<PAGE> 1
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): JANUARY 28, 2000
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 January 28, 2000, the Registrant issued a press release disclosing
its fourth quarter and year end 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 January 28, 2000 - Tower Automotive
Announces Increased Revenues, Operating Income and Net Income
for the Fourth Quarter and Year Ended December 31, 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: February 16, 2000 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: January 28, 2000
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 FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 1999
MINNEAPOLIS, January 28 -- Tower Automotive, Inc. (NYSE: TWR), today
announced increased operating results for the fourth quarter and year ended
December 31, 1999.
For the fourth quarter of 1999, revenues were $605 million, a 29
percent increase compared with $469 million in the 1998 period. Operating income
increased 25 percent to $64 million versus $51 million reported last year. Net
income for the fourth quarter of 1999 was $33 million, or 58 cents per diluted
share outstanding, versus $27 million, or 50 cents per diluted share, in the
comparable 1998 period.
For the year ended December 31, 1999, revenues were $2.2 billion
compared with $1.8 billion last year. Operating income rose to $225 million from
$176 million reported last year. Net income for the year ended December 31, 1999
was $117 million, or $2.10 per diluted share outstanding, versus $88 million, or
$1.68 per diluted share, in 1998.
"The performance of Tower Automotive during 1999 reflects our ability
to improve operating results by continuous enhancement of our business
processes," stated Dug Campbell, president and chief executive officer of Tower
Automotive. "Earnings per share were up 16 percent for the quarter and 25
percent for the full year reflecting continued strong sales for the light trucks
and car models we serve. Additionally, our new capability to produce large
structural stampings and vehicle surface panels increased our content per
vehicle and contributed to increased earnings for the quarter and the year."
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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, floor pans, surface panels and full frame
assemblies. The company is based in Grand Rapids, Mich., and has its corporate
office in Minneapolis, Minn.
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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 Year Ended
December 31, December 31,
------------------------------ ----------------------------
1999 1998 1999 1998
-------------- --------------- ------------ -------------
<S> <C> <C> <C> <C>
Revenues $ 604,599 $ 468,625 $ 2,170,003 $ 1,836,479
Cost of sales 506,476 395,345 1,823,103 1,562,167
-------------- -------------- ------------ -------------
Gross profit 98,123 73,280 346,900 274,312
Selling, general and administrative
expenses 29,564 19,201 105,950 85,169
Amortization expense 4,161 3,438 15,803 13,472
-------------- -------------- ------------ ------------
Operating income 64,398 50,641 225,147 175,671
Interest expense, net 12,810 7,088 37,981 40,318
-------------- -------------- ------------ ------------
Income before provision for
income taxes 51,588 43,553 187,166 135,353
Provision for income taxes 20,635 17,421 74,866 54,143
-------------- -------------- ------------ ------------
Income before equity in earnings of
joint ventures and minority interest 30,953 26,132 112,300 81,210
Equity in earnings of joint ventures 4,309 3,695 15,268 12,708
Minority interest - dividends on trust
preferred securities, net (2,619) (2,619) (10,480) (5,878)
-------------- -------------- ----------- -----------
Net income $ 32,643 $ 27,208 $ 117,088 $ 88,040
============== ============== ============ ============
Basic earnings per common share
$ 0.70 $ 0.59 $ 2.50 $ 1.91
============== ============== ============ ============
Basic shares outstanding 46,879 46,280 46,751 46,204
============== ============== ============ ============
Diluted earnings per common share
$ 0.58 $ 0.50 $ 2.10 $ 1.68
============== ============== ============ ============
Diluted shares outstanding 63,864 63,491 63,974 59,711
============== ============== ============ ============
</TABLE>
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TOWER AUTOMOTIVE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
December 31, December 31,
Assets 1999 1998
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 3,617 $ 3,434
Accounts receivable 353,351 239,888
Inventories 110,897 76,913
Prepaid tooling and other 90,191 115,859
----------------- ----------------
Total current assets 558,056 436,094
----------------- ----------------
Property, plant and equipment, net 1,075,861 821,873
Restricted cash - 2,677
Investments in joint ventures 290,705 209,625
----------------- ----------------
Goodwill and other assets, net 627,928 465,898
----------------- ----------------
$ 2,552,550 $ 1,936,167
================= ================
Liabilities and Stockholders' Investment
Current liabilities:
Current maturities of long-term debt and capital lease
Obligations $ 13,876 $ 18,191
Accounts payable 276,673 214,194
Accrued liabilities 140,567 96,773
----------------- ----------------
Total current liabilities 431,116 329,158
----------------- ----------------
Long-term debt, net of current maturities 699,678 316,579
Obligations under capital leases, net of current maturities 21,543 25,770
Convertible subordinated notes 200,000 200,000
Deferred income taxes 50,736 20,376
Other noncurrent liabilities 163,592 178,738
----------------- ----------------
Total noncurrent liabilities 1,135,549 741,463
----------------- ----------------
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 437,216 426,471
Retained earnings 294,522 177,434
Treasury stock (4,492) --
Accumulated other comprehensive income (loss) (2,582) 428
----------------- ----------------
Total stockholders' investment 727,135 606,796
----------------- ----------------
$ 2,552,550 $ 1,936,167
================= ================
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