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): June 21, 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 Securities 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 2.05 Costs Associated with Exit or Disposal Activities
On June 21, 2010, Spartan Motors, Inc. (the "Company") committed to a restructuring plan, which included the exit from its Road Rescue ambulance operation and other actions, as part of a continuing review of all aspects of the Company's business. The exit will allow the Company to focus its resources on its highest growth and profit opportunities.
The Company currently expects to incur approximately $6 million to $7 million of pre-tax, one-time charges in connection with the restructuring plan, of which approximately $3 million to $3.5 million are expected to be future cash expenditures. These restructuring charges include fixed asset impairment charges of approximately $1.5 million to $2 million, working capital write downs of approximately $1.5 million to $2.0 million, and employee separation costs of approximately $2 million to $2.5 million. The Company expects to recognize $4.5 million to $5.5 million of these charges in the second quarter of 2010, with the remaining charges taken over the balance of 2010.
Item 2.06 Material Impairments
The information set forth under Item 2.05 of this Current Report is incorporated in this Item 2.06 by reference.
Item 7.01 Regulation FD Disclosure
On June 22, 2010, the Company issued a press release announcing its intent to close its Road Rescue ambulance operations and a number of other actions to realign the Company's cost structure. A copy of the press release is attached to this Current Report as Exhibit 99.1 and is incorporated in this Item 7.01 by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press release issued June 22, 2010.
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Safe Harbor Statement
This Current Report contains forward-looking statements, including, without limitation, statements concerning our business, future plans and objectives, and costs we expect to incur. 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, challenges, and costs in entering new markets or in pursuing strategic acquisitions or dispositions. 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 c ould differ materially from those anticipated in such statements. The Company cautions that these forward-looking statements 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). The Company undertakes no obligation to publicly update or revise any statements in this release, whether as a result of new information, future events or otherwise, except as required by law.
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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 hereunto duly authorized.
Dated: June 22, 2010 |
|
SPARTAN MOTORS, INC.
/s/ Joseph M. Nowicki By: Joseph M. Nowicki Its: Chief Financial Officer |
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FOR IMMEDIATE RELEASE
Spartan Motors Announces Business Realignment: Exiting Road
Rescue Ambulance Operation, Reducing Operating Costs
CHARLOTTE, Mich., June 22, 2010 Spartan Motors, Inc. (NASDAQ: SPAR) today announced its intent to exit its Road Rescue ambulance operation as part of the Companys continuing review of all aspects of its business. The exit will allow Spartan to focus its resources on the highest growth and profit opportunities. The exit from the underperforming Road Rescue operation is expected to be completed by the end of 2010. In addition, Spartan announced a number of actions designed to reduce expenses and better align its cost structure with current levels and mix of demand.
The exit from Spartans Road Rescue ambulance operation in Marion, South Carolina is part of a long-term strategic review initiated at the beginning of the year of all parts of the Companys business. These actions are designed to focus Spartans resources on those operations with the greatest potential for sustainable growth and profitability. Spartan expects to complete the exit by the end of the year following the fulfillment of existing customer orders. The Company is in discussions with potential purchasers to facilitate a sale of the operations or facilities as part of the exit plan. Road Rescue generated approximately $20 million in revenues in 2009 and it employs 132 full-time associates.
We are strategically focused on providing compelling products that generate sustainable growth and profitable market share, highlighted by good momentum at Spartan Chassis and Crimson Fire, as well as our recently announced new commercial van product at Utilimaster and our collaborative efforts with Isuzu, said John Sztykiel, President and CEO of Spartan Motors. Over the last 12 months, Spartan has evolved, as has the Emergency Response market, and the Road Rescue operation is not large enough to justify the resource commitment when we have greater potential elsewhere. Road Rescue partnered with another ambulance company, where there is additional scale and product breadth, would be a real asset.
Spartan also announced a number of actions to realign its cost structure. These included a temporary reduction in Board of Directors retainer fees, salary reductions for members of the executive leadership team and other senior leaders, some select workforce reductions, and other actions as part of its continuing efforts to reduce fixed costs to better match its current level of business.
Although these decisions are never easy, as they impact the lives of our associates and the communities we serve, we believe these actions will result in improved effectiveness in our operations. It also allows us to better focus our efforts in Spartans five core markets emergency response, outdoor recreation/RV, defense, delivery and service, and specialty while maximizing demand for Spartan chassis, aftermarket parts and assemblies and the Isuzu strategic alliance. We have tremendous strategic opportunity, and it is imperative we reduce our operational cost base to improve our position going forward.
With the realignment actions and exit from Road Rescue, Spartan expects to incur pre-tax one-time charges of approximately $6 - $7 million, the majority of which will be recognized in the Companys second and third quarter results. Management expects these actions to reduce the Companys permanent cost structure by $5 - $6 million on an annualized pre-tax basis.
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Spartan Motors / Page 2 of 2
Joe Nowicki, Chief Financial Officer, added: The actions we announced today represent our continuing efforts to right-size our operations based on the current business environment. Our exit from Road Rescue is a result of our ongoing evaluation of all areas of Spartans business and is an important next step in executing on our previously announced strategic financial plan. It will allow us to concentrate our resources and product development in our highest growth, most profitable opportunities, and we believe it was necessary to ensure our long-term success.
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, 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 1,500 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, challenges, and costs in entering new markets or in pursuing strategic acquisitions or divestitures. 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 th at these forward-looking statements 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 th is release, whether as a result of new information, future events or otherwise, except as required by law.
CONTACT: |
Jeff Lambert or Jeff Tryka, CFA Lambert, Edwards & Associates (616) 233-0500 jtryka@lambert-edwards.com |
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