<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 January 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission file Number: 33-93302
AM General Corporation
(Exact name of registrant as specified in its charter)
---------------------------
Delaware 35-1852615
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
105 North Niles Avenue
South Bend, Indiana 46617
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (219) 284-2907
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 No X
1,000 shares of the registrant's common stock, par value $.01 per share, is
outstanding as of March 17, 1999.
<PAGE>
AM General Corporation
Form 10-Q
Quarter Ended January 31, 1999
<TABLE>
<S> <C>
PART I - FINANCIAL INFORMATION 3
ITEM 1. FINANCIAL STATEMENTS 3
Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. 7
HUMVEE/HUMMERs 7
Medium Trucks 7
Spare Parts Logistics Operation ("SPLO") and Systems Technical Support ("STS") 7
Three Months Ended January 31, 1999 ("first quarter of 1999") compared to Three Months Ended January 31,
1998 ("first quarter of 1998") 8
Liquidity and Capital Resources 11
Year 2000 Business Matters 11
Forward-Looking Statements 12
PART II - OTHER INFORMATION 13
ITEM 1. LEGAL PROCEEDINGS 13
Age Discrimination Claim 13
DJ-5 Litigation 13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 14
SIGNATURES 15
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AM General Corporation and Subsidiary
Consolidated Balance Sheets
(Dollar amounts in thousands, except share information)
<TABLE>
<CAPTION>
January 31, October 31,
Assets 1999 1998
- ----------------------------------------------------------------------------------------------------------------------------------
(unaudited)
<S> <C> <C>
Current assets:
Cash $ 813 2,687
Accounts receivable, net 61,531 74,211
Inventories 74,419 71,613
Prepaid expenses 1,321 1,170
Deferred income taxes 6,687 6,746
- ----------------------------------------------------------------------------------------------------------------------------------
Total current assets 144,771 156,427
Income taxes receivable 1,880 1,585
Property, plant, and equipment, net 41,420 41,684
Deferred income taxes 26,382 26,113
Goodwill, net 78,227 79,298
Other assets 9,215 9,658
- ----------------------------------------------------------------------------------------------------------------------------------
$ 301,895 314,765
==================================================================================================================================
Liabilities and Stockholder's Deficit
- ----------------------------------------------------------------------------------------------------------------------------------
Current liabilities:
Accounts payable $ 31,180 32,494
Accrued expenses 64,803 67,869
- ----------------------------------------------------------------------------------------------------------------------------------
Total current liabilities 95,983 100,363
Long-term debt 74,316 82,156
Postretirement benefits other than pensions, noncurrent portion 156,040 154,362
Other long-term liabilities 11,757 11,930
- ----------------------------------------------------------------------------------------------------------------------------------
Total liabilities $ 338,096 348,811
- ----------------------------------------------------------------------------------------------------------------------------------
Stockholder's deficit:
8% cumulative preferred stock, $1,000 par value. Authorized 10,000
Shares; issued and outstanding 5,000 shares. $ 5,000 5,000
Common stock, $.01 par value. Authorized, issued and
Outstanding 900 shares. 0 0
Paid-in capital 1,000 1,000
Accumulated deficit (41,973) (39,818)
Minimum pension liability (228) (228)
- ----------------------------------------------------------------------------------------------------------------------------------
Total stockholder's deficit (36,201) (34,046)
Commitments and contingencies
- ----------------------------------------------------------------------------------------------------------------------------------
$ 301,895 314,765
==================================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements
3
<PAGE>
AM GENERAL CORPORATION AND SUBSIDIARY
Consolidated Statements of Operations
(Dollar amounts in thousands)
(unaudited)
<TABLE>
<CAPTION>
==================================================================================================================
Three Months Ended
January 31,
-----------------------------------------------
1999 1998
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Net sales $ 87,637 80,672
- ------------------------------------------------------------------------------------------------------------------
Cost and expenses:
Cost of sales 76,699 76,203
Depreciation and amortization 2,741 2,819
Selling, general, and administrative expenses 7,868 6,696
- ------------------------------------------------------------------------------------------------------------------
Earnings/(loss) before interest and income taxes 329 (5,046)
Interest income 74 42
Interest expense (3,017) (3,365)
- ------------------------------------------------------------------------------------------------------------------
Loss before income taxes (2,614) (8,369)
Income tax benefit (459) (2,546)
- ------------------------------------------------------------------------------------------------------------------
Net loss $ (2,155) (5,823)
==================================================================================================================
</TABLE>
See accompanying notes to consolidated financial statements
4
<PAGE>
AM GENERAL CORPORATION AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Dollar amounts in thousands)
(unaudited)
<TABLE>
<CAPTION>
===========================================================================================================================
Three Months Ended
January 31,
---------------------------------------
1999 1998
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (2,155) (5,823)
Adjustments to reconcile net loss to
Net cash provided by operating activities:
Restructuring payments (91) (578)
Depreciation and amortization of plant and equipment 1,408 1,486
Other amortization 1,618 1,605
Increase (decrease) in inventory reserve (297) 323
Deferred income taxes (210) (421)
Noncash other postretirement cost 1,678 1,277
(Gain)/Loss on sale of equipment 0 (5)
Change in assets and liabilities:
Accounts receivable 12,680 4,192
Inventories (2,504) (22)
Prepaid expenses (151) 215
Other assets (91) 128
Accounts payable (1,314) (4,678)
Accrued expenses (2,965) (6,410)
Income taxes (305) (2,191)
Other liabilities (172) 884
- ---------------------------------------------------------------------------------------------------------------------------
Net cash provided by (used in) operating activities 7,129 (10,018)
- ---------------------------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
Proceeds from sale of equipment 0 5
Capital expenditures (1,149) (88)
- ---------------------------------------------------------------------------------------------------------------------------
Net cash used in investing activities (1,149) (83)
- ---------------------------------------------------------------------------------------------------------------------------
Cash flows from financing activities:
Net borrowings (repayments) under line-of-credit agreement (7,854) 13,206
- ---------------------------------------------------------------------------------------------------------------------------
Net cash provided by (used in) financing activities (7,854) 13,206
- ---------------------------------------------------------------------------------------------------------------------------
Net change in cash (1,874) 3,105
Cash and cash equivalents at beginning of period 2,687 1,190
- ---------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period $ 813 4,295
===========================================================================================================================
Supplemental disclosure of cash items
Interest paid $ 5,129 5,490
Taxes paid 56 66
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to consolidated financial statements
5
<PAGE>
AM General Corporation and Subsidiary
Notes to Consolidated Financial Statements
(Dollar amounts in thousands)
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
notes to consolidated financial statements required by generally accepted
accounting principles for complete financial statement presentation.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three-month period ended January 31, 1999 are not
necessarily indicative of the results that may be expected for the year ending
October 31, 1999.
For further information, refer to the consolidated financial statements and
footnotes thereto included in the Registrant's Form 10-K.
Note 2. Inventories
Inventories consisted of the following:
<TABLE>
<CAPTION>
January 31,
1999 October 31,
(Unaudited) 1998
<S> <C> <C>
Finished Goods $ 32,846 29,982
Service Parts 17,324 16,946
Extended Service Program
Production costs of goods currently 4,381 4,095
in process
Raw Materials, supplies and work in progress 26,841 27,859
------------------ -----------------
81,392 78,882
Less allowance for inventory obsolescence (6,973) (7,269)
------------------ -----------------
Total $ 74,419 71,613
================== =================
</TABLE>
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
GENERAL
AM General Corporation ("AM General" or the "Company") is the largest supplier
of light tactical wheeled vehicles for the Department of Defense ("DoD"). The
Company is the original designer and sole manufacturer of the HUMVEE/HUMMER. The
Company also sells HUMVEEs to foreign military services through the DoD's
Foreign Military Sales ("FMS") program and on a direct sale basis. In 1993, the
Company began selling to industrial and retail users through its commercial
dealer network. In 1994, the Company began selling remanufactured 2-1/2-ton
medium tactical vehicles under the Army's Extended Service Program ("ESP").
This program will end in April 1999.
HUMVEE/HUMMERs
US Military
The Company began producing the latest generation of military HUMVEEs, the A2
Series, in August 1995. On December 23, 1995, the Company entered into a multi-
year annual requirements contract for A2 Series HUMVEEs known as the X001
Contract which provided a mechanism for the US Army to procure at least 2,350
HUMVEEs annually through fiscal year 2000. The contract, however, does not
require the Army to purchase the vehicles as funding for each of the respective
years must be appropriated pursuant to the annual Defense Budget. Through
January 31, 1999, a total of 11,774 vehicles have been ordered on the X001
Contract. The FY99 Defense Bill contains the necessary funding for the expected
1999 production.
Commercial
In response to higher demand for new model year HUMMERs from its dealer network,
the Company increased the production of Commericial HUMMERs in February 1999
from 4 to 5.5 vehicles per day resulting in a new production rate of 18
HUMVEE/HUMMER vehicles per day.
Medium Trucks
Remanufacturing
On September 15, 1998, the Company issued a notice under the Worker Adjustment
and Retraining Notification ("WARN") Act to the employees at the ESP facility
advising them that the Company had insufficient orders to keep the plant in
operation. Subsequent to that notice, the Company received orders that extended
production through April 19, 1999 at the current production rate. On January
21, 1999 the Company issued another notice under the WARN Act to the employees
at the ESP facility advising the employees that the facility would be closing in
April 1999. When the last unit is completed in April 1999, the Company will have
delivered 5,483 remanufactured 2-1/2-ton medium tactical vehicles to the US Army
under the ESP program.
FMTV
On October 30, 1998, the Company was awarded a $2.4 million Phase I contract by
the DoD to build three prototype vehicles for the Family of Military Tactical
Vehicles ("FMTV") second source program for the US Army. A competitor was
awarded a similar contract. Under this contract, the Company will produce two
new 5.0-ton vehicles and one new 2.5-ton vehicle for testing purposes. Upon
successful testing of the vehicles, the Company will be asked to submit a
production bid for approximately 500 to 1,000 vehicles to be built over three
years. A contract award is expected in mid year 2000. If successful in winning
this low-rate production contract, the Company will be asked to compete with the
current FMTV contract manufacturer for a share of the following FMTV multiyear
contract.
Spare Parts Logistics Operation ("SPLO") and Systems Technical Support ("STS")
The Company's SPLO operation sells after-market parts and support-services for
vehicles manufactured by the Company. Its STS operation performs engineering
services related to the Company's military trucks and certain other military
vehicles.
7
<PAGE>
Three Months Ended January 31, 1999 ("first quarter of 1999") compared to Three
Months Ended January 31, 1998 ("first quarter of 1998")
AM General Corporation and Subsidiary
Table of Net Revenues and HUMVEE/HUMMER Unit Sales Information
(in millions, except unit information)
<TABLE>
<CAPTION>
Three months ended
January 31,
------------------ %
1999 1998 Change Change
------- ----- ------ ------
<S> <C> <C> <C> <C>
Net Sales
HUMVEE/HUMMERs
US Military $ 35.9 29.2 6.7 22.9%
International (1) 2.5 0.9 1.6 177.8%
Commercial 11.0 15.9 (4.9) (30.8%)
-------------------------------
Total HUMVEE/HUMMERs 49.4 46.0 3.4 7.4%
ESP 22.9 19.2 3.7 19.3%
SPLO 12.7 10.7 2.0 18.7%
STS 2.6 4.8 (2.2) (45.8%)
-------------------------------
Total Net Sales $ 87.6 80.7 6.9 8.6%
HUMVEE/HUMMER Unit Sales
US Military 646 582 64 11.0%
International (1) 32 18 14 77.8%
Commercial 168 247 (79) (32.0%)
-------------------------------
Total HUMVEE/HUMMERs 846 847 (1) (0.1%)
HUMVEE/HUMMER Average Unit Selling Prices
US Military $55,563 50,244 5,319 10.6%
International (1) 78,656 51,111 27,545 53.9%
Commercial 65,232 64,320 912 1.4%
Total HUMVEE/HUMMERs 58,357 54,367 3,990 7.3%
</TABLE>
(1) Includes FMS and direct international sales
8
<PAGE>
Net Sales
The increase in net sales was primarily due to higher US Military HUMVEE, ESP,
SPLO and International sales partially offset by lower Commercial HUMMER and STS
sales. Further, the Company remained unable to obtain a firm order for 231
units included in its finished goods inventory. The Company continues to pursue
an order with the FMS customer for whom the units were built; additionally, the
Company has expanded its efforts to find alternative buyers. Management
believes that the inventory will be sold in fiscal 1999.
The increase in US Military HUMVEE sales is primarily attributable to the sale
of additional units combined with a higher concentration of more expensive
models. ESP sales were higher primarily due to higher negotiated selling prices
in connection with additional units added and delivered at the completion of the
base and option requirements of the initial contract. Prior year Commercial
HUMMER sales were higher due to a higher concentration of end of model year
close out sales.
Average HUMVEE/HUMMER Unit Selling Prices
The combined average unit selling price for all HUMVEE/HUMMERs increased from
the first quarter of 1998 to the first quarter of 1999. Under the X001 Contract
with the United States Army Tank-Automotive and Armaments Command ("TACOM"),
prices for HUMVEE models are fixed and subject to inflation. The average unit
selling price of US Military HUMVEEs increased by 10.6% from the first quarter
of 1998 primarily due to a higher ratio of more expensive models sold during the
first quarter of 1999. The average unit selling price of International HUMVEEs
increased by 53.9% primarily due to additional equipment added to units
previously sold and higher average selling prices on FMS units sold during the
quarter. Commercial HUMMER average unit selling prices increased 1.4% primarily
due to the general price increase and more expensive options partially offset by
increased sales incentives.
Gross Profit
Gross profit was $10.9 million for the first quarter of 1999, an increase of
$6.5 million or 145% from gross profit of $4.5 million for the first quarter of
1998. The Company's gross profit margin rose from 5.5% in the first quarter of
1998 to 12.5% in the first quarter of 1999.
The change in gross profit is primarily attributed to higher ESP gross profit
due to the higher negotiated selling prices, and a higher proportion of more
profitable units sold to the US Military during the first quarter of 1999
partially offset by lower Commercial HUMMER gross profit due to lower sales and
lower STS gross profit due to a large volume of foreign vehicle operator manual
translation work performed in the same quarter of the prior fiscal year.
Depreciation and Amortization
Depreciation and amortization expense was $2.7 million for the first quarter of
1999, a decrease of $.1 million or 3% from depreciation and amortization expense
of $2.8 million for the first quarter of 1998 due to lower depreciation of
leasehold improvements.
Selling, General and Administrative
Selling, general and administrative ("SG&A") expense was $7.9 million for the
first quarter of 1999, an increase of $1.2 million or 17.9% from SG&A expense of
$6.7 million for the first quarter of 1998. The increase is primarily attributed
to non-recurring engineering costs associated with the Medium Tactical Truck
Remanufacture ("MTTR") program for the US Marine Corp.
Operating Income(Loss)
The Company recorded operating income for the first quarter of 1999 of $0.3
million, an increase of $5.3 million from an operating loss of $5.0 million for
the first quarter of 1998. Of the change in operating income, $6.5 million is
attributed to the higher gross profit described above partially offset by higher
SG&A.
9
<PAGE>
Interest Income and Expense
Interest expense for the first quarter of 1999 was $3.0 million, a decrease of
$.4 million or 10.3% from interest expense of $3.4 million for the first quarter
of 1998. Average debt outstanding during the first quarter of 1999 was $88.0
million at a weighted average interest rate of 12.4%. Average debt outstanding
during the first quarter of fiscal 1998 was $101.5 million at a weighted average
interest rate of 12.2%. The decrease in average debt outstanding is primarily
due to the reduction in borrowings under the Company's revolving credit
facility, which is primarily due to the reduction in accounts receivable.
Interest income remained unchanged at $.1 million.
Income Tax Benefit
Income tax benefit was recorded at the statutory rate adjusted for permanent
differences primarily resulting from the amortization of goodwill. Income tax
benefit was $0.5 million for the first quarter of 1999, a decrease of $2.0
million from income tax benefit of $2.5 million for the first quarter of 1998.
The decrease in income tax benefit was due to a lower taxable loss.
Net Loss
As discussed above, the reduction in net loss was primarily due to higher
operating income along with lower interest partially offset by lower income tax
benefit.
10
<PAGE>
Liquidity and Capital Resources
The Company's liquidity requirements result from capital investments, working
capital requirements, debt service obligations, postretirement health care and
pension funding, interest expense, and, to a lesser extent, principal payments
on its indebtedness. The Company has met these requirements in each fiscal year
since 1992 from cash provided by operating activities and borrowings under its
revolving credit facility.
Cash generated by operating activities was $7.1 million for the three months
ended January 31, 1999 compared to cash used by operating activities of $10.0
million for the three months ended January 31, 1998. The key factors affecting
cash flow from operating activities during the first three months of 1999 were
the reduction in accounts receivable partially offset by the net loss, an
increase in inventory, and reductions in accrued expenses and accounts payable.
Other factors include non-cash charges to operating income including
depreciation, amortization and non-cash postretirement expenses.
Accounts receivable levels at January 31, 1999 were lower than levels at the end
of the prior fiscal year primarily due to higher HUMMER/HUMVEE sales during
October 1998.
Inventory levels at the end of the three months ended January 31, 1999 were
slightly higher than levels at the end of the prior fiscal year due to higher
finished goods inventory. Included in the finished goods inventory at October
31, 1998 and at January 31, 1999 are 231 HUMVEEs that were built for an FMS
customer. Contract negotiations are continuing with the customer with the
eventual sale of the units expected to occur during fiscal 1999.
During the first three months of 1999, the Company spent $1.1 million on capital
expenditures primarily on the implementation of a new enterprise resource
planning system, tooling, and machinery and equipment, as compared to $.1
million during the three months ended January 31, 1998. Additional expenditures
for the system and other capital expenditures are expected to amount to $5.2
million for the remainder of fiscal 1999. The Company anticipates that
operating cash flow and availability under the revolving credit facility will be
adequate to fund capital expenditures for fiscal 1999.
The Company's revolving credit facility has a maximum borrowing limit of $60
million, is secured by a first lien on all of the Company's accounts receivable,
inventories and certain other assets, as defined therein, and expires on October
30, 2001. As of January 31, 1999, the Company had no borrowings outstanding and
approximately $40.5 million of availability under the revolving credit facility.
The ability of the Company to meet its debt service requirements and to comply
with debt covenants will be dependent upon future operating performance and
financial results of the Company, which will be subject to financial, economic,
political, competitive and other factors affecting the Company, many of which
are beyond its control.
Year 2000 Business Matters
The Year 2000 problem is the result of computer programs being written using two
digits rather than four to define the applicable year. Any of the Company's
programs that have date-sensitive software may recognize a date using "00" as
the year 1900 rather than the year 2000. This could result in a major system
failure or miscalculations.
In September 1997, the Company formed an internal committee to perform a
comprehensive review of its computer systems, the purpose of which was to
identify the systems that could be affected by the "Year 2000" issue. The
committee evaluated three alternatives including fixing the defective code
internally, outsourcing the project to a third party or purchasing new software.
Factors affecting the committee's decision included the cost benefit analysis of
fixing the code versus replacing the software with newer and more effective
technology. Upon completion of its review, the committee reached a conclusion
and recommended that the Company purchase and implement new software.
In June 1998, the committee reached a consensus on its choice of software and
the implementation consultant and management approved its recommendation. The
committee began the implementation process in July 1998. At October 31, 1998
the project was completed with respect to design and at January 21, 1999 the
project was in the configuration stage. By April 1999, the project is
anticipated to be in the testing stage with completion of the project scheduled
for June 1999.
11
<PAGE>
Based on recent cost estimates the project is estimated to cost approximately
$5.4 million. The Company does not believe that such costs will have a material
adverse impact on the Company's financial condition.
The risks associated with such a project are significant. To mitigate such
risks, the Company has purchased state of the art software and has hired a
nationally known information technology consulting group to assist in the
implementation of the software. Additionally, the Company has assigned internal
resources to assist in the implementation.
With an expected completion date for the project in June 1999, the Company
believes that it has ample time to recover from any time delays that might
occur. In the unlikely event that the new software is not operational in time
for the year 2000, the Company has developed a contingency plan that includes
implementing certain programs for some of its more critical in-house systems and
installing other software that will temporarily fix other systems.
Forward-Looking Statements
This report includes "forward-looking statements," which involve known and
unknown risks, uncertainties and other important factors that could cause the
actual results, performance or achievements of the Company to differ materially
from any future results, performance or achievements expressed or implied by
such forward-looking statements. Such risks, uncertainties and other important
factors include, among others: general economic and business conditions; funding
for government HUMVEE orders; volume of international and commercial orders for
HUMMER/HUMVEEs; the outcome of pending litigation; the loss of any significant
customers; the loss of any major supplier; and the availability of qualified
personnel. These forward-looking statements speak only as of the date of this
report. The Company expressly disclaims any obligation or undertaking to
disseminate any updates or revisions to any forward-looking statement contained
herein to reflect any change in the Company's expectations with regard thereto
or any change in events, conditions or circumstance on which any forward-looking
statement is based.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Age Discrimination Claim
William Wilson filed an age discrimination suit against the Company on February
21, 1995 in the United States District Court for the Northern District of
Indiana asserting that his termination in March 1994 was the result of age
discrimination. A jury verdict against the Company was entered on the issue as
to discrimination under the Age Discrimination Act, but in favor of the Company
on the issue of willfulness. The jury awarded Mr. Wilson approximately $470,000
plus the appellate attorney fees and post judgment interest. The Company
appealed the judgment. The appellate court affirmed the jury's verdict. AM
General will not likely appeal the decision. Accordingly, upon the resolution
of Mr. Wilson's request for appellate attorney's fees and costs, AM General will
be required to pay the full amount of the judgment plus interest accrued from
the date of judgment. The award will not have a material adverse impact on the
Company's financial condition.
DJ-5 Litigation
Reference is made to the DJ-5 vehicular accident action, in the United States
District Court for the Southern District of West Virginia, reported at Item 3 of
the Company's Annual Report on Form 10-K for the year ended October 31, 1998. By
order of the Court dated March 1, 1999, entered on application of the Plaintiff,
the Company was dismissed as a party defendant, without prejudice.
13
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
<TABLE>
<CAPTION>
Exhibit No. Description
- ------------------- ---------------------------------------------------------
<S> <C>
27 Financial Data Schedule
</TABLE>
(b) Reports on Form 8-K. Registrant did not file any reports on Form 8-K during
the quarter for which this report is filed.
14
<PAGE>
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.
Date: March 17, 1999 AM GENERAL CORPORATION
Registrant
By /s/ Paul J. Cafiero
------------------------------
Paul J. Cafiero
Vice President and
Chief Financial Officer
Duly authorized officer and
principal financial and
accounting officer
15
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
- ------------------- --------------------------------------------------------
<S> <C>
27 Financial Data Schedule
</TABLE>
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> OCT-31-1999 OCT-31-1998
<PERIOD-START> NOV-01-1998 NOV-01-1997
<PERIOD-END> JAN-31-1999 JAN-31-1998
<CASH> 813 4,295
<SECURITIES> 0 0
<RECEIVABLES> 61,881 48,818
<ALLOWANCES> (350) (350)
<INVENTORY> 74,419 87,003
<CURRENT-ASSETS> 144,771 148,550
<PP&E> 101,346 95,765
<DEPRECIATION> 59,926 52,249
<TOTAL-ASSETS> 301,895 314,141
<CURRENT-LIABILITIES> 95,983 82,619
<BONDS> 74,316 74,259
0 0
5,000 5,000
<COMMON> 0 0
<OTHER-SE> (42,201) (37,326)
<TOTAL-LIABILITY-AND-EQUITY> 301,895 314,141
<SALES> 87,637 80,672
<TOTAL-REVENUES> 87,637 80,672
<CGS> 76,699 76,203
<TOTAL-COSTS> 87,308 85,718
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 2,943 3,323
<INCOME-PRETAX> (2,614) (8,369)
<INCOME-TAX> (459) (2,546)
<INCOME-CONTINUING> 0 0
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (2,155) (5,823)
<EPS-PRIMARY> 0 0
<EPS-DILUTED> 0 0
</TABLE>
