FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the Quarterly Period Ended June 29, 2002
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 0-18110
GEHL COMPANY
---------------------------------
Wisconsin 39-0300430
------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
143 Water Street, West Bend, WI 53095
- --------------------------------------- ----------
(Address of principal executive office) (Zip code)
(262) 334-9461
----------------------------------------------------
(Registrant's telephone number, including area code)
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 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 X No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at June 29, 2002
---------------------------- ----------------------------
Common Stock, $.10 Par Value 5,406,955
GEHL COMPANY
FORM 10-Q
June 29, 2002
REPORT INDEX
Page No.
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PART I. - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Statements of Income for the
Three- and Six-month Periods Ended June 29, 2002 and
June 30, 2001.................................................. 3
Condensed Consolidated Balance Sheets at June 29, 2002,
December 31, 2001, and June 30, 2001............................ 4
Condensed Consolidated Statements of Cash Flows for
the Six-month Periods Ended June 29, 2002 and
June 30, 2001................................................... 5
Notes to Condensed Consolidated Financial Statements............ 6
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition.............................. 11
Item 3. Quantitative and Qualitative Disclosures about Market Risk...... 20
PART II. - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders............. 21
Item 5. Other information............................................... 21
Item 6. Exhibits and Reports on Form 8-K................................ 22
SIGNATURES................................................................ 23
2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- ------ --------------------
GEHL COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data; unaudited)
Three Months Ended Six Months Ended
------------------ ----------------
June 29, 2002 June 30, 2001 June 29, 2002 June 30, 2001
------------- ------------- ------------- -------------
Net sales $ 66,689 $ 73,622 $ 126,757 $ 134,861
Cost of goods sold 52,462 57,679 99,171 105,168
---------- ---------- ---------- ----------
Gross profit 14,227 15,943 27,586 29,693
Selling, general and
administrative expenses 11,342 9,705 23,263 19,980
Restructuring and other
charges 300 - 392 -
---------- ---------- ---------- ----------
Total operating expenses 11,642 9,705 23,655 19,980
Income from operations 2,585 6,238 3,931 9,713
Interest expense (1,166) (1,146) (2,129) (2,342)
Interest income 498 489 980 1,018
Other expense, net (540) (673) (1,053) (1,904)
---------- ---------- ---------- ----------
Income before income taxes 1,377 4,908 1,729 6,485
Income tax provision 482 1,718 605 2,270
---------- ---------- ---------- ----------
Net income $ 895 $ 3,190 $ 1,124 $ 4,215
========== ========== ========== ==========
Earnings per share
Diluted $ 0.16 $ 0.58 $ 0.20 $ 0.77
========== ========== ========== ==========
Basic $ 0.17 $ 0.60 $ 0.21 $ 0.79
========== ========== ========== ==========
The accompanying notes are an integral part of the financial statements.
3
GEHL COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
June 29, 2002 December 31, 2001 June 30, 2001
------------- ----------------- -------------
(Unaudited) (Audited) (Unaudited)
ASSETS
Cash $ 2,855 $ 2,248 $ 4,268
Accounts receivable - net 110,571 90,714 99,169
Finance contracts receivable - net 1,804 7,511 8,603
Inventories 45,714 52,161 37,492
Deferred tax assets 10,171 10,171 8,078
Prepaid expenses and other
current assets 1,900 1,119 1,297
---------- ---------- ----------
Total current assets 173,015 163,924 158,907
---------- ---------- ----------
Property, plant and equipment
- net 47,091 43,431 44,517
Finance contracts receivable - net,
non-current 2,765 5,147 5,818
Goodwill 12,556 12,248 12,503
Other assets 11,191 12,659 10,469
---------- ---------- ----------
Total assets $ 246,618 $ 237,409 $ 232,214
========== ========== ==========
LIABILITIES AND SHAREHOLDERS'
EQUITY
Current portion of long-term debt
obligations $ 148 $ 161 $ 215
Accounts payable 29,021 30,644 31,468
Accrued liabilities 27,391 25,661 24,544
---------- ---------- ----------
Total current liabilities 56,560 56,466 56,227
---------- ---------- ----------
Line of credit facility 58,939 55,188 50,458
Long-term debt obligations 12,591 9,049 9,113
Deferred income taxes 2,460 2,460 5,096
Other long-term liabilities 14,650 14,225 3,940
---------- ---------- ----------
Total long-term liabilities 88,640 80,922 68,607
---------- ---------- ----------
Common stock, $.10 par value, 25,000,000
shares authorized, 5,406,955, 5,359,721
and 5,347,742 shares outstanding,
respectively 542 536 535
Preferred stock, $.10 par value,
2,000,000 shares authorized, 250,000
shares designated as Series A preferred
stock, no shares issued - - -
Capital in excess of par 7,316 6,980 6,640
Retained earnings 99,553 98,429 100,339
Accumulated other comprehensive loss (5,993) (5,924) (134)
----------- ----------- ----------
Total shareholders' equity 101,418 100,021 107,380
---------- ---------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 246,618 $ 237,409 $ 232,214
========== ========== ==========
The accompanying notes are an integral part of the financial statements.
4
GEHL COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands; unaudited)
Six Months Ended
-------------------------
June 29, June 30,
2002 2001
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,124 $ 4,215
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 2,129 2,511
Amortization 118 369
Cost of sales of finance contracts 1,198 2,201
Proceeds from sales of finance contracts 48,143 57,874
Increase in finance contracts receivable (41,252) (47,980)
Net changes in remaining working capital items (9,813) (16,006)
--------- ---------
Net cash provided by operating activities 1,647 3,184
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Property, plant and equipment additions - net (5,073) (2,100)
Other assets 1,223 1,485
--------- ---------
Net cash used for investing activities (3,850) (615)
--------- ---------
CASH FLOWS FROM FINANCIAL ACTIVITIES
Proceeds from (repayments of) line of credit
facility - net 3,590 (1,150)
Repayments of other long-term borrowings - net (1,775) -
Proceeds from issuance of common stock 532 147
Treasury stock purchases (190) -
Other 653 112
--------- ---------
Net cash provided by (used for) financing
activities 2,810 (891)
--------- ---------
Net increase in cash 607 1,678
Cash, beginning of period 2,248 2,590
--------- ---------
Cash, end of period $ 2,855 $ 4,268
========= =========
Supplemental disclosure of cash flow information:
Cash paid for the following:
Interest $ 2,083 $ 2,413
Income taxes $ 609 $ 964
The accompanying notes are an integral part of the financial statements.
5
GEHL COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
June 29, 2002
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been condensed or omitted pursuant to such rules and regulations, although
management believes that the disclosures are adequate to make the information
presented not misleading.
In the opinion of management, the information furnished for the three- and
six-month periods ended June 29, 2002 and June 30, 2001 includes all
adjustments, consisting only of normal recurring accruals, necessary for a fair
presentation of the results of operations and financial position of the Company.
Due in part to the seasonal nature of the Company's business, the results of
operations for the six-month period ended June 29, 2002 are not necessarily
indicative of the results to be expected for the entire year.
It is suggested that these interim financial statements be read in
conjunction with the financial statements and notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31, 2001 as
filed with the Securities and Exchange Commission.
NOTE 2 - INCOME TAXES
The income tax provision is determined by applying an estimated annual
effective income tax rate to income before income taxes. The estimated annual
effective income tax rate is based on the most recent annualized forecast of
pretax income, permanent book/tax differences, and tax credits.
NOTE 3 - INVENTORIES
If all of the Company's inventories had been valued on a current cost
basis, which approximated FIFO value, estimated inventories by major
classification would have been as follows (in thousands):
June 29, 2002 December 31, 2001 June 30, 2001
------------- ----------------- -------------
Raw materials and supplies $ 15,531 $ 20,309 $ 19,581
Work-in-process 3,138 6,414 5,322
Finished machines and parts 47,236 45,629 32,200
--------- --------- ---------
Total current cost value 65,905 72,352 57,103
Adjustment to LIFO basis (20,191) (20,191) (19,611)
--------- ---------- ---------
$ 45,714 $ 52,161 $ 37,492
========= ========= =========
6
NOTE 4 - GOODWILL AND INTANGIBLE ASSETS
Effective January 1, 2002, the Company adopted the provisions of Statement
of Financial Accounting Standard ("SFAS") No. 142, "Goodwill and Other
Intangible Assets." Under SFAS No. 142, goodwill and intangible assets deemed to
have indefinite lives will no longer be amortized, but will be tested for
impairment at least annually. Other intangible assets will continue to be
amortized over their useful lives. As a result of adopting SFAS No. 142, the
Company ceased amortization of all goodwill.
For the three-month period ended June 30, 2001, the Company reported net
income of $3.2 million, which reflected the impact of $0.1 million of goodwill
amortization, and basic and diluted earnings per share of $0.60 and $0.58,
respectively. Had the Company adopted SFAS No. 142 on January 1, 2001, net
income for the three-month period ended June 30, 2001 would have been $3.3
million and basic and diluted earnings per share would have been $0.62 and
$0.60, respectively.
For the six-month period ended June 30, 2001, the Company reported net
income of $4.2 million, which reflected the impact of $0.2 million of goodwill
amortization, and basic and diluted earnings per share of $0.79 and $0.77,
respectively. Had the Company adopted SFAS No. 142 on January 1, 2001, net
income for the six-month period ended June 30, 2001 would have been $4.4 million
and basic and diluted earnings per share would have been $0.83 and $0.81,
respectively.
SFAS No. 142 requires the first step of the goodwill impairment test to be
completed within six months of adoption and the second step to be completed
within 12 months of adoption. The first step is performed to determine if a
potential impairment may exist. The second step is used to quantify the
impairment, if any. The Company has allocated all goodwill to its construction
equipment segment, which meets the criteria of a reporting unit under SFAS No.
142. During the six-month period ended June 29, 2002, the Company completed the
first step of the goodwill impairment test in accordance with the provisions of
SFAS No. 142 and determined that its goodwill was not impaired.
NOTE 5 - ACCOUNTING PRONOUNCEMENTS
Effective January 1, 2002, the Company adopted the provisions of Emerging
Issues Task Force ("EITF") 00-25, "Vendor Income Statement Characterization of
Consideration Paid to a Retailer of the Vendor's Products." As a result of
adopting EITF 00-25, the Company now classifies the costs associated with sales
incentives provided to dealers as a reduction of net sales. Prior to January 1,
2002, these costs were included in selling, general and administrative expenses.
Net sales and selling, general and administrative expenses for the three- and
six-month period ended June 30, 2001 have been restated to conform to the
current year presentation. This reclassification had no impact on reported
income before income taxes or net income.
In August 2001, the Financial Accounting Standards Board (FASB) issued SFAS
No. 143, "Accounting for Asset Retirement Obligations." This statement addresses
financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement
costs. It applies to legal obligations associated with the retirement of
long-lived assets that result from the acquisition, construction, development
and/or the normal operation of a long-lived asset. The statement will be
effective for years beginning after June 30, 2002. Management has not yet
completed its evaluation of the impact, if any, of the adoption of this
statement.
7
Effective January 1, 2002, the Company adopted the provisions of SFAS No.
144, "Accounting for the Impairment or Disposal of Long-Lived Assets." The
adoption of SFAS No. 144 had no impact on the Company's financial position at
June 29, 2002 or the results of operations and cash flows for the three- and
six-month periods then ended.
In April 2002, the FASB issued SFAS No. 145, "Recission of FASB Statements
No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections
as of April 2002." SFAS No. 145 rescinds SFAS No. 4, "Reporting Gains and Losses
from Extinguishment of Debt," SFAS No. 64, "Extinguishments of Debt Made to
Satisfy Sinking-Fund Requirements" and SFAS No. 44, "Accounting for Intangible
Assets of Motor Carriers." This Statement also amends SFAS No. 13, "Accounting
for Leases," to eliminate an inconsistency between the required accounting for
sale-leaseback transactions and the required accounting for certain lease
modifications that have economic effects that are similar to sale-leaseback
transactions. This Statement also amends other existing authoritative
pronouncements to make various technical corrections, clarify meanings, or
describe their applicability under changed conditions. The provisions of this
statement related to the rescission of SFAS No. 4 shall be applied in fiscal
years beginning after May 15, 2002. The provisions of this statement related to
SFAS No. 13 shall be effective for transactions occurring after May 15, 2002.
All other provisions of this statement will be effective for financial
statements issued on or after May 15, 2002. The adoption of SFAS No. 145 had no
impact on the Company's financial position at June 29, 2002 or the results of
operations and cash flows for the three- and six-month periods then ended.
In July 2002, the FASB issued SFAS No. 146, "Accounting for Costs
Associated with Exit or Disposal Activities." This statement nullifies EITF
94-3, "Liability Recognition for Certain Employee Termination Benefits and Other
Costs to Exit an Activity (including Certain Costs Incurred in a
Restructuring)", which allowed companies engaged in exit and disposal activities
to record liabilities for certain costs when the company committed to the exit
or disposal plan. SFAS No. 146 requires costs associated with an exit or
disposal plan to be recognized and measured initially at fair value only when
the liability has been incurred as defined by FASB Concepts Statement 6. The
provisions of SFAS No. 146 are effective for exit or disposal activities that
are initiated after December 31, 2002. The adoption of this statement will not
impact the accounting for the plant rationalization initiatives adopted by the
Company on September 26, 2001 (see Note 6 - Restructuring and Other Charges).
NOTE 6 - RESTRUCTURING AND OTHER CHARGES
On September 26, 2001, the Company adopted several major plant
rationalization initiatives to improve the Company's profitability by
consolidating certain operations. Under these initiatives, the Company announced
it would close its manufacturing facility in Lebanon, Pennsylvania and transfer
production to other locations. The Company also indicated it would transfer the
manufacturing of its Mustang line of skid steer loaders from its existing
facility in Owatonna, Minnesota to its skid steer facility in Madison, South
Dakota. In implementing these actions, the Company anticipates that it will
ultimately incur total restructuring and other non-recurring charges of
approximately $5.5 to $6.5 million; a $4.3 million charge related to the plant
rationalization initiatives was recorded in the third quarter of 2001 in
accordance with accounting principles generally accepted in the United States of
America. Of the $4.3 million charge recorded in the third quarter of 2001, $1.5
million and $2.8 million related to the Agricultural and Construction equipment
segments, respectively.
8
Details of the restructuring charge and related activity are as follows (in
thousands):
Employee Write-down
Severance and of Long-
Termination lived and Other Exit
Benefits Other Assets Costs Totals
------------- ------------ ---------- --------
Original Reserve $ 1,635 $ 1,754 $ 911 $ 4,300
Utilization - 1,754 - 1,754
-------- -------- -------- --------
Balance at December 31,
2001 and March 30, 2002 1,635 - 911 2,546
Utilization 308 - 51 359
-------- -------- -------- --------
Balance at June 29, 2002 $ 1,327 $ - $ 860 $ 2,187
======== ======== ======== ========
As a result of the plant rationalizations, the Company expects to reduce
its current workforce by 249, consisting of hourly and salaried employees at the
Lebanon and Owatonna locations. Once the plant rationalizations are completed
and employees are added at other locations where work is being shifted, the
Company expects an overall net workforce reduction of approximately 10%, or 100
employees. During the three- and six-month periods ended June 29, 2002, 32 and
85 employees, respectively, were terminated with severance payments and
termination benefits commencing in April 2002 and continuing through the
remainder of 2002.
Both the Lebanon and Owatonna manufacturing facilities are expected to be
sold and, accordingly, the tangible assets to be disposed of have been written
down to their estimated fair value, less cost of disposal. The manufacturing
consolidations continue, as production of two models of Mustang skid loaders has
been transferred to the Madison, South Dakota plant, with the remaining models
expected to be transferred by year-end. The Lebanon, Pennsylvania plant was
closed in the 2002 first quarter and the production of certain products formerly
manufactured at that facility has been outsourced.
Other exit costs primarily consist of non-recurring charges that will not
benefit activities that will be continued, will not be incurred to generate
future revenue, and are incremental to other costs incurred by the Company prior
to the adoption of the above initiatives.
During the three- and six-month periods ended June 29, 2002, the Company
expensed $0.3 million and $0.4 million, respectively, of other charges related
to the plant rationalization initiatives. These charges were required to be
expensed when incurred and were not included in the original reserve.
NOTE 7 - EARNINGS PER SHARE AND COMPREHENSIVE INCOME
Basic net income per common share is computed by dividing net income by the
weighted- average number of common shares outstanding for the period. Diluted
net income per common share is computed by dividing net income by the
weighted-average number of common shares and, if applicable, common stock
equivalents which would arise from the exercise of stock options.
9
A reconciliation of the shares used in the computation of earnings per
share follows (in thousands):
For the three months ended: June 29, 2002 June 30, 2001
------------- -------------
Basic shares 5,399 5,341
Effect of options 114 188
------- -------
Diluted shares 5,513 5,529
======= =======
For the six months ended: June 29, 2002 June 30, 2001
------------- -------------
Basic shares 5,387 5,337
Effect of options 129 171
------- -------
Diluted shares 5,516 5,508
======= =======
Accumulated other comprehensive loss is comprised of minimum pension
liability and foreign currency translation adjustments. Comprehensive income was
$0.9 million and $1.1 million for the three- and six-month periods ended June
29, 2002, respectively, which reflects the Company's net income reduced by
currency translation adjustments. Comprehensive income equaled net income for
the three- and six-month periods ended June 30, 2001.
NOTE 8 - BUSINESS SEGMENTS
The Company operates in two business segments: Construction equipment and
Agricultural equipment. The long-term financial performance of the Company's
reportable segments are affected by separate economic conditions and cycles. The
segments are managed separately based on the fundamental differences in their
operations. Following is selected segment information (in thousands):
Three Months Ended Six Months Ended
-------------------- ----------------------
June 29, June 30, June 29, June 30,
2002 2001 2002 2001
-------- -------- -------- --------
Net Sales:
Construction $ 41,082 $ 39,904 $ 71,433 $ 71,503
Agricultural 25,607 33,718 55,324 63,358
-------- -------- --------- ---------
Consolidated $ 66,689 $ 73,622 $ 126,757 $ 134,861
======== ======== ========= =========
Income from Operations:
Construction $ 1,763 $ 2,793 $ 2,274 $ 3,671
Agricultural 822 3,445 1,657 6,042
-------- -------- --------- ---------
Consolidated $ 2,585 $ 6,238 $ 3,931 $ 9,713
======== ======== ========= =========
NOTE 9 - STOCK REPURCHASES
In September 2001, the Company's Board of Directors authorized a stock
repurchase plan providing for the repurchase of up to 500,000 shares of the
Company's outstanding common stock. During the three-month period ended June 29,
2002, the Company repurchased 12,800 shares in the open market under this
authorization at an aggregate cost of $0.2 million. All treasury stock acquired
by the Company has been cancelled and returned to the status of authorized but
unissued shares.
10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
- ------- ------------------------------------------------------------------
FINANCIAL CONDITION
-------------------
CONSOLIDATION OF GEHL GMBH
- --------------------------
Effective January 1, 2002, the Company has accounted for its investment in
a German distribution operation (Gehl GmbH) as a consolidated subsidiary, as a
result of its controlling influence on the operations of Gehl GmbH as of such
date. Prior to January 1, 2002, the Company recorded its investment in Gehl GmbH
under the equity method. The impact of the Gehl GmbH consolidation is discussed
below.
RESTRUCTURING AND OTHER CHARGES
- -------------------------------
On September 26, 2001, the Company adopted several major plant
rationalization initiatives to improve the Company's profitability by
consolidating certain operations. Under these initiatives, the Company announced
it would close its manufacturing facility in Lebanon, Pennsylvania and transfer
production to other locations. The Company also indicated it would transfer the
manufacturing of its Mustang line of skid steer loaders from its existing
facility in Owatonna, Minnesota to its skid steer facility in Madison, South
Dakota. In implementing these actions, the Company anticipates that it will
ultimately incur total restructuring and other non-recurring charges of
approximately $5.5 to $6.5 million; a $4.3 million charge related to the plant
rationalization initiatives was recorded in the third quarter of 2001 in
accordance with accounting principles generally accepted in the United States of
America. Of the $4.3 million charge recorded in the third quarter of 2001, $1.5
million and $2.8 million related to the Agricultural and Construction equipment
segments, respectively.
Details of the restructuring charge and related activity are as follows (in
thousands):
Employee Write-down
Severance and of Long-
Termination lived and Other Exit
Benefits Other Assets Costs Totals
------------- ------------ ---------- -------
Original Reserve $ 1,635 $ 1,754 $ 911 $ 4,300
Utilization - 1,754 - 1,754
------- ------- ------ -------
Balance at December 31,
2001 and March 30, 2002 1,635 - 911 2,546
Utilization 308 - 51 359
------- ------- ------ -------
Balance at June 29, 2002 $ 1,327 $ - $ 860 $ 2,187
======= ======= ====== =======
As a result of the plant rationalizations, the Company expects to reduce
its current workforce by 249, consisting of hourly and salaried employees at the
Lebanon and Owatonna locations. Once the plant rationalizations are completed
and employees are added at other locations where work is being shifted, the
Company expects an overall net workforce reduction of approximately 10%, or 100
employees. During the three- and six-month period ended June 29, 2002, 32 and 85
11
employees, respectively, were terminated with severance payments and termination
benefits commencing in April 2002 and continuing through the remainder of 2002.
Both the Lebanon and Owatonna manufacturing facilities are expected to be
sold and, accordingly, the tangible assets to be disposed of have been written
down to their estimated fair value, less cost of disposal. The manufacturing
consolidations continue, as production of two models of Mustang skid loaders has
been transferred to the Madison, South Dakota plant, with the remaining models
expected to be transferred by year-end. The Lebanon, Pennsylvania plant was
closed in the 2002 first quarter and the production of certain products formerly
manufactured at that facility has been outsourced.
Other exit costs primarily consist of non-recurring charges that will not
benefit activities that will be continued, will not be incurred to generate
future revenue, and are incremental to other costs incurred by the Company prior
to the adoption of the above initiatives.
During the three- and six-month periods ended June 29, 2002, the Company
expensed $0.3 million and $0.4 million, respectively, of other charges related
to the plant rationalization initiatives. These charges were required to be
expensed when incurred and were not included in the original reserve.
RESULTS OF OPERATIONS
- ---------------------
THREE MONTHS ENDED JUNE 29, 2002 COMPARED TO THREE MONTHS ENDED JUNE 30, 2001
NET SALES
Net sales for the three months ended June 29, 2002 ("2002 second quarter")
were $66.7 million compared to $73.6 million in the three months ended June 30,
2001 ("2001 second quarter"), a decrease of $6.9 million or 9%. Excluding $2.8
million of net sales resulting from the consolidation of Gehl GmbH, net sales
decreased 13% from the 2001 second quarter.
Construction equipment segment net sales were $41.1 million in the 2002
second quarter compared to $39.9 million in the 2001 second quarter, an increase
of $1.2 million or 3%. Excluding $2.8 million of net sales resulting from the
consolidation of Gehl GmbH, construction equipment segment net sales decreased
4% from the 2001 second quarter. The introduction of new compact tracked loaders
in the 2002 second quarter and contributions from telescopic handlers and
compact excavator models sold through the Mustang distribution channel benefited
construction equipment segment net sales in the 2002 second quarter. In
addition, construction equipment segment net sales benefited from the Company's
new attachment business. These increases in construction equipment segment net
sales were more than offset by reduced skid loader sales, excluding those of
Gehl GmbH, and a continued sluggish market for telescopic handlers as industry
conditions continued to remain challenging.
Agricultural equipment segment net sales were $25.6 million in the 2002
second quarter, compared to $33.7 million in the 2001 second quarter, a decrease
of $8.1 million or 24%. Agricultural implement net sales were adversely impacted
by a significant decline in milk prices in the 2002 second quarter compared to
milk prices in 2001 second quarter, as well as drought conditions in certain
regions of the United States. In addition, shipments of skid loaders were lower
in the 2002 second quarter than 2001's comparable period. Partially offsetting
these reductions were the favorable impacts of the introduction of new compact
tracked loaders in the
12
2002 second quarter, increased shipments of compact excavators to select rural
equipment dealers, and increased sales from the Company's new attachment
business.
Of the Company's total net sales reported for the 2002 second quarter,
$13.1 million were made outside of the United States compared with $11.5 million
in the 2001 second quarter. The increase in exports was due primarily to the
consolidation of Gehl GmbH.
GROSS PROFIT
Gross profit was $14.2 million in the 2002 second quarter compared to $15.9
million in the 2001 second quarter, a decrease of $1.7 million or 11%. Gross
profit as a percent of net sales (gross margin) was 21.3% for the 2002 second
quarter compared to 21.7% for the 2001 second quarter. Gross margin for the
construction equipment segment was 20.3% in the 2002 second quarter compared
with 19.6% for the 2001 second quarter. The increase in the construction
equipment segment gross margin during the 2002 second quarter was primarily due
to the levels of discounts and sales incentives associated with the mix of
products shipped as well as improved manufacturing efficiencies. Gross margin
for the agricultural equipment segment was 23.1% in the 2002 second quarter
compared to 24.1% in the 2001 second quarter. The decrease in the agricultural
equipment segment gross margin was due to continued significant competitive
pressure resulting in higher sales discounts and sales incentives as well as a
less favorable mix of product shipments.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses were $11.3 million, or 17% of
net sales, in the 2002 second quarter compared to $9.7 million, or 13.2% of net
sales, in the 2001 second quarter. The increase is primarily due to the
consolidation of Gehl GmbH effective January 1, 2002, the full operating impact
of the enterprise resource planning system which was put in place during 2001,
and expenses associated with the Company's attachment business which was
launched in July 2001. These costs, combined with a lower level of net sales
during the 2002 second quarter, contributed to the Company's increased selling,
general and administrative expenses as a percentage of net sales. Assuming the
Company had adopted SFAS No. 142 on January 1, 2001, selling, general and
administrative expenses for the 2001 second quarter would have been $9.6
million.
INCOME FROM OPERATIONS
Income from operations in the 2002 second quarter was $2.6 million compared
to $6.2 million in the 2001 second quarter, a decrease of $3.7 million.
Excluding the restructuring and other charges incurred in the 2002 second
quarter, income from operations was $2.9 million. Assuming the Company had
adopted SFAS No. 142 on January 1, 2001, income from operations for the 2001
second quarter would have been $6.3 million.
INTEREST EXPENSE
Interest expense was $1.2 million in the 2002 and the 2001 second quarter.
A decline in the Company's borrowing rate in the 2002 second quarter when
compared to the 2001 second quarter had a favorable impact on interest expense
during the quarter. The favorable impact of a reduced borrowing rate was offset
by an increase in the Company's average outstanding debt due to increases in
working capital and the consolidation of Gehl GmbH.
13
OTHER EXPENSE, NET
Other expense, net was $540,000 in the 2002 second quarter compared to
$673,000 in the 2001 second quarter, a decrease of $133,000. The reduction was
primarily due to decreases in the costs of selling finance contracts (due to
lower discount rates required by third party purchasers of such contracts as a
result of the general downward trend of overall interest rates) as well as
favorable foreign currency gains compared to the 2001 second quarter.
NET INCOME
Net income was $0.9 million in the 2002 second quarter compared with $3.2
million in the 2001 second quarter, a decrease of $2.3 million. Excluding the
restructuring and other charges, net of tax, incurred in the 2002 second
quarter, net income was $1.1 million. Assuming the Company had adopted SFAS No.
142 on January 1, 2001, net income for the 2001 second quarter would have been
$3.3 million.
SIX MONTHS ENDED JUNE 29, 2002 COMPARED TO SIX MONTHS ENDED JUNE 30, 2001
NET SALES
Net sales for the six months ended June 29, 2002 ("2002 six months") were
$126.8 million compared to $134.9 million in the six months ended June 30, 2001
("2001 six months"), a decrease of $8.1 million or 6%. Excluding $4.9 million of
net sales resulting from the consolidation of Gehl GmbH, net sales decreased 10%
from the 2001 six months.
Construction equipment segment net sales were $71.4 million in the 2002 six
months compared to $71.5 million in the 2001 six months, a decrease of $0.1
million. Excluding $4.9 million of net sales resulting from the consolidation of
Gehl GmbH, net sales decreased 7% from the 2001 six months. The introduction of
new compact tracked loaders in the 2002 second quarter and contributions from
telescopic handlers and compact excavator models sold through the Mustang
distribution channel benefited construction equipment segment net sales in the
2002 six months. In addition, net sales benefited from the Company's new
attachment business. These increases in net sales were more than offset by the
continued downward trend in telescopic handler shipments due the sluggish market
for this product as industry conditions continued to remain challenging.
Agricultural equipment segment net sales were $55.3 million in the 2002 six
months, compared to $63.4 million in the 2001 six months, a decrease of $8.0
million or 13%. Agricultural implement net sales were adversely impacted by a
significant decline in milk prices in the 2002 second quarter as well as drought
conditions in certain regions of the United States. The introduction of new
compact tracked loaders in the 2002 second quarter, increased shipments of
compact excavators to select rural equipment dealers, and increased sales from
the Company's new attachment business partially offset reduced agricultural
implement net sales in the 2002 six months.
Of the Company's total net sales reported for the 2002 six months, $24.3
million were made outside of the United States compared with $18.9 million in
the 2001 six months. The increase in exports was due primarily to the
consolidation of Gehl GmbH.
14
GROSS PROFIT
Gross profit was $27.6 million in the 2002 six months compared to $29.7
million in the 2001 six months, a decrease of $2.1 million or 7%. Gross profit
as a percent of net sales (gross margin) was 21.8% for the 2002 six months
compared to 22% for the 2001 six months. Gross margin for the construction
equipment segment was 21.1% in the 2002 six months compared with 19.7% for the
2001 six months. The increase in the construction equipment segment gross margin
during the 2002 six months was primarily due to the levels of discounts and
sales incentives associated with the mix of products shipped as well as improved
manufacturing efficiencies. Gross margin for the agricultural equipment segment
was 22.6% in the 2002 six months compared to 24.6% in the 2001 six months. The
decrease in the agricultural equipment segment gross margin was due to
significant competitive pressure resulting in higher sales discounts and sales
incentives as well as a less favorable mix of product shipments.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses were $23.3 million, or 18.4%
of net sales, in the 2002 six months compared to $20.0 million, or 14.8% of net
sales, in the 2001 six months. The increase is primarily due to the
consolidation of Gehl GmbH effective January 1, 2002, the full operating impact
of the enterprise resource planning system which was put in place during 2001,
and expenses associated with the Company's attachment business which was
launched in July 2001. These costs, combined with a lower level of net sales
during the 2002 six months, contributed to the Company's increased selling,
general and administrative expenses as a percentage of net sales. Assuming the
Company had adopted SFAS No. 142 on January 1, 2001, selling, general and
administrative expenses for the 2001 six months would have been $19.8 million.
INCOME FROM OPERATIONS
Income from operations in the 2002 six months was $3.9 million compared to
$9.7 million in the 2001 six months, a decrease of $5.8 million. Excluding the
restructuring and other charges incurred in the 2002 six months, income from
operations was $4.3 million. Assuming the Company had adopted SFAS No. 142 on
January 1, 2001, income from operations for the 2001 six months would have been
$9.9 million.
INTEREST EXPENSE
Interest expense was $2.1 million in the 2002 six months compared to $2.3
million in the 2001 six months. The decrease was due to the decline in the
Company's borrowing rate in the 2002 six months when compared to the 2001 six
months. The favorable impact of a reduced borrowing rate was offset, in part, by
an increase in the Company's average outstanding debt due to increases in
working capital and the consolidation of Gehl GmbH.
OTHER EXPENSE, NET
Other expense, net was $1.1 million in the 2002 six months compared to $1.9
million in the 2001 six months, a decrease of $0.9 million. Decreases in the
costs of selling finance contracts (due to lower discount rates required by
third party purchasers of such contracts as a result of the general downward
trend of overall interest rates) as well as a reduction in the number of
contracts sold had a favorable impact on other expense, net.
15
NET INCOME
Net income was $1.1 million in the 2002 six months compared with $4.2
million in the 2001 six months, a decrease of $3.1 million. Excluding the
restructuring and other charges, net of tax, incurred in the 2002 six months,
net income was $1.4 million. Assuming the Company had adopted SFAS No. 142 on
January 1, 2001, net income for the 2001 six months would have been $4.4
million.
FINANCIAL CONDITION
- -------------------
The Company's working capital was $116.5 million at June 29, 2002, as
compared to $107.5 million at December 31, 2001, and $102.7 million at June 30,
2001. The increase since December 31, 2001 and June 30, 2001 was due primarily
to: 1) increases in accounts receivable related to new products introduced
throughout 2001 such as round balers and skid loader models, the introduction of
the new compact tracked loaders in the 2002 second quarter, and the shipment of
telescopic handlers, compact excavators and mini-loaders into the agriculture
distribution channel; 2) the consolidation of Gehl GmbH as of January 1, 2002
(primarily impacting inventory); and 3) increases in accounts receivable related
to seasonality (only impacting increase since December 31, 2001). The increases
were offset, in part, by a reduction in finance contracts receivable.
Capital expenditures for property, plant and equipment during the 2002 six
months were approximately $5.1 million. During 2002, the Company plans to make
an aggregate of up to $6.2 million in capital expenditures. As of June 29, 2002,
the Company has made capital expenditures of approximately $3.9 million to
substantially complete an expansion of the Madison, South Dakota plant necessary
to accommodate the transfer of Mustang skid loader production from Owatonna,
Minnesota to the Madison facility. The Company believes that its present
facilities, with the completion of the Madison, South Dakota expansion project,
will be sufficient to provide adequate capacity for its operations in 2002.
Effective March 19, 2002, the Company amended its line of credit facility
("Facility"). The amendment extended the expiration date of the Facility to
December 31, 2004, increased the line of credit (subject to a borrowing base
related to the Company's accounts receivable, finance contracts receivable and
inventories) from $75 million to $90 million through June 30, 2002, and
increased the interest rate on borrowings denominated in U.S. dollars from 2.0%
above the London Interbank Offered Rate for one-month deposits ("LIBOR") to 2.5%
to 2.65% above LIBOR. After June 30, 2002 and through December 31, 2004, the
line of credit will be $75 million as it was prior to the amendment. All other
terms and provisions are similar to the Facility prior to the amendment. The
Company believes the Facility will provide sufficient borrowing capacity for the
Company to finance its operations for the foreseeable future.
As of June 29, 2002, the weighted-average interest rate paid by the Company
on outstanding borrowings under its Facility was 4.69%. The Company had
available unused borrowing capacity of $30.4 million, $18.2 million and $22.7
million under the Facility at June 29, 2002, December 31, 2001, and June 30,
2001, respectively. As of July 1, 2002, the Company's available unused borrowing
capacity was $15.4 million as the aforementioned amendment to the Facility
decreased the line of credit from $90 million back to $75 million. At June 29,
2002, December 31, 2001, and June 30, 2001, the Company's outstanding borrowings
under the line of credit facility were $58.9 million, $55.2 million and $50.5
million, respectively.
16
The sale of finance contracts is an important component of the Company's
overall liquidity. The Company has arrangements with several financial
institutions and financial service companies to sell, with recourse, its finance
contracts receivable. The Company continues to service substantially all
contracts whether or not sold. At June 29, 2002, the Company serviced $153.6
million of such contracts, of which $148.5 million were owned by other parties.
The Company believes that it will be able to arrange sufficient capacity to sell
its finance contracts for the foreseeable future.
At June 29, 2002, shareholders' equity had decreased $6 million to $101.4
million from $107.4 million at June 30, 2001. This decrease primarily reflected
the impact of the minimum pension liability adjustment recorded in 2001 and the
net loss from June 30, 2001 to June 29, 2002.
In September 2001, the Company's Board of Directors authorized a stock
repurchase plan providing for the repurchase of up to 500,000 shares of the
Company's outstanding common stock. During the three-month period ended June 29,
2002, the Company repurchased 12,800 shares in the open market under this
authorization at an aggregate cost of $0.2 million. All treasury stock acquired
by the Company has been cancelled and returned to the status of authorized but
unissued shares.
There have been no material changes to the annual maturities of debt
obligations other than with respect to the Facility as described above, nor to
the future minimum non-cancelable operating lease payments as disclosed in Notes
5 and 12, respectively, of Notes to Consolidated Financial Statements in the
Company's Annual Report on Form 10-K for the year ended December 31, 2001 as
filed with the Securities and Exchange Commission.
ACCOUNTING PRONOUNCEMENTS
- -------------------------
Effective January 1, 2002, the Company adopted the provisions of Emerging
Issues Task Force ("EITF") 00-25, "Vendor Income Statement Characterization of
Consideration Paid to a Retailer of the Vendor's Products." As a result of
adopting EITF 00-25, the Company now classifies the costs associated with sales
incentives provided to dealers as a reduction of net sales. Prior to January 1,
2002, these costs were included in selling, general and administrative expenses.
Net sales and selling, general and administrative expenses for the three- and
six-month period ended June 30, 2001 have been restated to conform to the
current year presentation. This reclassification had no impact on reported
income before income taxes or net income.
In August 2001, the Financial Accounting Standards Board (FASB) issued SFAS
No. 143, "Accounting for Asset Retirement Obligations." This statement addresses
financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement
costs. It applies to legal obligations associated with the retirement of
long-lived assets that result from the acquisition, construction, development
and/or the normal operation of a long-lived asset. The statement will be
effective for years beginning after June 30, 2002. Management has not yet
completed its evaluation of the impact, if any, of the adoption of this
statement.
Effective January 1, 2002, the Company adopted the provisions of SFAS No.
144, "Accounting for the Impairment or Disposal of Long-Lived Assets." The
adoption of SFAS No. 144 had no impact on the Company's financial position at
June 29, 2002 or the results of operations and cash flows for the three- and
six-month periods then ended.
17
In April 2002, the FASB issued SFAS No. 145, "Recission of FASB Statements
No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections
as of April 2002." SFAS No. 145 rescinds SFAS No. 4, "Reporting Gains and Losses
from Extinguishment of Debt," SFAS No. 64, "Extinguishments of Debt Made to
Satisfy Sinking-Fund Requirements" and SFAS No. 44, "Accounting for Intangible
Assets of Motor Carriers." This Statement also amends SFAS No. 13, "Accounting
for Leases," to eliminate an inconsistency between the required accounting for
sale-leaseback transactions and the required accounting for certain lease
modifications that have economic effects that are similar to sale-leaseback
transactions. This Statement also amends other existing authoritative
pronouncements to make various technical corrections, clarify meanings, or
describe their applicability under changed conditions. The provisions of this
statement related to the rescission of SFAS No. 4 shall be applied in fiscal
years beginning after May 15, 2002. The provisions of this statement related to
SFAS No. 13 shall be effective for transactions occurring after May 15, 2002.
All other provisions of this statement will be effective for financial
statements issued on or after May 15, 2002. The adoption of SFAS No. 145 had no
impact on the Company's financial position at June 29, 2002 or the results of
operations and cash flows for the three- and six-month periods then ended.
In July 2002, the FASB issued SFAS No. 146, "Accounting for Costs
Associated with Exit or Disposal Activities." This statement nullifies EITF No.
94-3, "Liability Recognition for Certain Employee Termination Benefits and Other
Costs to Exit an Activity (including Certain Costs Incurred in a
Restructuring)", which allowed Companies engaged in exit and disposal activities
to record liabilities for certain costs when the Company committed to the exit
or disposal plan. SFAS No. 146 requires costs associated with an exit or
disposal plan to be recognized and measured initially at fair value only when
the liability has been incurred as defined by FASB Concepts Statement 6. The
provisions of SFAS No. 146 are effective for exit or disposal activities that
are initiated after December 31, 2002. The adoption of this statement will not
impact the accounting for the plant rationalization initiatives adopted by the
Company on September 26, 2001.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
- ------------------------------------------
Management's discussion and analysis of results of operations and financial
condition is based on the Company's condensed consolidated financial statements.
The preparation of these financial statements requires the Company to make
estimates and judgements that affect the reported amounts of assets,
liabilities, net sales and expenses. The Company bases its estimates on
historical experience and on various other assumptions that are believed to be
reasonable under the circumstances, the results of which form the basis for
making judgements about the carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from these
estimates under different assumptions or conditions and materially impact the
carrying value of the assets and liabilities. The Company believes the following
accounting policies are critical to the Company's business operations and the
understanding of the Company's results of operations and financial condition.
Allowance for Doubtful Accounts - The Company's accounts receivable are
reduced by an allowance for amounts that may be uncollectible in the future. The
Company estimates the uncollectibility of accounts receivable by specifically
analyzing accounts receivable where the Company has information indicating that
the customer may be unable to meet its financial obligation to the Company as
well as analyzing the age of unpaid amounts and historical write-off
percentages.
18
Inventories - Inventories are valued at the lower of cost or market. Cost
is determined using the last-in, first-out (LIFO) method for substantially all
of the Company's inventories. Adjustments to slow moving and obsolete inventory
to the lower of cost or market are determined based on historical experience and
the Company's best estimates of current product demand.
Product Warranty - In general, the Company provides warranty coverage on
equipment for a period of up to twelve months or for a specified period of use
after sale or rental by a dealer. The Company's reserve for warranty claims is
established based on the best estimate of the amounts necessary to settle future
and existing claims on products sold as of the balance sheet date.
Product Liability - The Company directly assumes all liability for costs
associated with claims up to specified limits in any policy year and as such,
records an estimated reserve for product liability. The Company's reserve for
product liability is based on the best estimate of the amounts necessary to
resolve future and existing claims.
Goodwill and Intangible Assets - Effective January 1, 2002, the Company
adopted the provisions of SFAS No. 142 "Goodwill and Other Intangible Assets."
Under SFAS No. 142, goodwill and intangible assets deemed to have indefinite
lives will no longer be amortized, but will be tested for impairment at least
annually. Other intangible assets will continue to be amortized over their
useful lives. The Company is subject to financial statement risk to the extent
that goodwill becomes impaired.
OUTLOOK
- -------
Visibility in the Company's market segments remains low, making it
difficult to predict the specific timing of the anticipated recovery. As such,
and in light of unsettled conditions surrounding the Company's market segments
and the overall U.S. business climate, the Company remains cautious relative to
the second half of 2002. Consequently, the Company now believes its full year
earnings per diluted share will be in the range of $0.40 to $0.50. This forecast
excludes restructuring expenses that will be incurred in 2002 which are
projected to lower the full-year 2002 earnings per diluted share by $0.15 to
$0.20 for period costs, which are recorded as incurred.
19
FORWARD-LOOKING STATEMENTS
- --------------------------
Certain matters discussed in this filing are "forward-looking statements"
intended to qualify for the safe harbor from liability established by the
Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact, including statements regarding the Company's
future financial position, business strategy, targets, projected sales and
earnings, and the plans and objectives of management for future operations, are
forward-looking statements. When used in this filing, words such as the Company
"believes," "anticipates," "expects" or "estimates" or words of similar meaning
are generally intended to identify forward-looking statements. These
forwarding-looking statements are not guarantees of future performance and are
subject to certain risks, uncertainties, assumptions and other factors, some of
which are beyond the Company's control, that could cause actual results to
differ materially from those anticipated as of the date of this filing. Factors
that could cause such a variance include, but are not limited to, unanticipated
changes in general economic and capital market conditions (including factors
that could affect a general economic recovery), the Company's ability to
implement successfully its strategic initiatives and plant rationalization
initiatives, market acceptance of newly introduced products, the cyclical nature
of the Company's business, the Company's and its customers' access to credit,
competitive pricing, product initiatives and other actions taken by competitors,
disruptions in production capacity, excess inventory levels, the effect of
changes in laws and regulations (including government subsidies and
international trade regulations), technological difficulties, changes in
currency exchange rates, the Company' ability to secure sources of liquidity
necessary to fund its operations, changes in environmental laws, the impact of
any acquisition effected by the Company, and employee and labor relations.
Shareholders, potential investors, and other readers are urged to consider these
factors in evaluating the forward-looking statements and are cautioned not to
place undue reliance on such forward-looking statements. The forward-looking
statements included in this filing are only made as of the date of this filing,
and the Company undertakes no obligation to publicly update such forward-looking
statements to reflect subsequent events or circumstances. In addition, the
Company's expectations for fiscal year 2002 are based in part on certain
assumptions made by the Company, including those relating to commodities prices,
which are strongly affected by weather and other factors and can fluctuate
significantly, housing starts and other construction activities, which are
sensitive to, among other things, interest rates and government spending, and
the performance of the U.S. economy generally. The accuracy of these or other
assumptions could have a material effect on the Company's ability to achieve its
expectations.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
- ------- ----------------------------------------------------------
There are no material changes to the information provided in response to
this item as set forth in the Company's Annual Report on Form 10-K for the year
ended December 31, 2001 as filed with the Securities and Exchange Commission.
20
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- ------- ---------------------------------------------------
At the Company's 2002 annual meeting of shareholders held on April 23,
2002, Nicholas C. Babson, Thomas J. Boldt, and Kurt Helletzgruber were
re-elected as directors of the Company for terms expiring at the 2005 annual
meeting of shareholders. The following table sets forth certain information with
respect to the election of directors at the 2002 annual meeting:
Name of Nominee Shares Voted For Shares Withholding Authority
- --------------- ---------------- ----------------------------
Nicholas C. Babson 4,166,387 331,835
Thomas J. Boldt 4,165,187 333,035
Kurt Helletzgruber 4,166,257 331,965
The following table sets forth the other directors of the Company whose terms of
office continued after the 2002 annual meeting:
Name of Director Year in Which Term Expires
- ---------------- --------------------------
John T. Byrnes 2003
Richard J. Fotsch 2003
Dr. Hermann Viets 2003
Fred M. Butler 2004
William D. Gehl 2004
John W. Splude 2004
ITEM 5. OTHER INFORMATION
- ------- -----------------
On August 13, 2002, Fred M. Butler retired as a director of the Company.
Mr. Butler had served as a director since 1995.
21
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------- --------------------------------
(a) EXHIBITS
Exhibit No. Document Description
----------- --------------------
3.1 Amendment to Gehl Company By-laws.
3.2 By-laws of Gehl Company, as amended.
10.1 Amendment to Gehl Savings Plan.
10.2 Amendments to Gehl Company Retirement Income Plan "B."
99.1 Certification of the Chief Executive Officer pursuant
to 18 U.S.C. Section 1350.
99.2 Certification of the Chief Financial Officer pursuant
to 18 U.S.C. Section 1350.
(b) REPORTS ON FORM 8-K
The Company filed a Current Report on Form 8-K on May 3, 2002
reporting under Item 9 the Company's financial results for the three
months ended March 30, 2002.
22
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.
GEHL COMPANY
Date: August 13, 2002 By: /s/ William D. Gehl
--------------------------------
William D. Gehl
Chairman of the Board, President
and Chief Executive Officer
Date: August 13, 2002 By: /s/ Kenneth P. Hahn
--------------------------------
Kenneth P. Hahn
Vice President of Finance
and Chief Financial Officer
(Principal Financial and
Accounting Officer)
23
GEHL COMPANY
INDEX TO EXHIBITS
Exhibit No. Document Description
- ----------- --------------------
3.1 Amendment to Gehl Company By-laws.
3.2 By-laws of Gehl Company, as amended.
10.1 Amendment to Gehl Savings Plan.
10.2 Amendments to Gehl Company Retirement Income Plan "B."
99.1 Certification of the Chief Executive Officer pursuant to
18 U.S.C. Section 1350.
99.2 Certification of the Chief Financial Officer pursuant to
18 U.S.C. Section 1350.
24