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8-K - 8-K - HARLEY-DAVIDSON, INC.a2013q28-k.htm

Exhibit 99.1
    

 
Media Contact:    Bob Klein (414) 343-8664                        
Financial Contact:    Amy Giuffre (414) 343-8002

HARLEY-DAVIDSON POSTS SECOND-QUARTER 2013 EARNINGS, REVENUE and RETAIL MOTORCYCLE SALES GROWTH
EPS Rises 13.1% for the Quarter to $1.21
Second-Quarter Worldwide Harley-Davidson Retail Motorcycle Sales Increase 5.2%
MILWAUKEE, July 25, 2013 - Harley-Davidson, Inc. (NYSE: HOG) second-quarter 2013 diluted earnings per share increased 13.1% on higher motorcycle shipments and continued gains in operating efficiencies, compared to the year-ago period.
Second-quarter net income was $271.7 million on consolidated revenue of $1.79 billion, compared to net income of $247.3 million on consolidated revenue of $1.73 billion in the year-ago period. Second-quarter 2013 diluted earnings per share were $1.21, compared to $1.07 in the year-ago quarter.
Through six months, Harley-Davidson net income was $495.9 million on consolidated revenue of $3.37 billion, compared to net income of $419.3 million on consolidated revenue of $3.16 billion in the year-ago period. Six-month 2013 diluted earnings per share were $2.20, compared to $1.81 in the year-ago period.
“Harley-Davidson again drove strong financial performance in the second quarter, reflecting the many improvements in operations we have made throughout the Company over the past few years as well as our brand strength globally,” said Keith Wandell, Chairman, President and Chief Executive Officer of Harley-Davidson, Inc. “Our employees, dealers and suppliers continue to do an outstanding job, working as one team and moving in one direction, to deliver a great experience for our customers,” Wandell said.
“During the second quarter, we completed our first year of seasonal surge production at York with great success. We also surpassed a milestone for international dealership growth. With the opening of a dealership in Salvador, Brazil on June 29th, we have added 104 dealerships outside the U.S. since late 2009, achieving our goal to add 100 to 150 international dealerships by the end of 2014,” Wandell said.
“Of course, all summer long we are celebrating our 110th anniversary with Harley-Davidson enthusiasts from around the world, including one of our biggest-ever international consumer events last month in Rome and the upcoming celebration in Milwaukee on Labor Day weekend. And less than a month from now, we will launch an exciting lineup of new 2014 motorcycles,” Wandell said.
Retail Harley-Davidson Motorcycle Sales
Dealers worldwide sold 90,193 new Harley-Davidson motorcycles in the second quarter of 2013, compared to 85,714 motorcycles in the year-ago quarter. In the U.S., dealers sold 58,241 new Harley-Davidson motorcycles in the quarter, up 4.4% compared to the year-ago period. In international markets, dealers sold 31,952 new Harley-Davidson motorcycles during the second quarter, compared to 29,953 motorcycles in the year-ago period, with unit sales up 12.3% in the Asia Pacific region, 1.0% in the EMEA region, 39.2% in the Latin America region, and 3.6% in Canada.




Through six months, dealers sold 144,447 new Harley-Davidson motorcycles worldwide, compared to 145,391 motorcycles in the year-ago period, with retail unit sales up 11.9% in the Asia Pacific region, 22.8% in the Latin America region and 2.4% in Canada, and down 2.7% in the U.S. and 3.6% in the EMEA region, compared to the first half of 2012. The Company believes first-half U.S. retail sales were adversely impacted by a prolonged and abnormally cool and wet spring in 2013, compared to an abnormally early and warm spring in 2012.
Harley-Davidson Motorcycles and Related Products Segment Results
Second-Quarter Results: Operating income from motorcycles and related products grew 15.5% to $357.7 million in the second quarter of 2013, compared to operating income of $309.6 million in the year-ago period. Operating income in the quarter benefited from higher motorcycle shipments as the Company continued the implementation of seasonal surge motorcycle production, higher gross margin and lower restructuring expense, compared to the prior-year period.
Revenue from motorcycles grew 4.2% to $1.27 billion, compared to revenue of $1.22 billion in the year-ago period. The Company shipped 84,606 motorcycles to dealers and distributors worldwide during the quarter, in line with shipment guidance and a 1.3% increase compared to shipments of 83,502 motorcycles in the year-ago period.
Revenue from motorcycle parts and accessories was $269.6 million during the quarter, up 1.5%, and revenue from general merchandise, which includes MotorClothes® apparel and accessories, was $81.7 million, up 8.7%, compared to the year-ago period.
Gross margin was 36.9% in the second quarter of 2013, compared to 35.9% in the second quarter of 2012. Second-quarter operating margin from motorcycles and related products was 21.9%, compared to operating margin of 19.7% in last year's second quarter.
Six-Month Results: Through six months the Company shipped 159,828 motorcycles to dealers and distributors worldwide, an 8.2% increase compared to the year-ago period. Six-month revenue from motorcycles grew 9.4% to $2.43 billion, revenue from parts and accessories decreased 2.4% to $453.6 million and revenue from general merchandise increased 2.7% to $153.8 million, compared to the first six months of 2012. Gross margin through six months was 36.8% and operating margin was 20.8%, compared to 35.9% and 18.2% respectively in the year-ago period.
Financial Services Segment Results
Operating income from financial services was $74.2 million in the second quarter of 2013, a 9.5% decrease compared to operating income of $82.0 million in last year's second quarter, which benefited from the release of significant credit loss reserves. Financial services results also reflect higher net interest income on favorable cost of funds and lower operating expenses in the second quarter of 2013 compared to the prior-year period. Through six months, operating income from financial services was $145.7 million, compared to operating income of $149.3 million through six months in 2012.

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Guidance
Harley-Davidson continues to expect to ship 259,000 to 264,000 motorcycles to dealers and distributors worldwide in 2013. In the third quarter of 2013, the Company expects to ship 51,000 to 56,000 motorcycles, compared to shipments of 52,793 motorcycles in the year-ago period. The Company continues to expect full-year 2013 gross margin of 35.25% to 36.25%. The Company also continues to expect capital expenditures of $200 million to $220 million in 2013.
Restructuring Update
In the second quarter, the Company recorded a restructuring benefit related to its decision to maintain a scaled-back operation at its New Castalloy wheels facility rather than completely exit the operation. During the quarter, the Company reversed previously expensed exit costs, resulting in a benefit to restructuring of $5.3 million, compared to a restructuring expense of $6.2 million in the year-ago quarter. Upon the expected completion of restructuring in 2013, Harley-Davidson now expects restructuring activities initiated since 2009 to result in one-time overall costs of approximately $485 million, including approximately $3 million in 2013. The Company continues to expect savings of approximately $305 million in 2013 from restructuring activities initiated since 2009, rising to annual ongoing savings of approximately $320 million beginning in 2014.
Income Tax Rate
Through six months, the Company's effective tax rate was 34.8%, compared to 35.3% in the year-ago period.  The lower effective tax rate in the first half of 2013 was primarily driven by the retroactive reinstatement of the Research and Development Tax Credit with the enactment of the American Taxpayer Relief Act of 2012.  The Company continues to expect its full-year 2013 effective tax rate to be approximately 34.8%.
Cash Flow
Cash and marketable securities totaled $1.43 billion at the end of the second quarter, compared to $1.21 billion at the end of last year's second quarter. During the first six months of 2013, Harley-Davidson generated $389.7 million of cash from operating activities, compared to $288.2 million in the year-ago period. On a discretionary basis, the Company repurchased 3.5 million shares of Harley-Davidson, Inc. common stock during the first half of 2013 at a cost of $186 million. At the end of the second quarter of 2013, there were 12.2 million shares remaining on board-approved share repurchase authorizations.
Company Background
Harley-Davidson, Inc. is the parent company of Harley-Davidson Motor Company and Harley-Davidson Financial Services. Harley-Davidson Motor Company produces heavyweight custom, cruiser and touring motorcycles and offers a complete line of Harley-Davidson motorcycle parts, accessories, riding gear and apparel, and general merchandise. Harley-Davidson Financial Services provides wholesale and retail financing, insurance, extended service and other protection plans and credit card programs to Harley-Davidson dealers and riders in the U.S., Canada and other select international markets. For more information, visit Harley-Davidson's Web site at www.harley-davidson.com.
Conference Call and Webcast Presentation

Harley-Davidson will discuss second-quarter results on a Webcast at 8:00 a.m. CT today. The Webcast presentation will be posted prior to the call and can be accessed at http://investor.harley-davidson.com/.

3



Click “Events and Presentations” under “Resources.” The audio and visual support for today's call will be available at Harley-Davidson.com. The audio can also be accessed until August 9th by calling (404) 537-3406 or (855)859-2056 in the U.S. The PIN number is 9921-6749#.

Forward-Looking Statements
The Company intends that certain matters discussed in this release are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such because the context of the statement will include words such as the Company “believes,” “anticipates,” “expects,” “plans,” or “estimates” or words of similar meaning. Similarly, statements that describe future plans, objectives, outlooks, targets, guidance or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated as of the date of this release. Certain of such risks and uncertainties are described below. Shareholders, potential investors, and other readers are urged to consider these factors in evaluating the forward-looking statements and cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this release are only made as of the date of this release, and the Company disclaims any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

The Company's ability to meet the targets and expectations noted depends upon, among other factors, the Company's ability to (i) execute its business strategy, (ii) adjust to fluctuations in foreign currency exchange rates, interest rates and commodity prices, (iii) manage through inconsistent economic conditions, including changing capital, credit and retail markets, (iv) implement and manage enterprise-wide information technology solutions, including solutions at its manufacturing facilities, and secure data contained in those systems, (v) anticipate the level of consumer confidence in the economy, (vi) continue to realize production efficiencies at its production facilities and manage operating costs including materials, labor and overhead, (vii) manage production capacity and production changes, (viii) manage changes and prepare for requirements in legislative and regulatory environments for its products, services and operations, (ix) provide products, services and experiences that are successful in the marketplace, (x) manage risks that arise through expanding international operations and sales, (xi) manage the credit quality, the loan servicing and collection activities, and the recovery rates of HDFS' loan portfolio, (xii) successfully implement with its labor unions the agreements that it has executed with them that it believes will provide flexibility and cost-effectiveness to accomplish restructuring goals and long-term competitiveness, (xiii) effectively execute the Company's restructuring plans within expected costs and timing, (xiv) manage supply chain issues, including any unexpected interruptions or price increases caused by raw material shortages or natural disasters,(xv) develop and implement sales and marketing plans that retain existing retail customers and attract new retail customers in an increasingly competitive marketplace, (xvi) adjust to healthcare inflation and reform, pension reform and tax changes, (xvii) retain and attract talented employees, (xviii) manage the risks that our independent dealers may have difficulty obtaining capital and managing through changing economic conditions and consumer demand, (xix) continue to have access to reliable sources of capital funding and adjust to fluctuations in the cost of capital, (xx) continue to develop the capabilities of its distributor and dealer network, and (xxi) detect any issues with our motorcycles or manufacturing processes to avoid delays in new model launches, recall campaigns, increased warranty costs or litigation.

In addition, the Company could experience delays or disruptions in its operations as a result of work stoppages, strikes, natural causes, terrorism or other factors. Other factors are described in risk factors that the Company has disclosed in documents previously filed with the Securities and Exchange Commission.

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The Company's ability to sell its motorcycles and related products and services and to meet its financial expectations also depends on the ability of the Company's independent dealers to sell its motorcycles and related products and services to retail customers. The Company depends on the capability and financial capacity of its independent dealers and distributors to develop and implement effective retail sales plans to create demand for the motorcycles and related products and services they purchase from the Company. In addition, the Company's independent dealers and distributors may experience difficulties in operating their businesses and selling Harley-Davidson motorcycles and related products and services as a result of weather, economic conditions or other factors.

# # #


5



Harley-Davidson, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
 
 
Three months ended
 
Six months ended
 
 
June 30,
2013
 
July 1,
2012
 
June 30,
2013
 
July 1,
2012
Motorcycles and related products revenue
 
$
1,631,466

 
$
1,569,047

 
$
3,045,714

 
$
2,842,416

Gross profit
 
601,870

 
563,817

 
1,121,312

 
1,020,327

Selling, administrative and engineering expense
 
249,502

 
248,038

 
489,245

 
485,033

Restructuring (benefit) expense
 
(5,297
)
 
6,220

 
(2,359
)
 
17,671

  Operating income from motorcycles & related products
 
357,665

 
309,559

 
634,426

 
517,623

 
 
 
 
 
 
 
 
 
Financial services revenue
 
162,841

 
160,613

 
319,806

 
316,935

Financial services expense
 
88,685

 
78,659

 
174,105

 
167,587

    Operating income from financial services
 
74,156

 
81,954

 
145,701

 
149,348

 
 
 
 
 
 
 
 
 
Operating income
 
431,821

 
391,513

 
780,127

 
666,971

Investment income
 
1,770

 
2,231

 
3,385

 
4,164

Interest expense
 
11,238

 
11,595

 
22,629

 
23,090

Income before income taxes
 
422,353

 
382,149

 
760,883

 
648,045

Provision for income taxes
 
150,614

 
134,899

 
265,015

 
228,760

Net income
 
$
271,739

 
$
247,250

 
$
495,868

 
$
419,285

 
 
 
 
 
 
 
 
 
Earnings per common share:
 
 
 
 
 
 
 
 
  Basic
 
$
1.22

 
$
1.08

 
$
2.22

 
$
1.83

    Diluted
 
$
1.21

 
$
1.07

 
$
2.20

 
$
1.81

 
 
 
 
 
 
 
 
 
Weighted-average common shares:
 
 
 
 
 
 
 
 
    Basic
 
223,052

 
228,838

 
223,737

 
228,914

  Diluted
 
224,470

 
230,923

 
225,306

 
231,104

 
 
 
 
 
 
 
 
 
Cash dividends per common share
 
$
0.210

 
$
0.155

 
$
0.420

 
$
0.310





Harley-Davidson, Inc.
Condensed Consolidated Balance Sheets
(In thousands)
 
 
 
(Unaudited)
 
 
 
(Unaudited)
 
 
June 30,
2013
 
December 31,
2012
 
July 1,
2012
ASSETS
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
Cash and cash equivalents
 
$
1,300,690

 
$
1,068,138

 
$
1,071,496

Marketable securities
 
133,631

 
135,634

 
135,848

Accounts receivable, net
 
253,819

 
230,079

 
250,268

Finance receivables, net
 
2,010,974

 
1,743,045

 
1,854,838

Inventories
 
307,717

 
393,524

 
323,046

Restricted cash
 
212,004

 
188,008

 
188,564

Other current assets
 
235,636

 
292,508

 
245,807

Total current assets
 
4,454,471

 
4,050,936

 
4,069,867

Finance receivables, net
 
4,214,612

 
4,038,807

 
4,161,731

Other long-term assets
 
1,038,115

 
1,081,030

 
1,085,186

 
 
$
9,707,198

 
$
9,170,773

 
$
9,316,784

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
Accounts payable & accrued liabilities
 
$
794,670

 
$
770,977

 
$
787,336

Short-term debt
 
525,745

 
294,943

 
845,868

Current portion of long-term debt
 
776,274

 
437,162

 
907,389

Total current liabilities
 
2,096,689

 
1,503,082

 
2,540,593

Long-term debt
 
4,234,352

 
4,370,544

 
3,576,994

Pension and postretirement healthcare liabilities
 
420,096

 
608,356

 
385,791

Other long-term liabilities
 
134,822

 
131,167

 
147,019

 
 
 
 
 
 
 
Total shareholders’ equity
 
2,821,239

 
2,557,624

 
2,666,387

 
 
$
9,707,198

 
$
9,170,773

 
$
9,316,784





Harley-Davidson, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
 
 
 
Six months ended
 
 
June 30,
2013
 
July 1,
2012
Net cash provided by operating activities
 
$
389,677

 
$
288,242

 
 
 
 
 
Cash flows from investing activities:
 
 
 
 
  Capital expenditures
 
(66,589
)
 
(60,078
)
Finance receivables, net
 
(230,544
)
 
(147,782
)
  Net change in marketable securities
 
1,005

 
18,053

Other
 
6,667

 

Net cash used by investing activities
 
(289,461
)
 
(189,807
)
 
 
 
 
 
Cash flows from financing activities:
 
 
 
 
  Proceeds from issuance of medium-term notes
 

 
397,373

  Repayments of medium-term notes
 
(27,858
)
 

  Proceeds from securitization debt
 
647,516

 
91,030

  Repayments of securitization debt
 
(423,455
)
 
(839,401
)
  Net increase (decrease) in credit facilities and unsecured commercial paper
 
230,761

 
(46,629
)
Net borrowings of asset-backed commercial paper
 
47,061

 

Net repayments of asset-backed commercial paper
 
(37,642
)
 

  Net change in restricted cash
 
(23,996
)
 
41,091

Dividends paid
 
(94,213
)
 
(71,645
)
Purchase of common stock for treasury
 
(208,699
)
 
(172,742
)
  Excess tax benefits from share-based payments
 
16,338

 
15,730

  Issuance of common stock under employee stock option plans
 
24,677

 
35,337

Net cash provided (used) by financing activities
 
150,490

 
(549,856
)
 
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
 
(18,154
)
 
(4,033
)
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
 
$
232,552

 
$
(455,454
)
 
 
 
 
 
Cash and cash equivalents:
 
 
 
 
  Cash and cash equivalents - beginning of period
 
1,068,138

 
1,526,950

  Net increase (decrease) in cash and cash equivalents
 
232,552

 
(455,454
)
  Cash and cash equivalents - end of period
 
$
1,300,690

 
$
1,071,496






Motorcycles and Related Products Revenue and
Motorcycle Shipment Data
(Unaudited)
 
 
 
Three months ended
 
Six months ended
 
 
June 30,
2013
 
July 1,
2012
 
June 30,
2013
 
July 1,
2012
MOTORCYCLES AND RELATED PRODUCTS REVENUE (in thousands)
 
 
 
 
 
 
 
 
Motorcycles
 
$
1,274,882

 
$
1,223,776

 
$
2,428,709

 
$
2,219,678

Parts & Accessories
 
269,588

 
265,574

 
453,626

 
464,632

General Merchandise
 
81,700

 
75,137

 
153,844

 
149,743

Other
 
5,296

 
4,560

 
9,535

 
8,363

 
 
$
1,631,466

 
$
1,569,047

 
$
3,045,714

 
$
2,842,416

MOTORCYCLE SHIPMENTS:
 
 
 
 
 
 
 
 
United States
 
57,070

 
56,674

 
107,753

 
97,967

International
 
27,536

 
26,828

 
52,075

 
49,798

Total
 
84,606

 
83,502

 
159,828

 
147,765

MOTORCYCLE PRODUCT MIX:
 
 
 
 
 
 
 
 
Touring
 
32,384

 
32,218

 
63,716

 
59,376

Custom
 
35,315

 
33,139

 
65,617

 
57,711

Sportster®
 
16,907

 
18,145

 
30,495

 
30,678

Total
 
84,606

 
83,502

 
159,828

 
147,765







Worldwide Retail Sales of Harley-Davidson Motorcycles(1) 
 
 
 
Three months ended
 
Six months ended
 
 
June 30,
2013
 
July 1,
2012
 
June 30,
2013
 
July 1,
2012
North America Region
 
 
 
 
 
 
 
 
United States
 
58,241

 
55,761

 
92,947

 
95,523

Canada
 
5,058

 
4,881

 
7,117

 
6,948

Total North America Region
 
63,299

 
60,642

 
100,064

 
102,471

Europe, Middle East and Africa Region (EMEA)
 
 
 
 
 
 
 
 
Europe(2)
 
14,669

 
14,639

 
22,369

 
23,521

Other
 
1,929

 
1,797

 
3,412

 
3,209

Total EMEA Region
 
16,598

 
16,436

 
25,781

 
26,730

Asia Pacific Region
 
 
 
 
 
 
 
 
Japan
 
3,174

 
2,898

 
5,347

 
4,974

Other
 
4,019

 
3,509

 
7,804

 
6,776

Total Asia Pacific Region
 
7,193

 
6,407

 
13,151

 
11,750

Latin America Region
 
3,103

 
2,229

 
5,451

 
4,440

Total Worldwide Retail Sales
 
90,193

 
85,714

 
144,447

 
145,391

(1) Data source for retail sales figures shown above is new sales warranty and registration information provided by Harley-Davidson dealers and compiled by the Company. The Company must rely on information that its dealers supply concerning new retail sales, and this information is subject to revision.
 
(2) Europe data includes Austria, Belgium, Denmark, Finland, France, Germany, Greece, Italy, Luxembourg, Netherlands, Norway, Portugal, Spain, Sweden, Switzerland, and the United Kingdom.


Heavyweight Motorcycle Registration Data(1) 
 
 
 
Six months ended
 
 
June 30,
2013
 
June 30,
2012
United States(2)
 
170,379

 
181,569

 
 
Six months ended
 
 
June 30,
2013
 
June 30,
2012
Europe(3)
 
183,041

 
201,138


(1) Heavyweight data includes street legal 601+cc models. Street legal 601+cc models include on-highway, dual purpose models and three-wheeled vehicles.

(2) United States data is derived from information provided by Motorcycle Industry Council (MIC). This third party data is subject to revision and update.

(3) Europe data includes Austria, Belgium, Denmark, Finland, France, Germany, Greece, Italy, Luxembourg, Netherlands, Norway, Portugal, Spain, Sweden, Switzerland, and the United Kingdom. Industry retail motorcycle registration data includes 601+cc models derived from information provided by Association des Constructeurs Europeens de Motocycles (ACEM), an independent agency. This third-party data is subject to revision and update.