (8,500) (8,061)
-------- -------
$166,878 $76,497
======== =======
Title to all inventories related to government contracts which provide for
progress payments vests in the government to the extent of unliquidated
progress payments.
4. ACQUISITIONS
On February 26, 1998, the Company acquired for cash all of the issued and
outstanding capital stock of McNeilus Companies, Inc. ("McNeilus") and
entered into related non-compete and ancillary agreements for a net
acquisition price of $214.4 million, including acquisition costs and net
of cash acquired. McNeilus is a leading manufacturer and marketer of
rear-discharge concrete mixers for the construction industry and refuse
truck bodies for the waste services industry in the United States.
Concurrent with the acquisition of McNeilus, the Company entered into a
senior credit facility ("Senior Credit Facility") and consummated a $100.0
million offering of 8 3/4% Senior Subordinated Notes due March 1, 2008
("Senior Subordinated Notes"). The Senior Credit Facility is comprised of
a multi-tranche term loan facility aggregating $225.0 million and a $100.0
million revolving credit facility. Proceeds from the Senior Credit
Facility and Senior Subordinated Notes were used to repay existing bank
indebtedness of the Company and to acquire McNeilus.
Also effective February 26, 1998, a subsidiary of McNeilus entered into a
general partnership created for the purpose of offering lease financing to
customers of the Company. The subsidiary of McNeilus contributed existing
lease receivables and assigned related indebtedness (on a non-recourse
basis) to the partnership.
The acquisition was accounted for using the purchase method of accounting
and, accordingly, the operating results of McNeilus are included in the
Company's consolidated statements of income since the date of
acquisition. The purchase price, including acquisition costs, was
allocated based on the estimated fair values of the assets acquired and
liabilities assumed at the date of the acquisition. Approximately $61.0
million of the purchase price was allocated to the distribution network
and other intangible assets, including non-competition agreements. The
excess of the purchase price over the estimated fair value of net assets
acquired amounted to approximately $104.7 million and has been accounted
for as goodwill.
Pro forma unaudited consolidated operating results of the Company,
assuming McNeilus had been acquired, the lease financing partnership and
the Senior Credit Facility established, the Senior Subordinated Notes
issued and existing indebtedness repaid, all as of October 1, 1997 and
1996, are summarized below:
Six Months Ended
March 31,
1998 1997
(In thousands, except
per share amounts)
Net sales $507,831 $454,225
Income before extraordinary
item $8,636 4,140
Net income 7,901 4,140
Earnings per share:
Before extraordinary item $1.03 $0.48
Net income 0.94 0.48
Earnings per share assuming
dilution:
Before extraordinary item 1.02 0.48
Net income 0.93 0.48
On December 19, 1997, the Company through its wholly-owned subsidiary,
Pierce Manufacturing Inc. ("Pierce"), acquired certain inventory,
machinery and equipment, and intangible assets of Nova Quintech, a
division of Nova Bus Corporation ("Nova Quintech") from available cash for
$3.5 million. Nova Quintech was engaged in the manufacture and sale of
aerial devices for fire trucks. Approximately $1.7 million of the
purchase price has been allocated to intangible assets, principally aerial
device designs and technology. The Nova Quintech products have been
integrated into Pierce's product line and are being manufactured at
Pierce.
5. LONG-TERM DEBT
On February 26, 1998, the Company entered into the Senior Credit Facility
and issued $100.0 million of 8 3/4% Senior Subordinated Notes due March 1,
2008 to finance the acquisition of McNeilus (see Note 4) and to refinance
a previous credit facility. The Senior Credit Facility consists of a six
year $100.0 million revolving credit facility ("Revolving Credit
Facility") and three term loan facilities ("Term Loan A", "Term Loan B",
and "Term Loan C"--collectively, the "Term Loan Facility"). Term Loan A
is for $100.0 million and matures on March 31, 2004. Term Loans B and C
each are for $62.5 million and mature on March 31, 2005 and March 31,
2006, respectively.
Term Loan A requires principal payments of $5.0 million in fiscal 1998,
$11.0 million in fiscal 1999, $13.5 million in fiscal 2000, $15.0 million
in fiscal 2001, $19.5 million in fiscal 2002 and $24.0 million in fiscal
2003, with the remaining outstanding principal amount of $12.0 million due
in fiscal 2004. Term Loan B and C each require principal payments of $.2
million per quarter through March 31, 2004 (for Term Loan B) and through
March 31, 2005 (for Term Loan C). Any remaining outstanding principal
balance on Term Loans B and C are due in quarterly installments through
March 31, 2005 and March 31, 2006, respectively.
Interest rates on borrowings under the Revolving Credit and Term Loan
Facilities are equal to the "Base Rate" (which is equal to the higher of a
bank's reference rate and the federal funds rate plus 0.5%) or the "IBOR
Rate" (which is a bank's inter-bank offered rate for U.S. dollars in off-
shore markets) plus a margin of 0.75%, 0.75%, 1.00% and 1.25% for Base
Rate loans and a margin of 2.00%, 2.00%, 2.25%, and 2.50% for IBOR Rate
loans under the Revolving Credit Facility, Term Loan A, Term Loan B, and
Term Loan C, respectively. The margins are subject to adjustment based on
whether certain financial criteria are met.
At March 31, 1998, $7.9 million of letters of credit reduced available
capacity under the Company's Revolving Credit Facility to $92.1 million.
Substantially all the tangible and intangible assets and stock of the
Company and its subsidiaries (except for certain McNeilus subsidiaries
including Nation's Casualty Insurance, Inc., McNeilus Financial Services,
Inc. and Oshkosh/McNeilus Financial Services, Inc.) are pledged as
collateral under the Senior Credit Facility. The Senior Credit Facility
includes customary affirmative and negative covenants and requires
mandatory prepayments to the extent of "excess cash flows" a defined in
the Senior Credit Facility.
The Senior Subordinated Notes were issued pursuant to an Indenture dated
February 26, 1998 (the "Indenture"), between the Company, the Subsidiary
Guarantors (as defined below) and Firstar Trust Company, as trustee. The
Indenture contains customary affirmative and negative covenants. In
addition to the Company, certain of the Company's subsidiaries, including
Pierce Manufacturing Inc., Summit Performance Systems, Inc., McNeilus
Companies, Inc., McNeilus Truck & Manufacturing, Inc., Iowa Contract
Fabricators, Inc., McIntire Fabricators, Inc., Kensett Fabricators, Inc.
and McNeilus Financial, Inc. (collectively, the "Subsidiary Guarantors")
fully, unconditionally, jointly and severally guarantee the Company's
obligations under the Senior Subordinated Notes.
6. COMMITMENTS AND CONTINGENCIES
The Company is engaged in litigation against Super Steel Products Corp.
("SSPC"), the Company's former supplier of mixer systems for forward-
discharge concrete mixer trucks under a long-term supply contract. SSPC
sued the Company in state court claiming the Company breached the
contract. The Company counterclaimed for repudiation of the contract. On
July 26, 1996, a jury returned a verdict for SSPC awarding damages
totaling $4.5 million. On October 10, 1996, the state court judge
overturned the verdict against the Company, granted judgment for the
Company on its counterclaim, and ordered a new trial for damages on the
Company's counterclaim subject to certain time and calculation
limitations. Both SSPC and the Company have appealed the state court
judge's decision as to its aspects which are adverse to them. The
Wisconsin Court of Appeals agreed to hear the case. Both parties have
filed briefs and made oral arguments. A decision is pending.
The Company currently is engaged in the arbitration of certain disputes
between the Oshkosh Florida Division and O.V. Containers, Inc. ("OV"),
which arose out of the performance of a contract to deliver 690 skeletal
container chassis. The dispute involves a warranty claim originally filed
in an arbitration forum by OV against the Company in 1992. The Company
settled the arbitration, but subsequently obtained information that the
failed chassis at the heart of the dispute were subject to misuse and
abuse and that certain information requested at the time of the
arbitration was improperly withheld. The Company filed a lawsuit in the
U.S. District Court for the Middle District of Florida seeking damages of
approximately $1.6 million. OV filed a demand for arbitration of the
matters underlying the Company's lawsuit, and successfully stayed the
Company's lawsuit pending the arbitration. OV asserted a claim in the
arbitration for alleged breach of warranty and is seeking damages of as
much as $12.0 million. The arbitration is being conducted before a three-
member panel under the commercial dispute rules of the American
Arbitration Association, and is not expected to conclude before September
1998. The Company is vigorously contesting warranty and other claims made
against it, and has asserted counterclaims against OV in excess of $2.0
million. The outcome of these matters cannot be predicted at the present
time.
As part of its routine business operations, the Company disposes of and
recycles or reclaims certain industrial waste materials, chemicals and
solvents at third party disposal and recycling facilities which are
licensed by appropriate governmental agencies. In some instances, these
facilities have been and may be designated by the United States
Environmental Protection Agency ("EPA") or a state environmental agency
for remediation. Under the Comprehensive Environmental Response,
Compensation, and Liability Act ("CERCLA") and similar state laws, each
potentially responsible party ("PRP") that contributed hazardous
substances may be jointly and severally liable for the costs associated
with cleaning up the site. Typically, PRPs negotiate a resolution with
the EPA and/or the state environmental agencies. PRPs also negotiate with
each other regarding allocation of the cleanup cost.
At the Seaboard Chemical site located in Jamestown, North Carolina, Pierce
is one of 414 PRPs participating in the costs of addressing the site and
has been assigned an allocation share of approximately 0.04%. Currently a
remedial investigation/ feasibility study is being completed, and as such,
an estimate for the total cost of the remediation of this site has not
been made to date. However, based on estimates and the assigned
allocations, the Company believes its liability at the site will not be
material and its share is adequately covered through reserves established
by the Company at March 31, 1998. Actual liability could vary based on
results of the study, the resources of other PRPs and the Company's final
share of liability.
The Company is addressing a regional trichloroethylene ("TCE") groundwater
plume on the south side of Oshkosh, Wisconsin. The
Company believes there may be multiple sources in the area. TCE was
detected in the groundwater at the Company's North Plant facility with
recent testing showing the highest concentrations in a monitoring well
located on the upgradient property line. Because the investigation
process is still ongoing, it is not possible for the Company to estimate
its long-term total liability associated with this issue at this time.
Also, as part of the regional TCE groundwater investigation, the Company
conducted a groundwater investigation of a former landfill located on
Company property. The landfill, acquired by the Company in 1972, is
approximately 2.0 acres in size and is believed to have been used for the
disposal of household waste. Based on the investigation, the Company does
not believe the landfill is one of the sources of the TCE contamination.
Based upon current knowledge, the Company believes its liability
associated with the TCE issue will not be material and is adequately
covered through reserves established by the Company at March 31, 1998.
However, this may change as investigations proceed by the Company, other
unrelated property owners, and government entities.
The Company is subject to other environmental matters and legal
proceedings and claims which arise in the ordinary course of business.
Although the final results of all such matters and claims cannot be
predicted with certainty, management believes that the ultimate resolution
of all such matters and claims, after taking into account the liabilities
accrued with respect to such matters and claims, will not have a material
adverse effect on the Company's financial condition or results of
operations. Actual results could vary, among other things, due to the
uncertainties involved in environmental investigation and remediation and
litigation.
The Company has guaranteed certain customers' obligations under deferred
payment contracts and lease purchase agreements totaling approximately $3
million at March 31, 1998. The Company is also contingently liable under
bid, performance and specialty bonds totaling $93 million and open standby
letters of credit issued by the Company's bank in favor of third parties
totaling $7.9 million at March 31, 1998.
7. CONDENSED CONSOLIDATING FINANCIAL INFORMATION
The following tables present condensed consolidating financial information
for: (a) the Company; (b) on a combined basis, the guarantors of the
Senior Subordinated Notes (which are all of the wholly-owned subsidiaries
of the Company and which are referred to as the "Subsidiary Guarantors";
provided however, the Subsidiary Guarantors does not include McNeilus
Financial Services, Inc., Oshkosh/McNeilus Financial Services, Inc., and
Nation's Casualty Insurance, Inc., which are the only non-guarantor
subsidiaries of the Company and which are collectively referred to as the
"Non-Guarantor Subsidiaries"); and (c) on a combined basis, the Non-
Guarantor Subsidiaries. Separate financial statements of the Subsidiary
Guarantors are not presented because the guarantors are jointly,
severally, and unconditionally liable under the guarantees, and the
Company believes separate financial statements and other disclosures
regarding the Subsidiary Guarantors are not material to investors.
The Company is comprised of Wisconsin and Florida manufacturing operations
and certain corporate management, information services
and finance functions. Borrowings and related interest expense
under the Senior Credit Facility and the Senior Subordinated Notes are
charged to the Company. The Company has allocated a portion of this
interest expense to Pierce Manufacturing, Inc. through a formal lending
arrangement. There are presently no management fee arrangements between
the Company and its subsidiaries.
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Balance Sheets (Unaudited)
March 31, 1998
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Cash and cash
equivalents $ 569 $ 232 $ 9,754 $ -- $ 10,555
Receivables 51,908 30,071 (206) -- 81,773
Inventory 51,270 115,608 -- -- 166,878
Prepaid expenses
and other current
assets 20,845 (7,295) 2,178 -- 15,728
-------- -------- -------- -------- -------
Total current
assets 124,592 138,616 11,726 -- 274,934
Other non-current 14,110 2,618 -- -- 16,728
Property, plant and
equipment 100,441 61,565 -- -- 162,006
Less accumulated
depreciation (71,529) (4,171) -- -- (75,700)
-------- -------- -------- --------- --------
28,912 57,394 -- -- 86,306
Investment in and
advances to:
Subsidiaries 356,523 3,169 -- (359,692) --
Partnership -- -- 12,694 -- 12,694
Intangibles -- 327,895 -- -- 327,895
-------- -------- ------- --------- --------
Total assets $524,137 $529,692 $24,420 $(359,692) $718,557
======== ======== ======= ========= ========
Accounts payable $ 31,587 $ 28,545 $ 15 $ -- $ 60,147
Floor plan notes payable -- 24,960 -- -- 24,960
Customer advances 984 47,862 1 -- 48,847
Payroll-related
obligations 7,964 12,240 32 -- 20,236
Other current
liabilities 20,272 16,263 5,677 -- 42,212
Current maturities
of long-term debt 11,250 250 -- -- 11,500
-------- -------- -------- -------- --------
Total current
liabilities 72,057 130,120 5,725 -- 207,902
Other liabilities 15,128 29 -- -- 15,157
Long-term debt 313,750 2,566 -- -- 316,316
Deferred income taxes (2,899) 36,446 19,534 -- 53,081
Investment by, and
advances from Parent -- 360,531 (839) (359,692) --
Shareholders' equity 126,101 -- -- -- 126,101
-------- -------- -------- --------- --------
Total liabilities and
shareholders' equity $524,137 $529,692 $24,420 $(359,692) $718,557
======== ======== ======== ========= ========
</TABLE>
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Balance Sheets (Unaudited)
September 30, 1997
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Cash and cash
equivalents $ 23,210 $ 9 $ -- $ -- $ 23,219
Receivables 68,059 13,176 -- -- 81,235
Inventory 44,605 31,892 -- -- 76,497
Prepaid expenses and
other current
assets 10,051 2,833 -- -- 12,884
-------- -------- -------- -------- --------
Total current
assets 145,925 47,910 -- -- 193,835
Other non-current 6,882 845 -- -- 7,727
Property, plant and
equipment 99,685 27,977 -- -- 127,662
Less accumulated
depreciation (69,415) (2,759) -- -- (72,174)
-------- -------- -------- --------- --------
30,270 25,218 -- -- 55,488
Investment in and
advances to:
Subsidiaries 138,645 -- -- (138,645) --
Partnership -- -- -- -- --
Intangibles -- 163,344 -- -- 163,344
--------- -------- -------- --------- --------
Total assets $321,722 $237,317 $ -- $(138,645) $420,394
======== ======== ======== ========= ========
Accounts payable $ 28,358 $ 19,862 $ -- $ -- $ 48,220
Floor plan notes
payable -- -- -- -- --
Customer advances 353 29,771 -- -- 30,124
Payroll-related
obligations 7,745 7,412 -- -- 15,157
Other current
liabilities 19,227 15,994 -- -- 35,221
Current maturities
of long-term debt 15,000 -- -- -- 15,000
-------- -------- -------- -------- --------
Total current
liabilities 70,683 73,039 -- -- 143,722
Other liabilities 13,266 54 -- -- 13,320
Long-term debt 120,000 -- -- -- 120,000
Deferred income taxes (3,127) 25,579 -- -- 22,452
Investment by, and
advances from
Parent -- 138,645 -- (138,645) --
Shareholders' equity 120,900 -- -- -- 120,900
-------- -------- --------- --------- ---------
Total liabilities and
shareholders'
equity $321,722 $237,317 $ -- $(138,645) $420,394
======== ======== ========= ========= =========
</TABLE>
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statement of Income
For the Three Months Ended March 31, 1998
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Sales $114,291 $103,545 $ -- $ -- $217,836
Cost of sales 100,484 87,424 -- -- 187,908
-------- -------- ------- ----- -------
Gross income 13,807 16,121 -- -- 29,928
Operating expenses:
Selling, general and
administrative 8,811 5,892 97 -- 14,800
Engineering, research
& development 1,720 480 -- -- 2,200
Amortization of
goodwill and other
intangibles -- 1,712 -- -- 1,712
------- -------- -------- -------- ---------
Total operating expenses 10,531 8,084 97 -- 18,712
------- ------- -------- -------- ---------
Income from operations 3,276 8,037 (97) -- 11,216
Other income (expense):
Interest expense (2,734) (1,773) (180) -- (4,687)
Interest income 58 91 220 -- 369
Miscellaneous, net (155) (224) 144 -- (235)
-------- -------- -------- -------- ---------
(2,831) (1,906) 184 -- (4,553)
-------- -------- -------- -------- ---------
Income from operations
before income taxes,
equity in earnings of
subsidiaries and
unconsolidated
partnership and
extraordinary item 445 6,131 87 -- 6,663
Provision for income
taxes 9 2,741 34 -- 2,784
-------- --------- --------- -------- --------
436 3,390 53 -- 3,879
Equity in earnings of
subsidiaries and
unconsolidated
partnership, net of
income taxes 3,620 -- 177 (3,620) 177
-------- -------- -------- -------- --------
Income before
extraordinary item 4,056 3,390 230 (3,620) 4,056
Extraordinary charge for
early retirement of
debt, net of income
tax benefit (735) -- -- -- (735)
-------- -------- --------- -------- --------
Net income $ 3,321 $ 3,390 $230 $(3,620) $ 3,321
======== ======== ========= ======== ========
</TABLE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statement of Income
For the Six Months Ended March 31, 1998
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Sales $205,226 $164,411 $ -- $ -- $369,637
Cost of sales 179,173 138,229 -- -- 317,402
-------- -------- ------- ------- --------
Gross income 26,053 26,182 -- -- 52,235
Operating expenses:
Selling, general and
administrative 17,135 9,244 97 -- 26,476
Engineering, research
& development 3,336 1,007 -- -- 4,343
Amortization of
goodwill and other
intangibles -- 2,838 -- -- 2,838
-------- -------- -------- -------- ---------
Total operating
expenses 20,471 13,089 97 -- 33,657
-------- -------- --------- --------- ---------
Income from operations 5,582 13,093 (97) -- 18,578
Other income (expense):
Interest expense (3,723) (3,288) (180) -- (7,191)
Interest income 154 160 220 -- 534
Miscellaneous, net (133) (174) 144 -- (163)
-------- -------- --------- -------- --------
(3,702) (3,302) 184 -- (6,820)
-------- -------- --------- -------- --------
Income from operations
before income taxes,
equity in earnings of
subsidiaries and
unconsolidated
partnership and
extraordinary item 1,880 9,791 87 -- 11,758
Provision for income
taxes 583 4,122 34 -- 4,739
-------- -------- -------- --------- ---------
1,297 5,669 53 -- 7,019
Equity in earnings of
subsidiaries and
unconsolidated
partnership, net of
income taxes 5,899 -- 177 (5,899) 177
-------- -------- -------- --------- ---------
Income before
extraordinary item 7,196 5,669 230 (5,899) 7,196
Extraordinary charge
for early retirement
of debt, net of
income tax benefit (735) -- -- -- (735)
-------- -------- -------- --------- --------
Net income $ 6,461 $ 5,669 $230 $(5,899) $ 6,461
======== ======== ======== ========= ========
</TABLE>
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statement of Income
For the Three Months Ended March 31, 1997
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Sales $113,176 $57,289 $ -- $ -- $170,465
Cost of sales 99,734 47,863 -- -- 147,597
-------- -------- -------- -------- --------
Gross income 13,442 9,426 -- -- 22,868
Operating expenses:
Selling, general and
administrative 9,571 3,045 -- -- 12,616
Engineering,
research &
development 1,512 241 -- -- 1,753
Amortization of
goodwill and other
intangibles -- 1,103 -- -- 1,103
-------- -------- -------- -------- -------
Total operating
expenses 11,083 4,389 -- -- 15,472
-------- -------- -------- -------- --------
Income from operations 2,359 5,037 -- -- 7,396
Other income
(expense):
Interest expense (1,664) (1,501) -- -- (3,165)
Interest income 35 113 -- -- 148
Miscellaneous, net (70) 10 -- -- (60)
-------- -------- -------- -------- --------
(1,699) (1,378) -- -- (3,077)
-------- -------- -------- -------- --------
Income from operations
before income taxes
and equity in
earnings of
subsidiaries 660 3,659 -- -- 4,319
Provision for income
taxes 170 1,675 -- -- 1,845
--------- --------- -------- --------- ---------
490 1,984 -- -- 2,474
Equity in earnings of
subsidiaries, net of
income taxes 1,984 -- -- (1,984) --
--------- --------- -------- --------- ---------
Net income $ 2,474 $1,984 $ -- $(1,984) $ 2,474
========= ========= ======== ========= =========
</TABLE>
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statement of Income
For the Six Months Ended March 31, 1997
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Sales $208,506 $112,279 $ -- $ -- $320,785
Cost of sales 184,159 94,175 -- -- 278,334
-------- -------- ------- ------- --------
Gross income 24,347 18,104 -- -- 42,451
Operating expenses:
Selling, general and
administrative 16,867 5,774 -- -- 22,641
Engineering,
research &
development 3,274 472 -- -- 3,746
Amortization of
goodwill and other
intangibles -- 2,235 -- -- 2,235
--------- --------- -------- --------- --------
Total operating
expenses 20,141 8,481 -- -- 28,622
--------- --------- -------- --------- --------
Income from operations 4,206 9,623 -- -- 13,829
Other income
(expense):
Interest expense (3,675) (3,048) -- -- (6,723)
Interest income 161 193 -- -- 354
Miscellaneous, net (77) 8 -- -- (69)
--------- --------- -------- --------- ---------
(3,591) (2,847) -- -- (6,438)
--------- --------- -------- --------- ---------
Income from operations
before income taxes
and equity in
earnings of
subsidiaries 615 6,776 -- -- 7,391
Provision for income
taxes 151 3,142 -- -- 3,293
--------- --------- --------- ---------- ----------
464 3,634 -- -- 4,098
Equity in earnings of
subsidiaries, net of
income taxes 3,634 -- -- (3,634) --
--------- --------- -------- --------- ---------
Net income $ 4,098 $ 3,634 $ -- $(3,634) $ 4,098
========= ========= ========= ========== ==========
</TABLE>
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statements of Cash Flows
For the Six Months Ended March 31, 1998
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Net cash provided from
operating activities $ 39,114 $(9,750) $ (314) $ -- $ 29,050
Investing activities:
Acquisition of
businesses, net of
cash acquired (225,524) (3,535) 11,105 -- (217,954)
Additions to property,
plant and equipment (1,125) (3,230) -- -- (4,355)
Investments in and
advances to
subsidiaries (13,423) 14,262 (839) -- --
Proceeds from sale of
property, plant and
equipment 96 23 -- -- 119
(Increase) decrease in
other long-term
assets (424) 2,490 (198) -- 1,868
-------- -------- -------- --------- --------
Net cash provided
(used) for
investing
activities (240,400) (10,010) 10,068 -- (220,322)
Net cash used for
discontinued
operations (811) -- -- -- (811)
Financing activities:
Net borrowings
(repayments) of
long-term debt 190,000 (37) -- -- 189,963
Debt issuance costs (8,479) -- -- -- (8,479)
Purchase of Common
Stock and proceeds
from exercise of
stock options, net 18 -- -- -- 18
Dividends paid (2,083) -- -- -- (2,083)
--------- --------- -------- -------- ---------
Net cash provided
from (used for)
financing
activities 179,456 (37) -- -- 179,419
-------- --------- -------- --------- ---------
Increase (decrease) in
cash and cash
equivalents (22,641) 223 9,754 -- (12,664)
Cash and cash
equivalents
at beginning of period 23,210 9 -- -- 23,219
-------- -------- -------- --------- ---------
Cash and cash
equivalents
at end of period $ 569 $ 232 $ 9,754 $ -- $ 10,555
======== ======== ======== ========= ========
</TABLE>
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statement of Cash Flows
For the Six Months Ended March 31, 1997
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
<S> <C> <C> <C> <C> <C>
Net cash provided from
operating activities $(1,344) $16,170 $ -- $ -- $14,826
Investing activities:
Investment in and
advances to
subsidiaries 14,696 (14,696) -- -- --
Additions to property,
plant and equipment (1,331) (1,576) -- -- (2,907)
Proceeds from sale of
property, plant and
equipment 314 -- -- -- 314
(Increase) decrease in
other long-term
assets (227) 92 -- -- (135)
-------- -------- --------- --------- --------
Net cash provided
(used) for
investing
activities 13,452 (16,180) -- -- (2,728)
Net cash used for
discontinued operations (695) -- -- -- (695)
Financing activities:
Net (repayments) of
long-term debt (9,354) -- -- -- (9,354)
Purchase of Common
Stock and proceeds
from exercise of
stock options, net 85 -- -- -- 85
Dividends paid (2,148) -- -- -- (2,148)
--------- --------- --------- --------- ---------
Net cash used for
financing
activities (11,417) -- -- -- (11,417)
--------- --------- --------- --------- ---------
Decrease in cash and cash
equivalents (4) (10) -- -- (14)
Cash and cash equivalents
at beginning of period 108 19 -- -- 127
--------- --------- --------- --------- --------
Cash and cash equivalents
at end of period $ 104 $ 9 $ -- $ -- $ 113
========= ========= ========= ========= ========
</TABLE>
<PAGE>
Item 2. Oshkosh Truck Corporation
Management's Discussion and Analysis of
Consolidated Financial Condition and Results of Operations
Results of Operations
Second Quarter 1998 Compared to 1997
Oshkosh Truck Corporation (the "Company") reported net income of $3.3
million, or $0.39 per share, on sales of $217.8 million for the second
quarter of fiscal 1998, compared to net income of $2.5 million, or $0.28
per share, on sales of $170.5 million for the second quarter of fiscal
1997. Excluding an extraordinary charge associated with the refinancing of
debt to acquire McNeilus Companies, Inc. ("McNeilus"), net income for the
second quarter would have been $4.1 million, or $0.48 per share.
Sales of commercial products increased in the second quarter of fiscal
1998 compared to the second quarter of fiscal 1997 while sales of defense
products decreased slightly. Commercial sales in the second quarter of
fiscal 1998 increased $49.1 million or 45.9% from the second quarter of
fiscal 1997 to $156.1 million. An increase of $44.7 million in sales of
construction and refuse vehicles and a $7.9 million increase in sales of
fire apparatus was partially offset by a decrease of $4.3 million in sales
of aircraft, rescue and fire fighting ("ARFF") vehicles. The acquisition
of McNeilus on February 26, 1998 accounted for $37.9 million of the
increase in sales of construction and refuse vehicles. Sales of defense
products totaled $61.7 million in the second quarter of fiscal 1998, a
decrease of $1.8 million or 2.8% as compared to the second quarter of
fiscal 1997.
Gross income in the second quarter of fiscal 1998 totaled $29.9 million or
13.7% of sales compared to $22.9 million or 13.4% of sales in the second
quarter of fiscal 1997. McNeilus contributed gross income of $6.0 million
in the second quarter of fiscal 1998.
Operating expenses totaled $18.7 million or 8.6% of sales in the second
quarter of fiscal 1998 compared to $15.5 million or 9.1% of sales in the
second quarter of fiscal 1997. Substantially all the increase in operating
expenses in the second quarter of fiscal 1998 related to the operations of
McNeilus.
Interest expense increased to $4.7 million in the second quarter of fiscal
1998 compared to $3.2 million in the second quarter of fiscal 1997. The
increase in interest expense reflects additional borrowings to finance the
acquisition of McNeilus on February 26, 1998.
The effective income tax rate for combined federal and state income taxes
for the second quarter of fiscal 1998 was 41.8% compared to 42.7% for the
second quarter of fiscal 1997. Fiscal 1998 benefitted from the reversal of
$0.2 million of income tax provisions recognized in earlier periods.
First Six Months 1998 Compared to 1997
The Company reported net income of $6.5 million, or $0.77 per share, on
sales of $369.6 million for the first six months of fiscal 1998, compared
to net income of $4.1 million, or $0.47 per share, on sales of $320.8
million for the first six months of fiscal 1997. Excluding an
extraordinary charge associated with the refinancing of debt to acquire
McNeilus, net income for the first six months of fiscal 1998 would have
been $7.2 million, or $0.86 per share.
Sales of both commercial and defense products increased in the first six
months of fiscal 1998 compared to the first six months of fiscal 1997.
Commercial sales in the first six months of fiscal 1998 increased $46.4
million or 24.4% from the first six months of fiscal 1997 to $236.6
million. An increase of $39.1 million in sales of construction and refuse
vehicles and a $13.7 million increase in sales of fire apparatus was
partially offset by a decrease of $4.0 million in sales of ARFF vehicles
and the elimination of $2.7 million of sales of commercial van trailers as
the Company exited this line of business. The acquisition of McNeilus
accounted for $37.9 million of the increase in sales of construction and
refuse vehicles. Sales of defense products totaled $133.0 million in the
first six months of fiscal 1998, an increase of $2.4 million or 1.8% as
compared to the first six months of fiscal 1997.
Gross income in the first six months of fiscal 1998 totaled $52.2 million
or 14.1% of sales compared to $42.5 million or 13.2% of sales in the first
six months of fiscal 1997. Since its acquisition on February 26, 1998,
McNeilus contributed gross income of $6.0 million. Margins for the first
six months of fiscal 1997 were adversely affected by increased warranty
costs and other costs related to the discontinuation of Oshkosh's refuse
chassis sales.
Operating expenses totaled $33.7 million or 9.1% of sales in the first six
months of fiscal 1998 compared to $28.6 million or 8.9% of sales in the
first six months of fiscal 1997. Operating expenses increased $2.9
million due to the inclusion of McNeilus since the date of acquisition.
Interest expense increased to $7.2 million in the first six months of
fiscal 1998 compared to $6.7 million in the first six months of fiscal
1997. The increase in interest expense reflects additional borrowings to
finance the acquisition of McNeilus on February 26, 1998.
The effective income tax rate for combined federal and state income taxes
for the first six months of fiscal 1998 was 40.3% compared to 44.6% for
the first six months of fiscal 1997. Fiscal 1998 benefitted from the
reversal of $0.5 million of income tax provisions recognized in earlier
periods.
Financial Condition
First Six Months of 1998
During the first six months of fiscal 1998, cash decreased by $12.7
million. Cash available at the beginning of the period of $23.2 million
and cash provided from operations during the period of $29.0 million, or a
total of $52.2 million was used primarily to fund $42.3 million of debt
repayments, the acquisition of Nova Quintech for $3.5 million, capital
additions of $4.4 million and to pay dividends of $2.1 million. The
Company borrowed approximately $342.5 million in February 1998 ($225.0
million under a multi-tranche senior term loan facility, $100.0 million of
senior subordinated notes and $17.5 million under a new $100.0 million
revolving credit facility). Borrowings of $224.0 million were utilized to
close the McNeilus acquisition ($249.5 million purchase price less cash
acquired of $35.1 million, or $214.4 million, plus restricted cash of $9.6
million), refinance $110.0 million of outstanding indebtedness under the
Company's previous credit facility and to pay $8.5 million in debt
issuance costs. In March 1998, the Company realized approximately $5.5
million from the disposition of certain McNeilus assets.
First Six Months of 1997
During the first six months of fiscal 1997, cash remained virtually
unchanged. Cash provided from operations of $14.8 million was used to
fund the repayment of long-term debt of $9.4 million, capital additions of
$2.9 million, and dividends of $2.1 million.
Liquidity and Capital Resources
The Company's primary cash requirements are expected to include working
capital, interest and principal payments on indebtedness, capital
expenditures, dividends and potentially, future acquisitions. The primary
sources of cash are expected to be cash flow from operations and
borrowings under the Company's Senior Credit Facility. Based upon current
and anticipated future operations, the Company believes that capital
resources will be adequate to meet future working capital, debt service
and other capital requirements for the foreseeable future.
Backlog
The Company's backlog as of March 31, 1998 was $477 million, compared to
$390 million at March 31, 1997. The backlog at March 31, 1998 includes
$193 million with respect to U.S. Government contracts, $173 million
related to Pierce, $54 million with respect to McNeilus and the remainder
relates to other commercial products. Most of the Company's revenues are
derived from customer orders prior to commencing production.
Year 2000
Certain of the Company's older computer programs were written using two
digits rather than four to define the applicable year. As a result, those
computer programs may misinterpret a date using "00" as the year 1900
rather than the year 2000. This could cause a system failure,
miscalculations or other disruptions in the business.
The Company maintains two primary computer systems at its Oshkosh
operations and one at its Pierce operations. The Company is planning to
install upgrades to its present computer systems at Oshkosh by December
31, 1998. At Pierce, the Company has commenced a project, with outside
consultants, to install new hardware and software by February 1, 1999, to
replace an obsolete hardware and software system. The total cost of these
projects during fiscal 1998 and 1999 is estimated at approximately $6.6
million which includes $6.3 million for the purchase of new hardware and
software that will be capitalized and $.3 million that will be expensed as
incurred. The Company believes that following the conclusions of these
projects, the year 2000 issue will not pose significant disruptions to its
business; however, if such projects are not completed on a timely basis,
the year 2000 could have a material impact on the operations of the
Company.
McNeilus has entered into an agreement with an outside consultant to
upgrade its present computer systems by August 1998. The total cost of
this upgrade, which is intended to, among other things, prevent any
disruptions related to year 2000 issues, is estimated at approximately
$400,000 and will be expensed. The Company believes that following the
conclusion of this upgrade, the year 2000 issue will not pose significant
disruptions to McNeilus' business; however, if such upgrades are not
completed on a timely basis, the year 2000 could have a material impact on
the operations of McNeilus.
<PAGE>
OSHKOSH TRUCK CORPORATION
PART II. OTHER INFORMATION
FORM 10-Q
March 31, 1998
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
At the annual meeting of shareholders held on February 2, 1998, all of the
persons nominated as directors were elected. The following table sets
forth certain information with respect to such election.
Shares
Shares Withholding Other Shares
Name of Nominee Voted For Authority Not Voted
Class A Nominees
M.W. Grebe 387,651 23 18,754
F.M. Franks 387,651 23 18,754
S.P. Mosling 387,674 0 18,754
J.P. Mosling, Jr. 387,674 0 18,754
J.W. Andersen 384,674 0 18,754
R.G. Bohn 384,674 0 18,754
K.J. Hempel 387,651 23 18,754
Common Stock Nominees
D.T. Carroll 6,791,147 47,048 2,113,542
R.G. Sim 6,790,389 47,806 2,113,542
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
(i) On February 6, 1998 the Company filed a current report on Form
8-K dated February 6, 1998 providing certain information
relating to the Company's pending acquisition of McNeilus
Companies, Inc.
(ii) On March 11, 1998 the Company filed a current report on Form 8-K
dated February 26, 1998 relating to the Company's acquisition of
McNeilus Companies, Inc.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
OSHKOSH TRUCK CORPORATION
May 15, 1998 /S/ R. G. Bohn
R. G. Bohn
President and Chief Executive Officer
(Principal Executive Officer)
May 15, 1998 /S/ C. L. Szews
C. L. Szews
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
May 15, 1998 /S/ T. J. Polnaszek
T. J. Polnaszek
Corporate Controller
(Principal Accounting Officer)
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE MARCH
31, 1988 FINANCIAL STATEMENTS INCLUDED IN THE COMPANY'S FORM 10-Q AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 10,555
<SECURITIES> 0
<RECEIVABLES> 84,210
<ALLOWANCES> 2,437
<INVENTORY> 166,878
<CURRENT-ASSETS> 274,934
<PP&E> 162,006
<DEPRECIATION> 75,700
<TOTAL-ASSETS> 718,557
<CURRENT-LIABILITIES> 207,902
<BONDS> 316,316
93
0
<COMMON> 0
<OTHER-SE> 126,008
<TOTAL-LIABILITY-AND-EQUITY> 718,557
<SALES> 369,637
<TOTAL-REVENUES> 369,637
<CGS> 317,402
<TOTAL-COSTS> 317,402
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 301
<INTEREST-EXPENSE> 7,191
<INCOME-PRETAX> 11,758
<INCOME-TAX> 4,739
<INCOME-CONTINUING> 7,019
<DISCONTINUED> 0
<EXTRAORDINARY> (735)
<CHANGES> 0
<NET-INCOME> 6,461
<EPS-PRIMARY> .77
<EPS-DILUTED> .76
</TABLE>
