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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): OCTOBER 15, 1999
TOWER AUTOMOTIVE, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
1-12733 41-1746238
(Commission File Number) (I.R.S. Employer Identification No.)
4508 IDS CENTER, MINNEAPOLIS, MINNESOTA 55402
(Address of Principal Executive Offices) (Zip Code)
(612) 342-2310
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. OTHER EVENTS
On October 15, 1999, the Registrant issued a press release disclosing
its third quarter operating results. A copy of this press release is attached
hereto as Exhibit 99.1 and is hereby incorporated by reference.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(c) EXHIBITS
Press release dated October 15, 1999 - Tower Automotive
Announces Increased Revenues, Operating Income and Net
Income for the Third Quarter Ended September 30, 1999
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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 thereunto duly authorized.
TOWER AUTOMOTIVE, INC.
Date: November 4, 1999 By: /s/ Anthony A. Barone
---------------------------------------
Name: Anthony A. Barone
Title: Vice President and Chief Financial
Officer (Principal Accounting and
Financial Officer)
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EXHIBIT 99.1
DATE: October 15, 1999
FROM: FOR:
Padilla Speer Beardsley Inc. Tower Automotive, Inc.
224 Franklin Avenue West 4508 IDS Center
Minneapolis, Minnesota 55404 Minneapolis, Minnesota 55402
John Mackay (612) 871-8877 Scott Rued (612) 342-2310
FOR IMMEDIATE RELEASE
TOWER AUTOMOTIVE ANNOUNCES INCREASED REVENUES, OPERATING INCOME AND NET
INCOME FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 1999
MINNEAPOLIS, October 15 -- Tower Automotive, Inc. (NYSE: TWR), today
announced increased operating results for the third quarter and nine months
ended September 30, 1999.
For the third quarter of 1999, revenues were $536 million, a 20
percent increase, compared with $445 million in the 1998 period. Operating
income increased 20 percent to $48 million versus $40 million reported last
year. Net income for the third quarter of 1999 was $24 million, or 44 cents
per diluted share outstanding, versus $18 million, or 36 cents per diluted
share, in the comparable 1998 period.
For the nine months ended September 30, 1999, revenues were $1,565
million, a 14 percent increase, compared with $1,368 million in the same
period for 1998. Operating income rose 29 percent to $161 million from $125
million reported last year. Net income for the nine months ended September
30, 1999 was $84 million, or $1.52 per diluted share outstanding, versus $61
million, or $1.18 per diluted share, in the comparable 1998 period.
In commenting on third-quarter and nine-months results, Dugald K.
Campbell, president and chief executive officer of Tower Automotive, said,
"Strong sales growth for the quarter and the first nine months of 1999
continues to provide solid contributions resulting in increases in both gross
and operating margins compared with a year ago. During the quarter, the
company experienced significant launch activity including new platform
launches on the Ford Excursion, Focus and Lincoln LS/Jaguar S Type, Toyota
Camry and Tundra, Nissan Xterra and the new Quad Cab Dakota based on the
Chrysler Durango/Dakota platforms. Traditional excess costs normally incurred
during launch were mitigated by continued operating improvement."
(more)
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On July 29, 1999, the company acquired all of the outstanding common
stock of Active Tool & Manufacturing Co., Inc., and its affiliate, Active
Products Company ("Active"). Net consideration paid for the acquisition was
approximately $305 million. Active is a leading North American producer of
large structural stampings and assemblies, including Class A exposed metal
surfaces. Active's primary customers include DaimlerChrysler, Ford, General
Motors and Saturn.
Tower Automotive, Inc., produces a broad range of assemblies and
modules for vehicle structures and suspension systems for original equipment
manufacturers of automobiles including Ford, DaimlerChrysler, GM, Honda,
Toyota, Nissan, Auto Alliance, Fiat, BMW and Volkswagen. Products include
body structural assemblies such as pillars and package trays, control arms,
suspension links, engine cradles and full frame assemblies. The company is
based in Grand Rapids, Mich., and has its corporate office in Minneapolis,
Minn.
(more)
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TOWER AUTOMOTIVE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS - UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------------------- -------------------------------
1999 1998 1999 1998
-------------- -------------- ------------ ------------
<S> <C> <C> <C> <C>
Revenues $ 536,152 $ 444,851 $ 1,565,404 $ 1,367,854
Cost of sales 453,851 377,862 1,316,627 1,166,822
-------------- -------------- ------------ ------------
Gross profit 82,301 66,989 248,777 201,032
Selling, general and administrative
expenses 29,382 24,003 76,386 65,968
Amortization expense 4,451 3,461 11,642 10,034
-------------- -------------- ------------ ------------
Operating income 48,468 39,525 160,749 125,030
Interest expense, net 10,642 8,620 25,171 33,230
-------------- -------------- ------------ ------------
Income before provision for
income taxes 37,826 30,905 135,578 91,800
Provision for income taxes 15,130 12,362 54,231 36,722
-------------- -------------- ------------ ------------
Income before equity in earnings of
joint ventures and minority interest 22,696 18,543 81,347 55,078
Equity in earnings of joint ventures 3,664 2,342 10,959 9,013
Minority interest - dividends on trust
preferred securities, net (2,619) (2,619) (7,861) (3,259)
-------------- -------------- ------------ ------------
Net income $ 23,741 $ 18,266 $ 84,445 $ 60,832
============== ============== ============ ============
Basic earnings per common share $ 0.50 $ 0.40 1.80 1.32
============== ============== ============ ============
Basic shares outstanding 47,081 46,236 46,871 46,174
============== ============== ============ ============
Diluted earnings per common share $ 0.44 $ 0.36 1.52 1.18
============== ============== ============ ============
Diluted shares outstanding 64,099 63,355 64,010 58,445
============== ============== ============ ============
</TABLE>
(more)
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TOWER AUTOMOTIVE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
September 30, December 31,
Assets 1999 1998
- ------------------------------------------------------------------ ----------------- ----------------
(unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 1,067 $ 3,434
Accounts receivable 359,362 239,888
Inventories 115,863 76,913
Prepaid tooling and other 99,011 115,859
----------------- ----------------
Total current assets 575,303 436,094
----------------- ----------------
Property, plant and equipment, net 1,047,872 821,873
Restricted cash - 2,677
Investments in joint ventures 220,902 209,625
Goodwill and other assets, net 654,651 465,898
----------------- ----------------
$ 2,498,728 $ 1,936,167
================= ================
Liabilities and Stockholders' Investment
- ------------------------------------------------------------------
Current liabilities:
Current maturities of long-term debt and capital
lease obligations $ 6,303 $ 18,191
Accounts payable 245,620 214,194
Accrued liabilities 158,337 96,773
----------------- ----------------
Total current liabilities 410,260 329,158
----------------- ----------------
Long-term debt, net of current maturities 710,012 316,579
Obligations under capital leases, net of current maturities 23,246 25,770
Convertible subordinated notes 200,000 200,000
Deferred income taxes 3,510 20,376
Other noncurrent liabilities 193,148 178,738
----------------- ----------------
Total noncurrent liabilities 1,129,916 741,463
----------------- ----------------
Mandatorily redeemable trust convertible preferred securities 258,750 258,750
Stockholders' investment:
Common stock 471 463
Warrants to acquire common stock 2,000 2,000
Additional paid-in capital 435,710 426,471
Retained earnings 261,879 177,434
Accumulated other comprehensive income (loss) (258) 428
----------------- ----------------
Total stockholders' investment 699,802 606,796
----------------- ----------------
$ 2,498,728 $ 1,936,167
================= ================
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