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
_______________________
Date of Report
(Date of earliest
event reported):February 20, 1998
Bandag, Incorporated
(Exact name of registrant as specified in its charter)
Iowa 001-07007 42-0802143
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
2905 North Highway 61, Muscatine, Iowa 52761
(Address of principal executive offices including zip code)
(319) 262-1400
(Registrant's telephone number)
<PAGE>
Item 5. Other Events.
(a) Registrant is filing (i) unaudited consolidated condensed
balance sheets for the years ended December 31, 1997
and 1996, respectively, (ii) unaudited consolidated
statements of earnings for the three and twelve month
periods ended December 31, 1997 and 1996, respectively,
and (iii) unaudited consolidated condensed statements of
cash flows for the twelve months ended December 31, 1997
and 1996, respectively. The financial statements filed as
an exhibit to this report are unaudited, contain no notes
and are subject to such changes as may be incorporated
into the audited financial statements of Registrant to
be filed as part of Registrant's Annual Report on
Form 10-K for the fiscal year ended December 31, 1997.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) None.
(b) None.
(c) See Exhibit Index on page 3.
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this Current Report on Form 8-K to be
signed on its behalf by the undersigned thereunto duly authorized.
Bandag, Incorporated
By: /s/ Warren W. Heidbreder
Warren W. Heidbreder, Vice
President, Chief Financial
Officer
<PAGE>
EXHIBIT INDEX
Exhibit
Number Exhibit Description
99.1 Consolidated condensed balance sheet (unaudited) for the years
ended December 31, 1997 and 1996, respectively; consolidated
condensed statements of earnings (unaudited) for the three and
twelve month periods ended December 31, 1997 and 1996,
respectively; and consolidated condensed statements of cash
flows (unaudited) for the twelve month periods ended
December 31, 1997 and 1996, respectively.
Exhibit 99.1
BANDAG, INCORPORATED AND SUBSIDIARIES
(In thousands except per share data)
Three Months Ended Twelve Months Ended
Unaudited Consolidated
Condensed Statements
of Earnings 12/31/97 12/31/96 12/31/97 12/31/96
Net sales $256,015 $203,661 $822,523 $756,925
Gain on sale of
marketable equity
securities 95,087 -- 95,087 --
Other income 4,781 1,761 14,092 12,074
-------- -------- -------- --------
355,883 205,422 931,702 768,999
Cost of products sold 150,524 118,345 482,387 442,149
Engineering, selling,
administrative and
other expenses 89,921 52,760 243,060 194,834
Interest expense 2,161 378 3,339 1,236
-------- -------- -------- --------
242,606 171,483 728,786 638,219
Earnings before
income taxes 113,277 33,939 202,916 130,780
Income taxes 46,377 12,240 80,922 49,176
-------- -------- -------- --------
Net earnings $66,900 $21,699 $121,994 $81,604
======== ======== ======== ========
Net earnings per
share - Basic $2.94 $0.95 $5.35 $3.46
Net earnings per
share - Diluted $2.92 $0.94 $5.33 $3.44
Cash dividends per
share $0.2750 $0.2500 $1.0250 $0.9250
Depreciation included
in expense $9,827 $8,702 $34,576 $33,597
Weighted average shares
outstanding - Basic 22,762 22,885 22,786 23,613
Weighted average shares
outstanding - Diluted 22,893 23,021 22,908 23,746
<PAGE>
(In thousands)
Twelve Months Ended
Unaudited Consolidated Condensed
Statements of Cash Flows 12/31/97 12/31/96
Operating Activities
Net earnings $121,994 $81,604
Depreciation and amortization 36,857 34,595
Gain on sale of marketable equity
securities - net of tax (55,831) --
Decrease in operating assets and
liabilities - net (31,718) (2,152)
-------- --------
Net cash provided by operating
activities 71,302 114,047
Investing Activities
Additions to property, plant and
equipment, net (38,106) (33,882)
Purchases of investments (3,645) (18,205)
Maturities of investments 4,159 25,889
Purchases of businesses, net of
cash acquired (47,659) --
Sale of marketable equity securities 119,558 --
-------- --------
Net cash provided by (used in) investing
activities 34,307 (26,198)
-------- --------
Financing Activities
Proceeds from short-term notes payable 11,491 42,902
Proceeds from issuance of long-term
obligations 100,000 --
Principal payments on short-term notes
payable and other long-term
obligations (18,422) (45,246)
Cash dividends (23,395) (21,785)
Purchases of Common Stock (8,643) (61,691)
-------- --------
Net cash provided by (used in)
financing activities 61,031 (85,820)
Effect of exchange rate changes on cash
and cash equivalents (1,693) (1,593)
-------- --------
Increase in cash and cash
equivalents 164,947 436
Cash and cash equivalents at beginning
of year 31,453 31,017
-------- -------
Cash and cash equivalents at end
of period 196,400 31,453
======== ========
BANDAG, INCORPORATED AND SUBSIDIARIES
(In thousands)
Dec. 31, Dec. 31,
Unaudited Consolidated Condensed Balance Sheets 1997 1996
ASSETS:
Cash and cash equivalents $196,400 $31,453
Investments 1,575 2,089
Accounts receivable - net 231,648 206,732
Inventories:
Finished products 90,228 44,704
Materials & work-in-process 17,295 14,228
-------- --------
107,523 58,932
Prepaid expenses and other current assets 61,848 42,494
-------- --------
Total current assets 598,994 341,700
Property, plant, and equipment 459,446 394,592
Less accumulated depreciation &
amortization (261,846) (249,457)
-------- --------
197,600 145,135
Marketable equity securities, at
market value -- 79,035
Other assets 103,310 22,472
-------- --------
Total assets $899,904 $588,342
======== ========
LIABILITIES & STOCKHOLDERS' EQUITY:
Accounts payable $52,100 $28,744
Income taxes payable 20,039 12,254
Accrued employee compensation and benefits 28,874 23,532
Accrued marketing expenses 32,608 32,872
Other accrued expenses 73,195 39,807
Short-term notes payable and other
liabilities 97,764 2,005
-------- --------
Total current liabilities 304,580 139,214
Long-term obligations and deferred
tax liabilities 131,910 38,261
Stockholders' equity:
Common stock; $1 par value; authorized -
21,500,000 shares;
Issued and outstanding - 9,751,063
shares in 1997; 9 ,842,861 in 1996 9,751 9,843
Class A Common stock; $1 par value;
authorized - 50,000,000 shares;
Issued and outstanding - 11,013,561
shares in 1997; 11,027,759 in 1996 11,014 11,028
Class B Common stock; $1 par value;
authorized - 8,500,000 shares;
Issued and outstanding - 2,048,785
shares in 1997; 2,051,984 in 1996 2,049 2,052
Additional paid-in capital 6,052 4,069
Retained earnings 445,887 355,663
Unrealized gain on securities
available-for-sale, net of related
tax effect -- 33,854
Equity adjustment from foreign currency
translation (11,339) (5,642)
-------- --------
Total equity 463,414 410,867
-------- --------
Total liabilities & stockholders' equity $899,904 $588,342
======== ========
