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 December 31, 1999
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 January 31, 2000: 425,173
Common Stock Outstanding as of January 31, 2000: 16,202,983
<PAGE>
OSHKOSH TRUCK CORPORATION
FORM 10-Q INDEX
FOR THE QUARTER ENDED DECEMBER 31, 1999
Page
Part I. Financial Information
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Statements of Income
- Three Months Ended December 31, 1999 and 1998..........3
Condensed Consolidated Balance Sheets
- December 31, 1999 and September 30, 1999...............4
Condensed Consolidated Statement of Shareholders' Equity
- Three Months Ended December 31, 1999...................5
Condensed Consolidated Statements of Cash Flows
- Three Months Ended December 31, 1999 and 1998 .........6
Notes to Condensed Consolidated Financial Statements
- December 31, 1999......................................7
Item 2. Management's Discussion and Analysis of Consolidated
Financial Condition and Results of Operations ..........18
Item 3. Quantitative and Qualitative Disclosure of Market Risk ........24
Part II. Other Information
Item 1. Legal Proceedings .............................................25
Item 6. Exhibits and Reports on Form 8-K ..............................25
Signatures .................................................................26
2
<PAGE>
PART I. ITEM 1. FINANCIAL INFORMATION
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended
December 31,
------------------
1999 1998
---- ----
(In thousands, except
per share amounts)
Net sales $ 243,867 $ 222,693
Cost of sales 203,890 190,585
------------ ---------
Gross income 39,977 32,108
Operating expenses:
Selling, general and administrative 20,578 16,545
Amortization of goodwill and other intangibles 2,772 2,735
------------ ---------
Total operating expenses 23,350 19,280
------------ ---------
Operating income 16,627 12,828
Other income (expense):
Interest expense (5,786) (6,581)
Interest income 166 186
Miscellaneous, net 114 142
------------ ---------
(5,506) (6,253)
Income before income taxes,
equity in earnings of unconsolidated
partnership and extraordinary item 11,121 6,575
Provision for income taxes 4,740 3,000
------------ ---------
6,381 3,575
Equity in earnings of unconsolidated
partnership, net of income taxes 315 337
------------ ---------
Income before extraordinary item 6,696 3,912
Extraordinary charge for early retirement of debt,
net of income tax benefit (581) --
------------ ---------
Net income $ 6,115 $ 3,912
============ =========
Earnings per share:
Income before extraordinary item $ 0.46 $ 0.31
Extraordinary item (0.04) --
------------ ---------
Net income $ 0.42 $ 0.31
============ =========
Earnings per share assuming dilution:
Income before extraordinary item $ 0.46 $ 0.30
Extraordinary item (0.04) --
------------ ---------
Net income $ 0.42 $ 0.30
============ =========
Cash dividends:
Class A Common Stock $ 0.07500 $ 0.07250
Common Stock $ 0.08625 $ 0.08333
The accompanying notes are an integral part of these condensed
consolidated financial statements.
3
<PAGE>
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31, September 30,
1999 1999
------------ -------------
(Unaudited)
(In thousands)
ASSETS
Current assets:
Cash and cash equivalents $ 3,639 $ 5,137
Receivables, net 62,804 93,186
Inventories 231,946 198,446
Prepaid expenses 4,753 4,963
Deferred income taxes 15,050 14,558
--------- ---------
Total current assets 318,192 316,290
Investment in unconsolidated partnership 13,754 12,335
Other long-term assets 20,717 20,853
Property, plant and equipment 162,278 154,597
Less accumulated depreciation (73,024) (70,606)
--------- ---------
Net property, plant and equipment 89,254 83,991
Goodwill and other intangible assets, net 317,049 319,821
--------- ---------
Total assets $ 758,966 $ 753,290
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 74,914 $ 84,727
Floor plan notes payable 38,285 26,616
Customer advances 68,690 68,364
Payroll-related obligations 16,280 24,734
Accrued warranty 13,886 14,623
Other current liabilities 50,931 48,462
Revolving credit facility and current
maturities of long-term debt 13,057 5,259
--------- ---------
Total current liabilities 276,043 272,785
Long-term debt 159,782 255,289
Deferred income taxes 43,695 44,265
Other long-term liabilities 18,435 18,071
Commitments and contingencies -- --
Shareholders' equity 261,011 162,880
--------- ---------
Total liabilities and shareholders' equity $ 758,966 $ 753,290
========= =========
The accompanying notes are an integral part of these condensed
consolidated financial statements.
4
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
THREE MONTHS ENDED DECEMBER 31, 1999
(Unaudited)
<CAPTION>
Cost of
Common Paid-in Retained Common Stock
Stock Capital Earnings in Treasury Total
------ ------- -------- ------------ -----
(In thousands)
<S> <C> <C> <C> <C> <C>
Balance at September 30, 1999 $ 140 $ 15,997 $ 157,810 $ (11,067) $ 162,880
Net income and comprehensive
income -- -- 6,115 -- 6,115
Proceeds from Common Stock
offering, net of expenses 38 93,357 -- -- 93,395
Cash dividends:
Class A Common Stock -- -- (32) -- (32)
Common Stock -- -- (1,397) -- (1,397)
Other -- 21 -- 29 50
--------- --------- --------- --------- ---------
Balance at December 31, 1999 $ 178 $ 109,375 $ 162,496 $ (11,038) $ 261,011
========= ========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
5
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Three Months Ended
December 31,
1999 1998
---- ----
(In thousands)
<S> <C> <C>
Operating activities:
Income before extraordinary item $ 6,696 $ 3,912
Non-cash adjustments 4,202 2,798
Changes in operating assets and liabilities (5,624) (1,784)
--------------- -------------
Net cash provided from operating activities 5,274 4,926
Investing activities:
Acquisition of business (5,893) --
Additions to property, plant and equipment (3,888) (1,853)
Proceeds from sale of property, plant and equipment -- 27
Increase in other long-term assets (1,603) (1,788)
--------------- --------------
Net cash used for investing activities (11,384) (3,614)
Financing activities:
Net borrowings (repayments) under revolving credit
facility 6,000 (700)
Repayments of long-term debt (93,709) (148)
Proceeds from Common Stock offering 93,736 --
Costs of Common Stock offering (341) --
Dividends paid (1,102) (1,048)
Other 28 135
-------------- -------------
Net cash provided from (used for) financing
activities 4,612 (1,761)
-------------- -------------
Decrease in cash and cash equivalents (1,498) (449)
Cash and cash equivalents at beginning of period 5,137 3,622
-------------- -------------
Cash and cash equivalents at end of period $ 3,639 $ 3,173
============== =============
Supplementary disclosures:
Depreciation and amortization $ 5,780 $ 5,373
Cash paid for interest 4,566 4,252
Cash paid for income taxes 361 6,320
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
6
<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 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. These consolidated financial statements
should be read in conjunction with the consolidated financial statements and
notes thereto included in the Company's 1999 annual report to shareholders.
2. EARNINGS PER SHARE
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
December 31,
------------------
1999 1998
---- ----
Denominator for basic earnings per share 14,398,921 12,635,636
Effect of dilutive options and incentive
compensation awards 310,575 266,989
--------- ----------
Denominator for dilutive earnings per share 14,709,496 12,902,625
========== ==========
3. INVENTORIES
Inventories consist of the following:
December 31, September 30,
1999 1999
------------ -------------
(In thousands)
Finished products $ 64,029 $ 59,649
Partially finished products 86,753 62,047
Raw materials 96,634 89,417
--------- ---------
Inventories at FIFO cost 247,416 211,113
Less: Progress payments on U.S. government
contracts (5,270) (2,951)
Excess of FIFO cost over LIFO cost (10,200) (9,716)
--------- ---------
$ 231,946 $ 198,446
========= =========
Title to all inventories related to government contracts, which provide for
progress payments, vests with the government to the extent of unliquidated
progress payments.
7
<PAGE>
4. ACQUISITIONS
On November 1, 1999, the Company acquired the manufacturing assets of Kewaunee
Engineering Corporation ("Kewaunee") for $5.9 million in cash plus the
assumption of certain liabilities aggregating approximately $2.3 million.
Kewaunee is a fabricator of heavy-steel components for cranes, aerial devices
and other equipment. The acquisition was financed from borrowings under the
Company's senior credit facility.
The acquisition was accounted for using the purchase method of accounting and,
accordingly, the operating results of Kewaunee are included in the Company's
consolidated statements of income beginning November 1, 1999. The purchase
price, including acquisition costs, approximated the estimated fair value of the
assets acquired and liabilities assumed as of the acquisition date.
Had the acquisition occurred on October 1, 1999 or 1998, there would have been
no material pro forma impact on the Company's consolidated net sales, net income
or earnings per share in fiscal 2000 or 1999.
5. LONG-TERM DEBT
The Company has outstanding a senior credit facility and $100.0 million of 8.75%
senior subordinated notes due March 1, 2008. 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"). The outstanding balances as of December 31, 1999 on the
Revolving Credit Facility, Term Loan A, Term Loan B, and Term Loan C are $11.0
million, $32.5 million, $13.5 million, and $13.5 million, respectively.
At December 31, 1999, outstanding borrowings of $11.0 million and $6.1 million
of outstanding letters of credit reduced available capacity under the Revolving
Credit Facility to $82.9 million.
Substantially all the tangible and intangible assets of the Company and its
subsidiaries (including the stock of certain subsidiaries) 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" as 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. The Subsidiary
Guarantors fully, unconditionally, jointly and severally guarantee the Company's
obligations under the senior subordinated notes.
8
<PAGE>
6. COMMON STOCK OFFERING
On November 24, 1999, the Company sold 3,795,000 shares of its Common Stock at
$26.00 per share. Proceeds from the offering, net of underwriting discounts and
commissions, totaled $93.7 million with $93.5 million used to repay indebtedness
under the Company's senior credit facility.
Pro forma unaudited earnings per share of the Company, assuming that the net
proceeds to the Company from the offering were used to repay term debt as of
October 1, 1999 and 1998, are summarized below:
Three Months Ended
December 31,
------------------
1999 1998
---- ----
Earnings per share before extraordinary item
Basic $ 0.44 $ 0.30
Assuming dilution 0.43 0.30
Weighted average shares
Basic 16,626,421 16,430,636
Assuming dilution 16,936,996 16,697,625
7. COMMITMENTS AND CONTINGENCIES
McNeilus Companies, Inc. ("McNeilus") was a defendant in litigation, which was
commenced in 1993 prior to the acquisition of McNeilus by the Company. The
litigation, which was brought by The Heil Co. ("Heil"), a McNeilus competitor,
sought damages and claims that McNeilus infringed certain aspects of its patent.
A settlement of the matter was reached in January 2000. The settlement included
a payment to Heil, the amount of which was fully reserved for at December 31,
1999.
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 (the "Superfund" law)
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.
As to one such Superfund site, Pierce Manufacturing Inc. ("Pierce") is one of
431 PRPs participating in the costs of addressing the site and has been assigned
an allocation share of approximately 0.04%. Currently, a report of the 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 December 31, 1999. Actual
liability could vary based on
9
<PAGE>
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 at the Company's North Plant
facility with 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 that it has
established adequate reserves for the matter as of December 31, 1999. However,
this may change as investigations proceed by the Company, other unrelated
property owners, and the government.
The Company is subject to other environmental matters and legal proceedings and
claims, including patent, antitrust, product liability and state dealership
regulation compliance proceedings, that 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 litigation.
The Company has guaranteed certain customers' obligations under deferred payment
contracts and lease purchase agreements totaling approximately $1 million at
December 31, 1999. The Company is also contingently liable under bid,
performance and specialty bonds totaling approximately $132.2 million and open
standby letters of credit issued by the Company's bank in favor of third parties
totaling approximately $6.1 million at December 31, 1999.
10
<PAGE>
8. BUSINESS SEGMENT INFORMATION
<TABLE>
<CAPTION>
Three Months Ended
December 31,
------------------
1999 1998
---- ----
(in thousands)
<S> <C> <C>
Net sales to unaffiliated customers:
Commercial $ 115,394 $ 96,819
Fire and emergency 75,577 73,849
Defense 52,896 52,025
------------ -------------
Consolidated $ 243,867 $ 222,693
============ =============
Operating income (loss):
Commercial $ 9,054 $ 4,794
Fire and emergency 3,915 4,819
Defense 7,495 6,164
Corporate and other (3,837) (2,949)
------------ -------------
Consolidated operating income 16,627 12,828
Net interest expense (5,620) (6,395)
Miscellaneous other 114 142
------------ -------------
Income before income taxes, equity in earnings
of unconsolidated partnership and extraordinary
item $ 11,121 $ 6,575
============ =============
December 31, September 30,
1999 1999
------------ -------------
(in thousands)
Identifiable assets:
Commercial $ 415,318 $ 381,199
Fire and emergency 278,536 276,692
Defense 63,305 85,796
Corporate and other 1,807 9,603
------------ -------------
Consolidated $ 758,966 $ 753,290
============ =============
</TABLE>
9. 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 include all wholly-owned subsidiaries of the Company
("Subsidiary Guarantors") other than McNeilus Financial Services, Inc. and
Oshkosh/McNeilus Financial Services, Inc., which are the only non-guarantor
subsidiaries of the Company ("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 Subsidiary 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 certain Subsidiary Guarantors through
formal lending arrangements. There are no management fee arrangements between
the Company and its Non-Guarantor Subsidiaries.
11
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statements of Income
For the Three Months Ended December 31, 1999
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
(In thousands)
<S> <C> <C> <C> <C> <C>
Net sales $ 80,794 $167,714 $ -- $ (4,641) $ 243,867
Cost of sales 67,993 140,538 -- (4,641) 203,890
-------- -------- --------- --------- ---------
Gross income 12,801 27,176 -- -- 39,977
Operating expenses:
Selling, general and
administrative 8,398 12,096 84 -- 20,578
Amortization of goodwill and
other intangibles -- 2,772 -- -- 2,772
-------- -------- --------- -------- ---------
Total operating expenses 8,398 14,868 84 -- 23,350
-------- -------- --------- -------- ---------
Operating income (loss) 4,403 12,308 (84) -- 16,627
Other income (expense):
Interest expense (5,406) (1,955) -- 1,575 (5,786)
Interest income 32 1,668 41 (1,575) 166
Miscellaneous, net 8 (12) 118 -- 114
-------- -------- --------- -------- ---------
(5,366) (299) 159 -- (5,506)
--------- --------- --------- -------- ----------
Income (loss) before income taxes,
equity in earnings of
subsidiaries and unconsolidated
partnership and extraordinary
item (963) 12,009 75 -- 11,121
Provision (credit) for income taxes (366) 5,078 28 -- 4,740
--------- -------- --------- -------- ---------
(597) 6,931 47 -- 6,381
Equity in earnings of subsidiaries
and unconsolidated partnership,
net of income taxes 7,293 -- 315 (7,293) 315
-------- -------- --------- --------- ---------
Income before extraordinary item 6,696 6,931 362 (7,293) 6,696
Extraordinary charge for early
retirement of debt, net of income
tax benefit (581) -- -- -- (581)
-------- -------- --------- -------- ---------
Net income $ 6,115 $ 6,931 $ 362 $ (7,293) $ 6,115
======== ======== ========= ========= =========
</TABLE>
12
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statements of Income
For the Three Months Ended December 31, 1998
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
(In thousands)
<S> <C> <C> <C> <C> <C>
Net sales $ 76,734 $146,939 $ -- $ (980) $ 222,693
Cost of sales 66,342 125,223 -- (980) 190,585
-------- -------- --------- --------- ---------
Gross income 10,392 21,716 -- -- 32,108
Operating expenses:
Selling, general and
administrative 7,298 9,204 43 -- 16,545
Amortization of goodwill and
other intangibles -- 2,735 -- -- 2,735
-------- -------- --------- -------- ---------
Total operating expenses 7,298 11,939 43 -- 19,280
-------- -------- --------- -------- ---------
Operating income (loss) 3,094 9,777 (43) -- 12,828
Other income (expense):
Interest expense (6,184) (1,972) -- 1,575 (6,581)
Interest income 74 1,675 12 (1,575) 186
Miscellaneous, net 72 38 32 -- 142
-------- -------- --------- -------- ---------
(6,038) (259) 44 -- (6,253)
--------- --------- --------- -------- ----------
Income (loss) before income taxes
and equity in earnings of
subsidiaries and unconsolidated
partnership (2,944) 9,518 1 -- 6,575
Provision (credit) for income taxes (1,119) 4,119 -- -- 3,000
--------- -------- --------- -------- ---------
(1,825) 5,399 1 -- 3,575
Equity in earnings of subsidiaries
and unconsolidated partnership,
net of income taxes 5,737 -- 337 (5,737) 337
-------- -------- --------- --------- ---------
Net income $ 3,912 $ 5,399 $ 338 $ (5,737) $ 3,912
======== ======== ========= ========= =========
</TABLE>
13
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Balance Sheets
December 31, 1999
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
(In thousands)
<S> <C> <C> <C> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 2,168 $ 1,350 $ 121 $ -- $ 3,639
Receivables, net 28,879 38,488 (20) (4,543) 62,804
Inventories 62,428 169,518 -- -- 231,946
Prepaid expenses 3,898 855 -- -- 4,753
Deferred income taxes 4,974 6,309 3,767 -- 15,050
------- -------- ------- ---------- ----------
Total current assets 102,347 216,520 3,868 (4,543) 318,192
Investment in and advances to:
Subsidiaries 377,216 (3,926) -- (373,290) --
Unconsolidated partnership -- -- 13,754 -- 13,754
Other long-term assets 11,774 8,902 41 -- 20,717
Net property, plant and equipment 22,859 66,395 -- -- 89,254
Goodwill and other intangible
assets, net -- 317,049 -- -- 317,049
------- -------- ------- ---------- ----------
Total assets $514,196 $604,940 $17,663 $ (377,833) $ 758,966
======== ======== ======= =========== ==========
LIABILITIES AND
SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $32,902 $ 43,841 $ 35 $ (1,864) $ 74,914
Floor plan notes payable -- 40,964 -- (2,679) 38,285
Customer advances 987 67,703 -- -- 68,690
Payroll-related obligations 5,241 11,009 30 -- 16,280
Accrued warranty 6,440 7,446 -- -- 13,886
Other current liabilities 23,955 17,511 9,465 -- 50,931
Revolving credit facility and
current maturities of long-term
debt 12,798 259 -- -- 13,057
------- -------- ------- ---------- ----------
Total current liabilities 82,323 188,733 9,530 (4,543) 276,043
Long-term debt 157,702 2,080 -- -- 159,782
Deferred income taxes (4,583) 36,219 12,059 -- 43,695
Other long-term liabilities 17,743 692 -- -- 18,435
Commitments and contingencies -- -- -- -- --
Investments by and advances from
(to) parent -- 377,216 (3,926) (373,290) --
Shareholders' equity 261,011 -- -- -- 261,011
------- --------- ------- ---------- ----------
Total liabilities and shareholders'
equity $514,196 $604,940 $17,663 $ (377,833) $ 758,966
======== ======== ======= =========== ==========
</TABLE>
14
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Balance Sheets
September 30, 1999
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
(In thousands)
<S> <C> <C> <C> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 3,698 $ 1,337 $ 102 $ -- $ 5,137
Receivables, net 49,311 43,837 38 -- 93,186
Inventories 49,988 148,458 -- -- 198,446
Prepaid expenses 3,791 1,172 -- -- 4,963
Deferred income taxes 3,818 6,523 4,217 -- 14,558
--------- --------- --------- --------- ---------
Total current assets 110,606 201,327 4,357 -- 316,290
Investment in and advances to:
Subsidiaries 357,575 (7,590) -- (349,985) --
Unconsolidated partnership -- -- 12,335 -- 12,335
Other long-term assets 11,902 8,899 52 -- 20,853
Net property, plant and equipment 22,803 61,188 -- -- 83,991
Goodwill and other intangible
assets, net -- 319,821 -- -- 319,821
--------- --------- --------- --------- ---------
Total assets $ 502,886 $ 583,645 $ 16,744 $(349,985) $ 753,290
========= ========= ========= ========= =========
LIABILITIES AND
SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 34,261 $ 50,234 $ 232 $ -- $ 84,727
Floor plan notes payable -- 26,616 -- -- 26,616
Customer advances 1,669 66,695 -- -- 68,364
Payroll-related obligations 9,172 15,532 30 -- 24,734
Accrued warranty 6,785 7,838 -- -- 14,623
Other current liabilities 17,940 19,894 10,628 -- 48,462
Revolving credit facility and
current maturities of long-term
debt 5,000 259 -- -- 5,259
--------- --------- --------- --------- ---------
Total current liabilities 74,827 187,068 10,890 -- 272,785
Long-term debt 253,000 2,289 -- -- 255,289
Deferred income taxes (5,407) 36,228 13,444 -- 44,265
Other long-term liabilities 17,586 485 -- -- 18,071
Commitments and contingencies -- -- -- -- --
Investments by and advances from
(to) parent -- 357,575 (7,590) (349,985) --
Shareholders' equity 162,880 -- -- -- 162,880
--------- --------- --------- --------- ---------
Total liabilities and shareholders'
equity $ 502,886 $ 583,645 $ 16,744 $(349,985) $ 753,290
========= ========= ========= ========= =========
</TABLE>
15
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statements of Cash Flows
For the Three Months Ended December 31, 1999
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
(In thousands)
<S> <C> <C> <C> <C> <C>
Operating activities:
Income before extraordinary item $ 6,696 $ 6,931 $ 362 $ (7,293) $ 6,696
Non-cash adjustments 961 4,692 (1,451) -- 4,202
Changes in operating assets and
liabilities 7,104 (11,426) (1,302) -- (5,624)
------- -------- --------- -------- ---------
Net cash provided from (used
for) operating activities 14,761 197 (2,391) (7,293) 5,274
Investing activities:
Acquisition of business (5,893) -- -- -- (5,893)
Investments in and advances to
subsidiaries (13,748) 3,153 3,302 7,293 --
Additions to property, plant and
equipment (989) (2,899) -- -- (3,888)
Other (482) (229) (892) -- (1,603)
-------- -------- --------- -------- ---------
Net cash provided from (used
for) investing activities (21,112) 25 2,410 7,293 (11,384)
Financing activities:
Net borrowings under revolving
credit facility 6,000 -- -- -- 6,000
Repayments of long-term debt (93,500) (209) -- -- (93,709)
Proceeds from Common Stock
offering 93,736 -- -- -- 93,736
Costs of Common Stock offering (341) -- -- -- (341)
Dividends paid (1,102) -- -- -- (1,102)
Other 28 -- -- -- 28
------- ------- -------- -------- --------
Net cash provided from (used
for) financing activities 4,821 (209) -- -- 4,612
------- -------- -------- -------- --------
Increase (decrease) in cash and cash
equivalents (1,530) 13 19 -- (1,498)
Cash and cash equivalents at
beginning of period 3,698 1,337 102 -- 5,137
------- ------- -------- -------- --------
Cash and cash equivalents at end of
period $ 2,168 $ 1,350 $ 121 $ -- $ 3,639
======= ======= ======== ======== ========
</TABLE>
16
<PAGE>
<TABLE>
OSHKOSH TRUCK CORPORATION
Condensed Consolidating Statements of Cash Flows
For the Three Months Ended December 31, 1998
(Unaudited)
<CAPTION>
Subsidiary Non-Guarantor
Company Guarantors Subsidiaries Eliminations Consolidated
(In thousands)
<S> <C> <C> <C> <C> <C>
Operating activities:
Net income $ 3,912 $ 5,399 $ 338 $(5,737) $ 3,912
Non-cash adjustments (1,170) 5,690 (1,722) -- 2,798
Changes in operating assets and
liabilities (2,213) 810 (381) -- (1,784)
------- ------- -------- ------- --------
Net cash provided from (used for)
operating activities 529 11,899 (1,765) (5,737) 4,926
Investing activities:
Investments in and advances to
subsidiaries 1,384 (8,870) 1,749 5,737 --
Additions to property, plant and
equipment (462) (1,391) -- -- (1,853)
Other 26 (1,416) (371) -- (1,761)
------- ------- -------- ------- --------
Net cash provided from (used for)
investing activities 948 (11,677) 1,378 5,737 (3,614)
Financing activities:
Net repayments under revolving
credit facility (700) -- -- -- (700)
Repayments of long term debt -- (148) -- -- (148)
Dividends paid (1,048) -- -- -- (1,048)
Other 135 -- -- -- 135
------- ------- -------- ------- --------
Net cash used for financing
activities (1,613) (148) -- -- (1,761)
------- ------- -------- ------- --------
Increase (decrease) in cash and cash
equivalents (136) 74 (387) -- (449)
Cash and cash equivalents at
beginning of period 1,065 979 1,578 -- 3,622
------- ------- -------- ------- --------
Cash and cash equivalents at end of
period $ 929 $ 1,053 $ 1,191 $ -- $ 3,173
======= ======= ======== ======= ========
</TABLE>
17
<PAGE>
Item 2. Oshkosh Truck Corporation
Management's Discussion and Analysis of
Consolidated Financial Condition and Results of Operations
FORWARD-LOOKING STATEMENTS
This Management's Discussion and Analysis of Consolidated Financial Condition
and Results of Operations and other sections of this Form 10-Q contain
"forward-looking statements" that are believed to be within the meaning of the
Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact included in this report, including, without
limitation, statements regarding Oshkosh Truck Corporation's (the "Company" or
"Oshkosh") future financial position, business strategy, budgets, targets,
projected costs and plans and objectives of management for future operations are
forward-looking statements. In addition, forward-looking statements generally
can be identified by the use of forward-looking terminology such as "may",
"will", "expect", "intend", "estimates", "anticipate", "believe", "should",
"plans", or "continue", or the negative thereof or variations thereon or similar
terminology. Although the Company believes the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors that could cause
actual results to differ materially from the Company's expectations include,
without limitation, the following: (1) the cyclical nature of the concrete
placement industry; (2) the risks related to reductions or changes in government
expenditures; (3) the potential for actual costs to exceed projected costs with
long-term, fixed-price government contracts; (4) the uncertainty inherent in
government contracts; (5) the challenges of identifying, completing and
integrating future acquisitions; (6) competition; (7) disruptions in the supply
of parts or components from sole source suppliers and subcontractors; (8)
product liability and warranty claims; and (9) labor relations and market
conditions. Additional information concerning factors that could cause actual
results to differ materially from those in the forward-looking statements is
contained from time to time in the Company's SEC filings, including, but not
limited to, the Company's prospectus dated November 18, 1999 included in the
Company's Registration Statement on Form S-3 No. 333-87149. All subsequent
written and oral forward-looking statements attributable to the Company, or
persons acting on its behalf, are expressly qualified in their entirety by these
cautionary statements.
General
The major products manufactured and marketed by each of the Company's business
segments are as follows:
Commercial -- concrete mixer systems, refuse truck bodies, portable concrete
batch plants and truck components sold to commercial ready-mix companies and
commercial and municipal waste haulers in the U. S. and abroad.
Fire and emergency -- commercial and custom fire trucks, aircraft rescue and
firefighting trucks, snow removal trucks and other emergency vehicles primarily
sold to fire departments, airports and other governmental units in the U. S. and
abroad.
18
<PAGE>
Defense -- heavy-and medium-payload tactical trucks and supply parts sold to the
U. S. Military and to other militaries around the world.
Results of Operations
Analysis of Consolidated Net Sales
The following table presents net sales by business segment:
First Quarter Fiscal
2000 1999
---- ----
(in thousands)
Net sales to unaffiliated customers:
Commercial $115,394 $ 96,819
Fire and emergency 75,577 73,849
Defense 52,896 52,025
-------- --------
Consolidated total $243,867 $222,693
======== ========
First Quarter 2000 Compared to 1999
Consolidated net sales increased $21.2 million, or 9.5%, to $243.9 million for
the first quarter of fiscal 2000, compared to the first quarter of fiscal 1999.
The November 1999 acquisition of Kewaunee Engineering Corporation ("Kewaunee")
contributed 0.5% of the increase in net sales.
Commercial segment net sales increased $18.6 million, or 19.2%, to $115.4
million for the first quarter of fiscal 2000 compared to the first quarter of
fiscal 1999. Continued strong end-markets in the concrete placement industry,
the growing popularity of Oshkosh's front-discharge concrete mixer and sales,
marketing and distribution synergies created through the February 1998
acquisition of McNeilus Companies, Inc. ("McNeilus") contributed to an 18.2%
increase in concrete mixer sales for the first quarter of fiscal 2000 compared
to the first quarter of fiscal 1999. Refuse truck body sales increased 21.1% for
the first quarter of fiscal 2000 compared to the first quarter of fiscal 1999,
generally as a result of commercial waste haulers accelerating the replacement
of refuse packers in their fleets and as a result of increased sales penetration
with both commercial and municipal accounts.
Fire and emergency segment net sales increased $1.7 million, or 2.3%, to $75.6
million for the first quarter of fiscal 2000 compared to the first quarter of
fiscal 1999. Pierce Manufacturing Inc. ("Pierce") comprises a substantial
majority of the revenue of this segment. Pierce's sales increased 5.5% in the
first quarter of fiscal 2000 compared to the first quarter of fiscal 1999.
Pierce's sales were limited in the first quarter of fiscal 2000 by the late
receipt of commercial chassis from truck suppliers and by production
inefficiencies resulting from the installation of an enterprise-wide resource
planning ("ERP") system at Pierce.
Defense segment net sales increased $0.9 million, or 1.7%, to $52.9 million for
the first quarter of fiscal 2000 compared to the first quarter of fiscal 1999. A
slight decrease in defense vehicle sales was offset by an increase in parts
sales. Vehicle sales under the Medium Tactical Vehicle
19
<PAGE>
Replacement ("MTVR") contract awarded to Oshkosh in December 1998 began in the
second quarter of fiscal 2000, with sales under this contract expected to
increase throughout fiscal 2000.
Analysis of Consolidated Operating Income
The following table presents operating income by business segment:
First Quarter Fiscal
2000 1999
---- ----
(in thousands)
Operating income (loss):
Commercial $ 9,054 $ 4,794
Fire and emergency 3,915 4,819
Defense 7,495 6,164
Corporate and other (3,837) (2,949)
---------- ----------
Consolidated operating
income $ 16,627 $ 12,828
========== ==========
First Quarter Fiscal 2000 Compared to 1999
Consolidated operating income increased $3.8 million, or 29.6%, for the first
quarter of fiscal 2000 compared to the first quarter of fiscal 1999. Excluding
the impact of the November 1999 acquisition of Kewaunee, consolidated operating
income increased $3.7 million, or 28.6% compared to consolidated operating
income for the first quarter of fiscal 1999.
Commercial segment operating income increased $4.3 million, or 88.9%, for the
first quarter of fiscal 2000 compared to the first quarter of fiscal 1999.
Operating income as a percent of segment sales ("operating income margin")
increased to 7.8% of commercial segment sales for the first quarter of fiscal
2000 compared to 5.0% of commercial segment sales for the first quarter of
fiscal 1999. Increased concrete mixer unit volume and manufacturing, purchasing
and distribution synergies generated as a result of the acquisition of McNeilus
contributed to the improvement in the operating income margin.
Fire and emergency segment operating income decreased $0.9 million, or 18.8%,
for the first quarter of fiscal 2000 compared to the first quarter of fiscal
1999. The operating income margin decreased from 6.5% to 5.2% during this same
time period. Reduced operating income margins were attributable to commercial
chassis shortages from suppliers and short-term production inefficiencies
following the installation at Pierce of the final modules of a new
enterprise-wide resource planning system during the third quarter of fiscal
1999. Management believes that any lingering effects from the system conversion
were substantially resolved by the end of the first quarter of fiscal 2000.
Defense segment operating income increased $1.3 million, or 21.6%, for the first
quarter of fiscal 2000 compared to the first quarter of fiscal 1999. Operating
income margin increased to 14.2% of defense segment sales for the first quarter
of fiscal 2000 compared to 11.8% of defense segment sales for the first quarter
of fiscal 1999. Increases in higher margin parts sales, prior year pre-contract
bid-and-proposal costs on the MTVR contract and
20
<PAGE>
current year less than expected costs on the prototype Family of Medium Tactical
Vehicles ("FMTV") contract contributed to the increased operating income margins
for the first quarter of fiscal 2000 compared to the first quarter of fiscal
1999.
Corporate and other expenses increased $0.9 million to $3.8 million, or 1.6% of
consolidated net sales for the first quarter of fiscal 2000, from $2.9 million,
or 1.3% of consolidated net sales for the first quarter of fiscal 1999.
Increases in corporate expenses generally relate to increased staffing to
support the higher level of sales.
Analysis of Non-Operating Income Statement Items
First Quarter of Fiscal 2000 Compared to 1999
Interest expense decreased $0.8 million, or 12.1%, in the first quarter of
fiscal 2000 compared to the first quarter of fiscal 1999. Lower interest expense
resulted from the prepayment of $93.5 million of term debt from proceeds of the
Company's November 24, 1999 public offering of Common Stock.
The effective tax rate for combined federal and state income taxes for the first
quarter of fiscal 2000 was 42.6% compared to 45.6% in the first quarter of
fiscal 1999. The Company's effective income tax rate was 38% in the first
quarter of fiscal 2000 and 1999 excluding the impact of $1.3 million of
nondeductible goodwill.
Equity in earnings of an unconsolidated partnership of $0.3 million in the first
quarter of fiscal 2000 and fiscal 1999 represents the equity in earnings of the
Company's interest in its lease financing partnership.
The $0.6 million extraordinary charge in the first quarter of fiscal 2000
represents the write-off of deferred financing costs for that portion of debt
prepaid during the quarter.
Financial Condition
First Quarter of Fiscal 2000
During the quarter, cash decreased by $1.5 million to $3.6 million at December
31, 1999. Cash provided from operating activities of $5.3 million was used to
fund capital expenditures of $3.9 million, increase long-term assets by $1.6
million and pay dividends of $1.1 million. Net borrowings of $6.0 million during
the quarter were used to fund the acquisition of Kewaunee for $5.9 million. In
November 1999, the Company completed a public offering of 3,795,000 shares of
Common Stock at $26.00 per share, before commissions and expenses. Proceeds to
the Company, net of underwriting discounts and commissions, were used to prepay
$93.5 million of term debt under the Company's senior credit facility. The
Company's debt-to-capital ratio at December 31, 1999 was 39.8%. During the
quarter, inventory increased $33.5 million, including $27.0 million in the
commercial segment as a result of seasonal build requirements. Fire and
emergency inventories increased $9.9 million during the quarter, generally as a
result of commercial chassis and systems-related production inefficiencies at
Pierce.
21
<PAGE>
Defense segment inventories were down slightly due to timing of inventory
purchases. Increases in inventory were offset by reductions in defense
receivables ($19.5 million reduction) related to one-time accelerated payments
by the U.S. government to minimize Year 2000 concerns and a $11.7 million
increase in floor plans notes payable related to commercial segment chassis
purchases.
First Quarter of Fiscal 1999
During the quarter, cash decreased by $0.4 million to $3.2 million at December
31, 1998. Cash provided from operating activities of $4.9 million was used
primarily to fund $0.1 million of debt repayments, a $0.7 million reduction in
borrowings under the Company's revolving credit facility, capital additions of
$1.9 million and to pay dividends of $1.0 million.
Liquidity and Capital Resources
The Company had $82.9 million of unused availability under the terms of its
revolving credit facility as of December 31, 1999. The Company's primary cash
requirements 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.
As indicated above, in November 1999, the Company completed the sale of
3,795,000 shares of Common Stock. Proceeds to the Company, net of underwriting
discounts and commissions, were used to prepay $93.5 million of term
indebtedness under the Company's senior credit facility. In addition, the
Company purchased the manufacturing assets of Kewaunee. The Kewaunee acquisition
was financed through borrowings under the Company's revolving credit facility.
The senior credit facility requires prepayment of indebtedness to the extent of
"excess cash flows" as defined in the senior credit agreement. Based upon
current and anticipated future operations, management believes that capital
resources will be adequate to meet future working capital, debt service and
other capital requirements for fiscal 2000, including the working capital
requirements associated with the start-up of production under the MTVR contract
and the acquisition of Kewaunee. There can be no assurance, however, that the
Company will generate cash flow that, together with the other sources of
capital, will enable it to meet those requirements.
The Company's cash flow from operations has fluctuated, and will likely continue
to fluctuate, significantly from quarter to quarter due to changes in working
capital arising principally from seasonal fluctuations in sales.
Capital expenditures are expected to approximate $20 million in fiscal 2000 and
$15 million in fiscal 2001. Fiscal 2000 capital expenditures include
approximately $4 million of an $8 million expansion of the Company's production
facilities in Oshkosh. The remaining $4 million of the expansion will be
incurred early in fiscal 2001.
22
<PAGE>
New Accounting Standards
The Financial Accounting Standards Board ("FASB") issued Statement of Financial
Accounting Standards ("SFAS") No. 133, "Accounting for Derivative Instruments
and Hedging Activities," which was amended by SFAS No. 137. Provisions of these
standards are required to be adopted in years beginning after June 15, 2000.
Because of the Company's minimal use of derivatives, management does not
anticipate that the adoption of the new statement will have a significant effect
on the Company's financial condition, profitability or cash flows.
Customers and Backlog
Sales to the U. S. Department of Defense comprised approximately 22% of the
Company's net sales in the first quarter of fiscal 2000. No other single
customer accounted for more than 10% of the Company's net sales for this period.
A substantial majority of the Company's net sales are derived from customer
orders prior to commencing production.
The Company's backlog at December 31, 1999 increased 17.8% to $558.7 million
compared to $474.4 million at December 31, 1998. Commercial segment backlogs
increased by $19.0 million or 10.8% to $195.4 million at December 31, 1999
compared to December 31, 1998. Fire and emergency segment backlog increased
$31.4 million or 17.3% to $213.3 million at December 31, 1999 compared to
December 31, 1998. The defense segment backlog increased by $33.9 million or
29.2% to $150.0 million at December 31, 1999 compared to December 31, 1998.
Approximately 10% of the December 31, 1999 backlog is not expected to be filled
in fiscal 2000.
Reported backlog excludes purchase options and announced orders for which
definitive contracts have not been executed. Additionally, backlog excludes
unfunded portions of the U. S. Department of Defense long-term family and MTVR
contracts. Backlog information and comparisons thereof as of different dates may
not be accurate indicators of future sales or the ratio of the Company's future
sales to the U. S. Department of Defense versus its sales to other customers.
Year 2000
As described in the Company's 1999 Annual Report, the Company commenced a
corporate-wide Year 2000 project in 1997 to address issues related to the Year
2000 problem. As of the date of this Form 10-Q, the Company has not experienced
any material business disruptions as a result of Year 2000 issues arising from
its systems nor is it aware of any material Year 2000 related business
disruptions impacting its material third-party suppliers, service providers and
customers. While no such issues have developed as of the date of this Form 10-Q,
it is possible that Year 2000 issues may still arise. The Company will continue
to monitor Year 2000 considerations and work diligently to remediate any Year
2000 issues that arise.
To the extent that either the Company or third parties may have any ongoing Year
2000 issues that arise at a later date, the Company has contingency plans in
place to address any such material issues. However, the Company cannot be
certain that it will not suffer business interruptions, either
23
<PAGE>
due to its own Year 2000 issues that may develop or those of its third-party
suppliers, services providers and customers. Accordingly, there can be no
assurance that the Company or any third parties will not have ongoing Year 2000
issues that may have a material adverse effect on the Company's business,
results of operations or financial condition in the future.
The total estimated capital costs of the Company's Year 2000 project, which
would have been incurred regardless of Year 2000 issues and which had the
incidental consequence of Year 2000 readiness, were $9.7 million. The Company
incurred an additional $1.0 million in period costs since inception of the Year
2000 project, which amounts were expensed as incurred. The Company does not
expect any additional Year 2000 costs in fiscal 2000.
Item 3. Quantitative and Qualitative Disclosure of Market Risk
The Company's quantitative and qualitative disclosures about market risk for
changes in interest rates and foreign exchange risk are incorporated by
reference in Item 7A of the Company's Annual Report on Form 10-K for the year
ended September 30, 1999 and have not materially changed since that report was
filed.
24
<PAGE>
OSHKOSH TRUCK CORPORATION
PART II. OTHER INFORMATION
FORM 10-Q
DECEMBER 31, 1999
ITEM 1 LEGAL PROCEEDINGS
None.
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
Current Report on Form 8-K dated October 25, 1999, reporting the
announcement of the Company's earnings for the fourth quarter and the
fiscal year ended September 30, 1999.
Current Report on Form 8-K dated November 2, 1999, reporting the
announcement of the Company's acquisition of manufacturing assets of
Kewaunee Engineering Corporation.
25
<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
February 11, 2000 /S/ R. G. Bohn
--------------------------------------------
R. G. Bohn
Chairman, President and
Chief Executive Officer
(Principal Executive Officer)
February 11, 2000 /S/ C. L. Szews
--------------------------------------------
C. L. Szews
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
February 11, 2000 /S/ T. J. Polnaszek
--------------------------------------------
T. J. Polnaszek
Vice President and Controller
(Principal Accounting Officer)
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL
STATEMENTS OF OSHKOSH TRUCK CORPORATION AS OF AND FOR THE THREE MONTHS ENDED
DECEMBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-START> OCT-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 3,639
<SECURITIES> 0
<RECEIVABLES> 65,145
<ALLOWANCES> 2,341
<INVENTORY> 231,946
<CURRENT-ASSETS> 318,192
<PP&E> 162,278
<DEPRECIATION> 73,024
<TOTAL-ASSETS> 758,966
<CURRENT-LIABILITIES> 276,043
<BONDS> 159,782
0
0
<COMMON> 178
<OTHER-SE> 260,833
<TOTAL-LIABILITY-AND-EQUITY> 758,966
<SALES> 243,867
<TOTAL-REVENUES> 243,867
<CGS> 203,890
<TOTAL-COSTS> 203,890
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 50
<INTEREST-EXPENSE> 5,786
<INCOME-PRETAX> 11,121
<INCOME-TAX> 4,740
<INCOME-CONTINUING> 6,696
<DISCONTINUED> 0
<EXTRAORDINARY> (581)
<CHANGES> 0
<NET-INCOME> 6,115
<EPS-BASIC> 0.42
<EPS-DILUTED> 0.42
</TABLE>
