UNITED STATES 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): July 23, 2010
SPARTAN MOTORS, INC.
(Exact Name of Registrant as Specified in its Charter)
Michigan (State or Other Jurisdiction of Incorporation) |
0-13611 (Commission File No.) |
38-2078923 (IRS Employer Identification No.) |
1000 Reynolds Road, Charlotte, Michigan (Address of Principal Executive Offices) |
48813 (Zip Code) |
517-543-6400
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
£ Written communications pursuant to Rule 425 under the Section Act (17 CFR 230.425)
£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a‑12)
£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On July 23, 2010, Spartan Motors, Inc. (the "Corporation") issued a press release announcing its financial results for the quarter ended June 30, 2010. A copy of the press release is attached to this Current Report as Exhibit 99.1.
The information in this Item 2.02 and the attached Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press release issued July 23, 2010 regarding the financial results for the quarter ended June 30, 2010.
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.
Dated: July 23, 2010 |
|
SPARTAN MOTORS, INC.
/s/ Joseph M. Nowicki By: Joseph M. Nowicki Its: Chief Financial Officer |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Spartan Motors Reports Second Quarter 2010 Results;
Progress on Implementing Business Realignment and
Continued Investments in Growth Initiatives
CHARLOTTE, Mich., July 23, 2010 Spartan Motors, Inc. (NASDAQ: SPAR) today reported results for its 2010 second quarter, which included the impact of the previously announced business realignment plan. Spartan posted a net loss for the quarter of $2.6 million, which included the unfavorable impact of these actions. Before one-time restructuring charges, adjusted net earnings from continuing operations was a positive $0.9 million, or $0.03 per diluted share.
Second-quarter highlights (which reflect Road Rescue as a discontinued operation):
John Sztykiel, President and CEO of Spartan Motors, said: In the second quarter, we focused our efforts on three key areas: exiting the Road Rescue business to focus on our more profitable markets, aligning our cost structure with our current and near term sales volumes and investing in promising and profitable growth opportunities. While we have a lot of complexity in our financial reports this quarter, when you peel back the results you will see that we made solid progress in our key financial metrics and also continued to invest in our strategic growth initiatives.
Exit from Road Rescue Business
-more-
Spartan Motors / Page 2 of 8
Realigning Cost Structure
Investment in Profitable Growth Opportunities
Joe Nowicki, Chief Financial Officer, said: Despite the loss for the quarter, we are very pleased with the pace of progress in implementing cost management and balance sheet initiatives across the organization. We began last fall realigning our cost structure to current and near-term demand and focusing on areas of our business that generate profitable market share. The actions we are taking are difficult, but improvements in our operating results, excluding the one-time charges, demonstrate that we are gaining ground toward achieving our interim financial goal of mid single-digit operating income. In addition, we are making substantial progress on continuing to strengthen our balance sheet improvements in receivables and inventories, both dollars and turns, enabled us to further pay down debt and grow our cash balances, providing enhanced financial stability and future opportunity.
Financial Overview
-more-
Spartan Motors / Page 3 of 8
Sztykiel concluded: Looking forward, I continue to be optimistic about the future of Spartan Motors. We are making the difficult decisions and implementing the required actions to ensure our continued success in our existing markets. In addition, we continue to invest in the long-term opportunities that will fuel our growth in new and emerging markets. The first major catalyst, a prototype of our next generation commercial van and a product of our alliance with Isuzu, rolled off the line at Utilimaster this past week, and it looks great. The NGCV will definitely be a game-changer in the delivery and service marketplace. As we mentioned last quarter, we expect 2010 to be a year of implementation, and over the remainder of the year, our company-wide focus will be on maintaining solid profitability and top-line growth even in the midst of difficult market conditions. Our plan is simple and focused: compelling products, gr owth in profitable market share, cost and balance sheet management. The second quarter represents progress on all four fronts, and we expect that to continue as we move throughout the year.
Reconciliation of Non-GAAP Financial Measures
This release contains Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Operating Expenses, Adjusted Net Earnings from Continuing Operations and Adjusted Earnings Per Share from Continuing Operations measures, which are all Non-GAAP financial measures. These are calculated by excluding items that we believe to be infrequent or not indicative of our operating performance. For the periods covered by this release such items consist of expenses associated with restructuring actions taken to adjust our cost structure to the current business climate. We present these adjusted Non-GAAP measures because we consider them to be important supplemental measures of our performance and believe them to be useful to show ongoing results from operations distinct from items that are infrequent or not indicative of our operating performance.
The adjusted Non-GAAP measures are not measurements of our financial performance under GAAP and should not be considered as an alternative to Gross Profit, Gross Margin, Operating Expense, Net Earnings from Continuing Operations or Earnings Per Share from Continuing Operations under GAAP. These adjusted Non-GAAP measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. In addition, in evaluating the adjusted Non-GAAP measures, you should be aware that in the future we may incur expenses similar to the adjustments in this presentation, despite our assessment that such expenses are infrequent or not indicative of our operating performance. Our presentation of the adjusted Non-GAAP measures should not be construed as an inference that our future results will be unaffected by unusual or infrequent items. We compensate for these l imitations by providing equal prominence of our GAAP results and using adjusted Non-GAAP measures only as a supplement.
The following table reconciles Gross Profit to Adjusted Gross Profit, Gross Margin to Adjusted Gross Margin, Operating Expense to Adjusted Operating Expense, Net Earnings (Loss) from Continuing Operations to Adjusted Net Earnings from Continuing Operations, and Earnings Per Share from Continuing Operations to Adjusted Earnings Per Share from Continuing Operations for the periods indicated.
Financial Summary (Non-GAAP) | |||||||||
(Unaudited) | |||||||||
Three Months Ended | |||||||||
June 30, | March 31, | ||||||||
2010 | 2010 | ||||||||
Gross Profit / Gross Margin | $ | 16,493 | 14.3 | % | $ | 16,841 | 14.3 | % | |
Add Back: Restructuring Charges | 977 | 0.8 | % | 13 | 0.0 | % | |||
Adjusted Gross Profit / Adjusted Gross Margin | $ | 17,470 | 15.1 | % | $ | 16,854 | 14.3 | % | |
Operating Expense / Operating Expense as a Percent of Sales | $ | 16,364 | 14.2 | % | $ | 16,174 | 13.6 | % | |
Less: Restructuring Charges | 841 | 0.8 | % | 165 | 0.0 | % | |||
Adjusted Operating Expense | 15,523 | 13.4 | % | 16,009 | 13.6 | % | |||
Net Earnings (Loss) from Continuing Operations | $ | (172 | ) | $ | 270 | ||||
Add Back: Restructuring Charges, net of tax | 1,089 | 116 | |||||||
Adjusted Net Earnings from Continuing Operations | $ | 917 | $ | 386 | |||||
Earnings per Share from Continuing Operations - Diluted | $ | (0.00 | ) | $ | 0.01 | ||||
Add Back: Restructuring Charges, net of tax | $ | 0.03 | $ | 0.00 | |||||
Adjusted Earnings per Share from Continuing Operations - Diluted | $ | 0.03 | $ | 0.01 |
Spartan Motors / Page 4 of 8
Conference Call, Webcast and Roadcast
Spartan Motors will host a conference call for analysts and portfolio managers at 10 a.m. ET today to discuss these results and current business trends. To listen to a live webcast of the call, please visit www.spartanmotors.com, click on Shareholders, and then on Webcasts.
Spartan also will update the financial information on its Roadcast digital roadshow for investors. To launch the Spartan Motors Roadcast, please visit www.spartanmotors.com and look for the Virtual Road Show link on the right side of the page.
About Spartan Motors
Spartan Motors, Inc. (www.spartanmotors.com) designs, engineers and manufactures specialty chassis, specialty vehicles and truck bodies and aftermarket parts for the outdoor recreation/RV, emergency-response, defense, government services, and delivery and service markets. The Companys brand names Spartan, Crimson Fire, Crimson Fire Aerials, Road Rescue and Utilimaster® are known for quality, value, service and being the first to market with innovative products. The Company employs approximately 1,600 at facilities in Michigan, Pennsylvania, South Carolina, South Dakota, Indiana and Texas. Spartan reported sales of $430 million in 2009 and is focused on becoming a global leader in the manufacture of specialty vehicles and chassis.
This release contains forward-looking statements, including, without limitation, statements concerning our business, future plans and objectives and the performance of our products. Forward looking statements are identifiable by words such as believe, anticipate, will, sustain, and continue. These forward-looking statements involve certain risks and uncertainties that ultimately may not prove to be accurate. For example, we may encounter unforeseen difficulties and challenges in entering new markets or in pursuing strategic acquisitions. In addition, technical and other complications may arise that could prevent the timely implementation of our plans or that may impact the expected outcome of those plans. As a result, actual results and future events could differ materially from those anticipated in such statements. The Company cautions that these forward-looking st atements are further qualified by other factors including, but not limited to, those set forth in the Company's Annual Report on Form 10-K filing and other filings with the United States Securities and Exchange Commission (available at http://www.sec.gov). Government contracts and subcontracts typically involve long payment and purchase cycles, competitive bidding, qualification requirements, delays or changes in funding, extensive specification development and changes, price negotiations and milestone requirements. An announced award of a governmental contract is not equivalent to a finalized executed contract and does not assure that orders will be issued and filled. Government agencies also often retain some portion of fees payable upon completion of a project and collection of contract fees may be delayed for long periods, which can negatively impact both prime contractors and subcontractors. The Company undertakes no obligation to publicly update or revise any statements in this release, whether as a re sult of new information, future events or otherwise, except as required by law.
CONTACT: | |
John Sztykiel, CEO, or Joseph Nowicki, CFO Spartan Motors, Inc. | Jeff Lambert or Jeff Tryka, CFA Lambert, Edwards & Associates |
(517) 543-6400 |
(616) 233-0500 / jtryka@lambert-edwards.com |
###
Spartan Motors / Page 5 of 8
Spartan Motors, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
Three Months Ended June 30, 2010 and 2009
June 30, 2010 | June 30, 2009 | |||||||||
(Unaudited) | (Unaudited) | |||||||||
$-000- |
% | $-000- | % | |||||||
Sales | 115,654 | 118,788 | ||||||||
Cost of Products Sold | 98,184 | 94,106 | ||||||||
Restructuring Charges | 977 | 42 | ||||||||
Gross Profit | 16,493 | 14.3 | 24,640 | 20.7 | ||||||
Operating Expenses: | ||||||||||
Research and Development | 4,053 | 3.5 | 4,194 | 3.5 | ||||||
Selling, General and Administrative | 11,470 | 9.9 | 12,030 | 10.1 | ||||||
Restructuring Charges | 841 | 0.8 | 6 | 0.0 | ||||||
Total Operating Expenses | 16,364 | 14.2 | 16,230 | 13.6 | ||||||
Operating Income | 129 | 0.1 | 8,410 | 7.1 | ||||||
Other Income (Expense): | ||||||||||
Interest Expense | (257 | ) | (0.2 | ) | (324 | ) | (0.3 | ) | ||
Interest and Other Income (Expense) | (132 | ) | (0.1 | ) | 184 | 0.2 | ||||
Total Other Income (Expense) | (389 | ) | (0.3 | ) | (140 | ) | (0.1 | ) | ||
Earnings (Loss) Before Taxes | (260 | ) | (0.2 | ) | 8,270 | 7.0 | ||||
Taxes | (88 | ) | (0.0 | ) | 2,762 | 2.4 | ||||
Net Earnings (Loss) from Continuing Operations | (172 | ) | (0.2 | ) | 5,508 | 4.6 | ||||
Discontinued Operations (net of tax), Including | ||||||||||
Impairment Charges | (2,438 | ) | (2.1 | ) | (130 | ) | (0.1 | ) | ||
Net Earnings (Loss) | (2,610 | ) | (2.3 | ) | 5,378 | 4.5 | ||||
Earnings (Loss) from Continuing Operations | | 0.17 | ||||||||
Earnings (Loss) from Discontinued Operations | (0.08 | ) | | |||||||
Basic Net Earnings (Loss) per Share | (0.08 | ) | 0.17 | |||||||
Earnings (Loss) from Continuing Operations | | 0.16 | ||||||||
Earnings (Loss) from Discontinued Operations | (0.08 | ) | | |||||||
Diluted Net (Loss) Earnings per Share | (0.08 | ) | 0.16 | |||||||
Basic Weighted Average Common Shares Outstanding | 32,287 | 32,587 | ||||||||
Diluted Weighted Average Common Shares Outstanding | 32,287 | 32,934 | ||||||||
Spartan Motors / Page 6 of 8
Spartan Motors, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
Six Months Ended June 30, 2010 and 2009
June 30, 2010 | June 30, 2009 | |||||||||
(Unaudited) | (Unaudited) | |||||||||
$-000- | % | $-000- |
% |
|||||||
Sales | 233,290 | 226,696 | ||||||||
Cost of Products Sold | 198,966 | 176,876 | ||||||||
Restructuring Charges | 990 | 42 | ||||||||
Gross Profit | 33,334 | 14.3 | 49,778 | 22.0 | ||||||
Operating Expenses: | ||||||||||
Research and Development | 8,942 | 3.8 | 8,796 | 3.9 | ||||||
Selling, General and Administrative | 22,590 | 9.8 | 23,355 | 10.3 | ||||||
Restructuring Charges | 1,006 | 0.4 | 6 | 0.0 | ||||||
Total Operating Expenses | 32,538 | 14.0 | 32,157 | 14.2 | ||||||
Operating Income | 796 | 0.3 | 17,621 | 7.8 | ||||||
Other Income (Expense): | ||||||||||
Interest Expense | (575 | ) | (0.2 | ) | (648 | ) | (0.3 | ) | ||
Interest and Other Income (Expense) | (66 | ) | (0.1 | ) | 327 | 0.1 | ||||
Total Other Income (Expense) | (641 | ) | (0.3 | ) | (321 | ) | (0.2 | ) | ||
Earnings Before Taxes | 155 | 0.0 | 17,300 | 7.6 | ||||||
Taxes | 56 | 0.0 | 5,873 | 2.6 | ||||||
Net Earnings from Continuing Operations | 99 | 0.0 | 11,427 | 5.0 | ||||||
Discontinued Operations (Net of Tax), | ||||||||||
Including Impairment Charges | (2,706 | ) | (1.1 | ) | 9 | 0.0 | ||||
Net Earnings (Loss) | (2,607 | ) | (1.1 | ) | 11,436 | 5.0 | ||||
Earnings (Loss) from Continuing Operations | | 0.35 | ||||||||
Earnings (Loss) from Discontinued Operations | (0.08 | ) | | |||||||
Basic Net Earnings (Loss) per Share | (0.08 | ) | 0.35 | |||||||
Earnings (Loss) from Continuing Operations | | 0.35 | ||||||||
Earnings (Loss) from Discontinued Operations | (0.08 | ) | | |||||||
Diluted Net Earnings (Loss) per Share | (0.08 | ) | 0.35 | |||||||
Basic Weighted Average Common Shares Outstanding | 32,313 | 32,583 | ||||||||
Diluted Weighted Average Common Shares Outstanding | 32,313 | 32,798 | ||||||||
Spartan Motors / Page 7 of 8
Spartan Motors, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
June 30, | December 31, | |||||
2010 |
2009 |
|||||
(Unaudited) | (Unaudited) | |||||
$-000- | $-000- | |||||
ASSETS | ||||||
Current assets: | ||||||
Cash and cash equivalents | $ | 10,066 | $ | 18,327 | ||
Accounts receivable, net | 43,738 | 44,974 | ||||
Inventories | 80,325 | 96,330 | ||||
Deferred income tax assets | 6,567 | 6,567 | ||||
Income taxes receivable | 2,483 | 3,237 | ||||
Other current assets | 2,681 | 3,223 | ||||
Other current assets from discontinued operations | 8,593 | 8,481 | ||||
Total current assets | 154,453 | 181,139 | ||||
Property, plant and equipment, net | 74,537 | 77,581 | ||||
Goodwill and other intangible assets, net | 29,516 | 29,895 | ||||
Other assets | 952 | 1,041 | ||||
Other assets from discontinued operations | - | 2,647 | ||||
Total assets | $ | 259,458 | $ | 292,303 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||
Current liabilities: | ||||||
Accounts payable | $ | 22,437 | $ | 19,523 | ||
Accrued warranty | 6,849 | 6,296 | ||||
Accrued compensation and related taxes | 4,895 | 5,411 | ||||
Accrued vacation | 1,904 | 1,783 | ||||
Accrued customer rebates | 1,507 | 1,324 | ||||
Deposits from customers | 5,683 | 11,571 | ||||
Other current liabilities and accrued expenses | 5,692 | 6,199 | ||||
Current portion of long-term debt | 10,107 | 11,146 | ||||
Other current liabilities from discontinued operations | 712 | 796 | ||||
Total current liabilities | 59,786 | 64,049 | ||||
Other non-current liabilities | 4,143 | 4,189 | ||||
Long-term debt, less current portion | 10,173 | 35,204 | ||||
Deferred income tax liabilities | 8,341 | 8,341 | ||||
Shareholders' equity: | ||||||
Common stock | 329 | 329 | ||||
Additional paid in capital | 67,843 | 67,099 | ||||
Retained earnings | 108,843 | 113,092 | ||||
Total shareholders' equity | 177,015 | 180,520 | ||||
Total liabilities and shareholders' equity | $ | 259,458 | $ | 292,303 | ||
Spartan Motors / Page 8 of 8
Spartan Motors, Inc. and Subsidiaries
Sales and Other Financial Information by Business Segment
Three and Six Months Ended June 30, 2010
Unaudited
Three Months Ended June 30, 2010 (amounts in thousands of dollars)(1) | |||||||||||
Business Segments | |||||||||||
Delivery & | |||||||||||
Specialty | Service | ||||||||||
Vehicles | Vehicles | Other | Consolidated | ||||||||
Fire Truck Chassis Sales | 39,196 | 39,196 | |||||||||
Fire Truck Body Sales | 11,588 | 11,588 | |||||||||
Motorhome Chassis Sales | 20,809 | 20,809 | |||||||||
Utilimaster Product Sales | 22,464 | 22,464 | |||||||||
Other Product Sales | |||||||||||
Vehicles | 8,677 | 8,677 | |||||||||
Aftermarket Parts and Assemblies | 12,920 | 12,920 | |||||||||
Total Net Sales | 93,190 | 22,464 | - | 115,654 | |||||||
Interest Expense (Income) | 328 | 20 | (91 | ) | 257 | ||||||
Depreciation and Amortization Expense | 1,244 | 901 | 594 | 2,739 | |||||||
Net Earnings (Loss) from Continuing Operations | 2,058 | (1,474 | ) | (756 | ) | (172 | ) | ||||
Discontinued Operations, net of tax | (2,438 | ) | (2,438 | ) | |||||||
Net Earnings (Loss) | 2,058 | (1,474 | ) | (3,194 | ) | (2,610 | ) |
Six Months Ended June 30, 2010 (amounts in thousands of dollars)(1) | |||||||||||
Business Segments | |||||||||||
Delivery & | |||||||||||
Specialty | Service | ||||||||||
Vehicles | Vehicles | Other | Consolidated | ||||||||
Fire Truck Chassis Sales | 76,888 | 76,888 | |||||||||
Fire Truck Body Sales | 27,028 | 27,028 | |||||||||
Motorhome Chassis Sales | 48,321 | 48,321 | |||||||||
Utilimaster Product Sales | 46,209 | 46,209 | |||||||||
Other Product Sales | |||||||||||
Vehicles | 10,003 | 10,003 | |||||||||
Aftermarket Parts and Assemblies | 24,841 | 24,841 | |||||||||
Total Net Sales | 187,081 | 46,209 | - | 233,290 | |||||||
Interest Expense (Income) | 704 | 67 | (196 | ) | 575 | ||||||
Depreciation and Amortization Expense | 2,473 | 1,854 | 1,188 | 5,515 | |||||||
Net Earnings (Loss) from Continuing Operations | 4,302 | (2,403 | ) | (1,800 | ) | 99 | |||||
Discontinued Operations, net of tax | (2,706 | ) | (2,706 | ) | |||||||
Net Earnings (Loss) | 4,302 | (2,403 | ) | (4,506 | ) | (2,607 | ) | ||||
(1) Amounts restated retrospectively for segment reclassification and new discontinued operations. |
Period End Backlog (amounts in thousands of dollars) | |||||||||
June 30, | September 30, | December | March 31, | June 30, | |||||
2009 | 2009 | 31, 2009 | 2010 | 2010 | |||||
Fire Truck Chassis* | 84,840 | 82,386 | 123,791 | 101,730 | 79,336 | ||||
Fire Truck Bodies* | 35,471 | 40,381 | 27,736 | 29,065 | 23,475 | ||||
Motorhome Chassis * | 6,743 | 9,589 | 20,022 | 16,731 | 13,048 | ||||
Other Products * | |||||||||
Vehicles | 2,781 | 4,214 | 16,970 | 15,396 | 14,276 | ||||
Aftermarket Parts and Assemblies | 20,249 | 8,725 | 11,467 | 7,864 | 32,311 | ||||
Total Specialty Vehicles | 150,084 | 145,295 | 199,986 | 170,786 | 162,446 | ||||
Delivery & Service Vehicles* | 34,059 | 35,146 | 43,292 | ||||||
Total Backlog (Continuing Operations) | 150,084 | 145,295 | 234,045 | 205,932 | 205,738 |
* Anticipated time to fill backlog orders; 2 months or less for motorhome chassis, 6 months or less for delivery and service vehicles and 10 months or less for fire truck and other products. Beginning in December 2009, Utilimaster was included in the backlog.