SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 6, 1998 (August 6, 1998)
Date of Report (Date of earliest event reported)
DT INDUSTRIES, INC.
(Exact name of registrant as specified in charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-23400 44-0537828
(Commission File Number) (I.R.S. Employer Identification Number)
1949 East Sunshine, Suite 2-300
Springfield, MO 65804
(Address of principal executive offices)
(Zip code)
(417) 890-0102
(Registrants telephone number, including area code)
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ITEM 5. OTHER EVENTS
On August 6, 1998, DT Industries (the "Company") announced its earnings for the
quarter and fiscal year ended June 28, 1998.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Press release of the Company dated August 6, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DT INDUSTRIES, INC.
Date: August 6, 1998 by: /s/ Bruce P. Erdel
--------------------------------------
Bruce P. Erdel
Vice President - Finance and Secretary
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EXHIBIT INDEX
Page no. in
Sequential
Exhibit No. Description Numbering System
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99 Press Release of the
Company dated
August 6, 1998.
EXHIBIT 99
DT Industries, Inc.
1949 E. Sunshine
Suite 2-300
Springfield, MO 65804
NASDAQ: DTII
FOR FURTHER INFORMATION:
At the Company: At The Financial Relations Board:
Bruce P. Erdel Karl Plath Bill Schmidle
Vice President, Finance General Information Analyst Contact
417/890-0102 312/640-6738 312/640-6753
DT INDUSTRIES REPORTS 4TH-QTR NET SALES UP 27% TO $138.6 MILLION
DILUTED EPS 68 CENTS VS. 69 CENTS ON FEWER SHARES IN 1997
STRATEGIC INITIATIVES EXPECTED TO CONTRIBUTE TO STRONG SECOND HALF IN FY99
Springfield, Mo., August 6, 1998--DT Industries, Inc. (Nasdaq: DTII) today
reported fourth-quarter net income rose slightly to $8.4 million, or 68 cents
per share on a diluted basis, compared with $8.3 million, or 69 cents per
diluted share, on fewer shares outstanding a year earlier.
Net sales for the quarter ended June 28, 1998, increased 26.7 percent to
$138.6 million compared with $109.4 million for the prior-year quarter. With
$124.9 million in fourth-quarter orders, backlog totaled $224.8 million,
compared with $175.5 million the prior year.
For the year ended June 28, 1998, net income -- before a 1998 charge
related to the sale of the Knitting Elements division and extraordinary losses
related to debt refinancings in 1998 and 1997 -- was $31.7 million, or $2.55 per
diluted share, compared with $26.4 million, or $2.42 per diluted share a year
earlier. After all charges, net income was $29.7 million, or $2.40 per diluted
share, compared with $26.1 million, or $2.39 per diluted share, in fiscal 1997.
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EXPECTS SECOND-HALF STRENGTH IN FISCAL 1999
"Overall, fiscal 1998 orders were significantly affected by lesser demand
from certain significant customers in the electronics industry, a trend that is
expected to continue into fiscal 1999,"' said Stephen J. Gore, president and
chief executive officer. "Additionally, the agricultural equipment industry has
seen a decrease in demand. With agricultural equipment customers having
sufficient inventories on hand, orders for certain parts produced by the
Components Group have been delayed, resulting in the expectation of lower
first-quarter revenues with a return to expected levels later in the year.
"Athough we continued to experience softness in backlog and orders, which
we expect to be reflected in results of the next two quarters, we currently have
strong order prospects, particularly for the second half of the current fiscal
year," Gore said. "There are a number of opportunities with new customers in
high-growth industries, notably electronic products and medical devices, which
we expect to translate into much improved third and fourth quarters.
Additionally, we expect timing issues in the automotive industry to be resolved
during the beginning of the fiscal year, and we see solid growth opportunities
in that market during the year. With good order rates during the fourth quarter
of fiscal 1998 and additional opportunities, sales to the tire industry should
be strong during the year."
MEETING FISCAL 1999 CHALLENGES
"We have made significant progress in diversifying the customer base at
Mid-West Automation, the subsidiary that has been most affected by the slowdown
in sales to certain significant electronics customers," Gore said. "We met our
short-term goal of receiving orders in fiscal 1998 from targeted former and new
customers and we expect to reach our goal of doubling the active customers
Mid-West serves in fiscal 1999. Additionally, we have maintained excellent
relationships with our significant electronics customers and believe we are
poised to resume that business when order activity increases."
Gore said DT's primary focus during the year will be to increase order
activity across all business lines and to meet general industry challenges for
shorter lead times, flexibility and modularity in equipment and improved
competitive cost advantages.
"In order to accelerate our penetration into faster-growing markets and
develop product enhancements, we are budgeting increased expenditures for sales
and marketing as well as research and development," Gore said. "Although these
investments may impact short-term earnings, we consider them important steps
toward the future growth of DT Industries. We also are stepping up our efforts
to improve longer-term operating performance through continuous improvement
initiatives to target and monitor gains in productivity ratios.
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"Overall, we remain confident about DT's strong growth opportunities,"'
Gore said. "The combined effect of the recent slower order pace, the unfavorable
effect of mix on gross margins and the increased investments in sales and
research and development activities are expected to result in unfavorable
earnings comparisons for the first two quarters of results in fiscal 1999.
However, we expect significantly increased activity in the last two quarters of
the 1999 fiscal year, which should result in our achieving targeted earnings
growth of 15 percent for the second half of the year compared with the same
period a year earlier. Currently, we believe full-year diluted earnings per
share will be about equivalent to fiscal 1998 before the extraordinary and
non-recurring operating charges related to that year."
STRONG SALES IN SPECIAL MACHINES
Despite the fourth-quarter softness attributable to sales at Mid-West
Automation, the Special Machines segment reported improved results. Overall,
segment sales increased $31.6 million, with $2.2 million coming from existing
business and the balance from incremental sales from the acquired ATT business.
Especially encouraging during the fourth quarter were:
-- strong sales of tablet- and liquid-filling equipment
-- successful international expansion of DT Industries' plastics
packaging business
-- continued expansion of build-to-print business, a benefit of the
customer-diversification program and continued strong sales to current
customers
-- continued welding business growth, the result of expansion into larger
custom systems
"The Components segment continues to gain sales to customers in the
agricultural equipment and transportation industries," Gore said. "These
increases, however, were more than offset by the divestiture of the Knitting
Elements division and slightly decreased sales to customers in other industries,
resulting in a decrease of $2.4 million. As mentioned earlier, diminished orders
from the agricultural equipment industry are expected to adversely affect
first-quarter sales in the Components segment."
GROSS PROFIT INCREASES
Fourth-quarter gross profit increased $4.9 million, or 15.8 percent, to
$35.8 million. As a percent of sales, however, gross profit decreased to 25.8
percent from 28.3 percent, primarily the result of the lower margins of the
acquired ATT business. Excluding that acquisition, gross margin decreased to
27.0 percent from 28.3 percent, primarily the result of production
inefficiencies and capacity issues in the stamping and fabrication business and
lower margins on a few custom assembly system projects for the automotive
industry. In addition to these factors, increased selling, general and
administrative expenses contributed to a decrease in operating margin to 11.9
percent, or $16.5 million, from 15.2 percent, or $16.7 million, a year earlier.
The increase in SG&A expenses was primarily attributable to the acquired
business and increased commission expenses.
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CONTINUED FOCUS ON IMPROVEMENTS
"Although we face a number of challenges in fiscal 1999, we believe that
the aggressive steps we are taking both in acquiring new business and improving
the efficiency of our service to existing customers will lead to significant
gains during the second half of the year," Gore said. "As we have pointed out,
there are many exciting new opportunities on the horizon and we expect the
timing issues in several areas to be increasingly resolved as the year
progresses.
"Our overriding goals remain to diversify our end-user markets, pursue
strategically advantageous acquisitions and build additional strategic alliances
with Fortune 500 companies."
DT Industries, Inc. is a leading designer, manufacturer and integrator of
automated production systems used to assemble, test or package industrial and
consumer products. The company also produces precision metal components, tools
and dies for a broad range of industrial applications.
CERTAIN STATEMENTS INCLUDED HEREIN THAT ARE NOT HISTORICAL, PARTICULARLY
STATEMENTS ABOUT THE COMPANY'S EXPECTATIONS OR BELIEFS, ARE FORWARD-LOOKING
STATEMENTS. THE COMPANY'S ACTUAL RESULTS FOR CURRENT OR FUTURE PERIODS COULD
DIFFER MATERIALLY FROM THE EXPECTED RESULTS BECAUSE OF A VARIETY OF FACTORS,
INCLUDING ECONOMIC DOWNTURNS IN INDUSTRIES SERVED, DELAYS OR CANCELLATIONS OF
CUSTOMER ORDERS, DELAYS IN SHIPPING DATES OF PRODUCTS, COST OVERRUNS ON CERTAIN
PROJECTS, CURRENCY EXCHANGE FLUCTUATIONS AND OTHER FACTORS DESCRIBED IN THE
COMPANY'S FILINGS WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.
Financial tables follows...
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DT INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(Dollars in thousands except per share data)
<TABLE>
<CAPTION>
Three months ended Twelve Months Ended
June 28, June 29, June 28, June 29,
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales $ 138,586 $ 109,423 $ 519,342 $ 396,110
Cost of sales 102,762 78,499 380,126 285,044
------------ ------------ ------------ ------------
Gross profit 35,824 30,924 139,216 111,066
Selling, general and
administrative expenses 19,348 14,262 75,246 54,367
Loss on sale of assets of
Knitting Elements division -- -- 1,383 --
------------ ------------ ------------ ------------
Operating income 16,476 16,662 62,587 56,699
Interest expense, net 1,407 2,263 6,509 11,088
Dividends on company-obligated,
mandatorily redeemable convertible
preferred securities of subsidiary
DT Capital Trust holding solely
convertible junior subordinated
debentures of the Company 1,253 251 5,012 251
------------ ------------ ------------ ------------
Income before provision
for income taxes and
extraordinary loss 13,816 14,148 51,066 45,360
Provision for income taxes 5,409 5,894 20,182 18,979
------------ ------------ ------------ ------------
Income before extraordinary loss 8,407 8,254 30,884 26,381
Extraordinary loss on debt
refinancing less applicable
income tax benefits of $800
and $216, respectively -- -- 1,200 324
------------ ------------ ------------ ------------
Net Income $ 8,407 $ 8,254 $ 29,684 $ 26,057
============ ============ ============ ============
Basic earnings per common share:
Income before extraordinary loss $ 0.75 $ 0.73 $ 2.73 $ 2.55
Extraordinary loss -- -- 0.10 0.03
------------ ------------ ------------ ------------
Net income $ 0.75 $ 0.73 $ 2.63 $ 2.52
============ ============ ============ ============
Diluted earnings per common and
common equivalent share:
Income before extraordinary loss $ 0.68 $ 0.69 $ 2.49 $ 2.42
Extraordinary loss -- -- 0.09 0.03
------------ ------------ ------------ ------------
Net income $ 0.68 $ 0.69 $ 2.40 $ 2.39
============ ============ ============ ============
Weighted average number of
common and common equivalent
shares outstanding:
Basic 11,222,921 11,281,760 11,297,409 10,349,444
Diluted 13,527,023 12,132,626 13,621,481 10,975,119
============ ============ ============ ============
Diluted earnings per share before
the 1998 charge related to the
Knitting Elements division sale
and extraordinary losses related
to debt financing
in 1998 and 1997 $ 0.68 $ 0.69 $ 2.55 $ 2.42
</TABLE>
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DT INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
June 28, June 29,
1998 1997
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Assets
Current assets:
Cash $ 6,915 $ 2,821
Accounts receivable, net 75,634 68,538
Costs and estimated earnings in excess of
amounts billed on uncompleted contracts 66,910 51,643
Inventories, net 48,755 42,198
Prepaid expenses and other 10,122 7,051
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Total current assets 208,336 172,251
Property, plant and equipment, net 69,183 51,132
Goodwill, net 177,578 168,401
Other assets, net 6,096 3,412
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$461,193 $395,196
========= =========
Liabilities and stockholders' equity
Current liabilities:
Current portion of long-term debt $ 55 $ 1,527
Accounts payable 33,627 31,353
Customer advances 18,900 11,232
Billings in excess of costs and estimated
earnings on uncompleted contracts 2,891 7,172
Accrued liabilities 46,839 29,986
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Total current liabilities 102,312 81,270
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Long-term debt 89,956 46,978
Deferred income taxes 5,411 6,435
Other long-term liabilities 3,036 5,246
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98,403 58,659
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Commitment and contingencies
Company-obligated, mandatorily redeemable
convertible preferred securities of
subsidiary DT Capital Trust holding
solely parent's convertible subordinated
debentures 70,000 70,000
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Stockholders' equity:
Preferred stock, $0.01 par value;
1,500,000 shares authorized; no
shares issued and outstanding
Common stock, $0.01 par value;
100,000,000 shares authorized;
10,502,762 and 11,300,875 shares
issued and outstanding, respectively 113 113
Additional paid-in capital 134,478 133,370
Retained earnings 80,561 51,784
Cumulative translation adjustment (229) --
Less-
Treasury stock, at cost (873,000 shares) (24,445) --
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Total stockholders' equity 190,478 185,267
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$461,193 $395,196
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