x
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF
1934
|
¨
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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Delaware
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13-3250533
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(State or other jurisdiction of
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(I.R.S. Employer
|
|
incorporation or organization)
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Identification No.)
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Page
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PART
I - FINANCIAL
INFORMATION
|
|
Item
1 - FINANCIAL STATEMENTS
|
|
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
|
3
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
4
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
5
|
CONDENSED
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
|
6
|
NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
7-16
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Item
2 - MANAGEMENT’S DISCUSSION AND ANALYSIS
|
|
OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
17-31
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Item
3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES
|
|
ABOUT
MARKET RISK
|
32
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Item
4 - CONTROLS AND PROCEDURES
|
33
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PART
II - OTHER INFORMATION
|
|
Item
1 - LEGAL PROCEEDINGS
|
34-35
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Item
1A - RISK FACTORS
|
35
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Item
6 - EXHIBITS
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35-36
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SIGNATURES
|
37
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EXHIBIT
31.1 - SECTION 302 CEO CERTIFICATION
|
|
EXHIBIT
31.2 - SECTION 302 CFO CERTIFICATION
|
|
EXHIBIT
32.1 - SECTION 906 CEO CERTIFICATION
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EXHIBIT
32.2 - SECTION 906 CFO CERTIFICATION
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Three Months Ended
|
||||||||
March 31,
|
||||||||
2009
|
2008
|
|||||||
(In
thousands, except per share amounts)
|
||||||||
Net
sales
|
$ | 71,019 | $ | 159,148 | ||||
Cost
of sales
|
65,193 | 122,569 | ||||||
Gross
profit
|
5,826 | 36,579 | ||||||
Selling,
general and administrative expenses
|
17,250 | 22,248 | ||||||
Goodwill
impairment
|
45,040 | - | ||||||
Other
(income)
|
(200 | ) | (646 | ) | ||||
Operating
(loss) profit
|
(56,264 | ) | 14,977 | |||||
Interest
expense, net
|
200 | 82 | ||||||
(Loss) income before income
taxes
|
(56,464 | ) | 14,895 | |||||
(Benefit)
provision for income taxes
|
(19,762 | ) | 5,790 | |||||
Net
(loss) income
|
$ | (36,702 | ) | $ | 9,105 | |||
Net
(loss) income per common share:
|
||||||||
Basic
|
$ | (1.70 | ) | $ | . 41 | |||
Diluted
|
$ | (1.70 | ) | $ | . 41 | |||
Weighted
average common shares outstanding:
|
||||||||
Basic
|
21,643 | 22,014 | ||||||
Diluted
|
21,643 | 22,179 |
March 31,
|
December 31,
|
|||||||||||
2009
|
2008
|
2008
|
||||||||||
(In
thousands, except shares and per share amount)
|
||||||||||||
ASSETS
|
||||||||||||
Current
assets
|
||||||||||||
Cash
and cash equivalents
|
$ | 14,326 | $ | 50,414 | $ | 8,692 | ||||||
Accounts
receivable, trade, less allowances
|
17,141 | 33,739 | 7,913 | |||||||||
Inventories
|
75,098 | 87,198 | 93,934 | |||||||||
Prepaid
expenses and other current assets
|
18,470 | 11,061 | 16,556 | |||||||||
Total
current assets
|
125,035 | 182,412 | 127,095 | |||||||||
Fixed
assets, net
|
86,813 | 96,625 | 88,731 | |||||||||
Goodwill
|
- | 39,591 | 44,113 | |||||||||
Other
intangible assets
|
41,430 | 31,577 | 42,787 | |||||||||
Other
assets
|
21,324 | 11,786 | 8,632 | |||||||||
Total
assets
|
$ | 274,602 | $ | 361,991 | $ | 311,358 | ||||||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
||||||||||||
Current
liabilities
|
||||||||||||
Notes
payable, including current maturities of
|
||||||||||||
long-term
indebtedness
|
$ | 4,602 | $ | 8,750 | $ | 5,833 | ||||||
Accounts
payable, trade
|
7,191 | 23,690 | 4,660 | |||||||||
Accrued
expenses and other current liabilities
|
30,058 | 46,484 | 32,224 | |||||||||
Total
current liabilities
|
41,851 | 78,924 | 42,717 | |||||||||
Long-term
indebtedness
|
1,825 | 15,600 | 2,850 | |||||||||
Other
long-term liabilities
|
7,387 | 5,896 | 6,913 | |||||||||
Total
liabilities
|
51,063 | 100,420 | 52,480 | |||||||||
Stockholders’
equity
|
||||||||||||
Common
stock, par value $.01 per share: authorized
|
||||||||||||
50,000,000
shares; issued 24,172,258 shares at March 2009,
|
||||||||||||
24,087,654
shares at March 2008 and 24,122,054 at
|
||||||||||||
December
2008
|
242 | 241 | 241 | |||||||||
Paid-in
capital
|
66,316 | 61,925 | 64,954 | |||||||||
Retained
earnings
|
184,781 | 218,910 | 221,483 | |||||||||
Accumulated
other comprehensive loss
|
- | (38 | ) | - | ||||||||
251,339 | 281,038 | 286,678 | ||||||||||
Treasury
stock, at cost - 2,596,725 shares at March 2009
|
||||||||||||
and December 2008,
2,149,325 shares at March 2008
|
(27,800 | ) | (19,467 | ) | (27,800 | ) | ||||||
Total
stockholders’ equity
|
223,539 | 261,571 | 258,878 | |||||||||
Total
liabilities and stockholders’ equity
|
$ | 274,602 | $ | 361,991 | $ | 311,358 |
Three Months Ended
|
||||||||
March 31,
|
||||||||
2009
|
2008
|
|||||||
(In
thousands)
|
||||||||
Cash
flows from operating activities:
|
||||||||
Net
(loss) income
|
$ | (36,702 | ) | $ | 9,105 | |||
Adjustments
to reconcile net (loss) income to cash flows provided by
|
||||||||
(used
for) operating activities:
|
||||||||
Depreciation
and amortization
|
5,070 | 4,087 | ||||||
Deferred
taxes
|
(15,660 | ) | - | |||||
Loss
(gain) on disposal of fixed assets
|
584 | (1,040 | ) | |||||
Stock-based
compensation expense
|
1,363 | 945 | ||||||
Goodwill
impairment
|
45,040 | - | ||||||
Changes
in assets and liabilities, net of business acquisitions:
|
||||||||
Accounts
receivable, net
|
(9,228 | ) | (17,999 | ) | ||||
Inventories
|
18,836 | (10,919 | ) | |||||
Prepaid
expenses and other assets
|
(847 | ) | 639 | |||||
Accounts
payable, accrued expenses and other liabilities
|
(82 | ) | 9,069 | |||||
Net
cash flows provided by (used for) operating activities
|
8,374 | (6,113 | ) | |||||
Cash
flows from investing activities:
|
||||||||
Capital
expenditures
|
(530 | ) | (1,201 | ) | ||||
Acquisition
of businesses
|
- | (44 | ) | |||||
Proceeds
from sales of fixed assets
|
65 | 4,416 | ||||||
Other
investments
|
(2 | ) | (6 | ) | ||||
Net cash flows (used for)
provided by investing activities
|
(467 | ) | 3,165 | |||||
Cash
flows from financing activities:
|
||||||||
Proceeds
from line of credit and other borrowings
|
5,775 | - | ||||||
Repayments
under line of credit and other borrowings
|
(8,031 | ) | (2,912 | ) | ||||
Exercise
of stock options
|
- | 61 | ||||||
Other
financing activities
|
(17 | ) | - | |||||
Net
cash flows used for financing activities
|
(2,273 | ) | (2,851 | ) | ||||
Net
increase (decrease) in cash
|
5,634 | (5,799 | ) | |||||
Cash
and cash equivalents at beginning of period
|
8,692 | 56,213 | ||||||
Cash
and cash equivalents at end of period
|
$ | 14,326 | $ | 50,414 | ||||
Supplemental
disclosure of cash flow information:
|
||||||||
Cash
paid during the period for:
|
||||||||
Interest
on debt
|
$ | 184 | $ | 342 | ||||
Income
taxes, net of refunds
|
$ | 354 | $ | 443 |
Total
|
||||||||||||||||||||
Common
|
Paid-in
|
Retained
|
Treasury
|
Stockholders’
|
||||||||||||||||
Stock
|
Capital
|
Earnings
|
Stock
|
Equity
|
||||||||||||||||
(In thousands, except shares)
|
||||||||||||||||||||
Balance
- December 31, 2008
|
$ | 241 | $ | 64,954 | $ | 221,483 | $ | (27,800 | ) | $ | 258,878 | |||||||||
Net
loss for the three months ended March 31, 2009
|
- | - | (36,702 | ) | - | (36,702 | ) | |||||||||||||
Issuance
of 50,204 shares of common stock pursuant to deferred stock
units
|
1 | (1 | ) | - | - | - | ||||||||||||||
Stock-based
compensation expense
|
- | 1,363 | - | - | 1,363 | |||||||||||||||
Balance
- March 31, 2009
|
$ | 242 | $ | 66,316 | $ | 184,781 | $ | (27,800 | ) | $ | 223,539 |
1.
|
Basis
of Presentation
|
2.
|
Segment
Reporting
|
●Towable
RV steel chassis
|
●Aluminum
windows and screens
|
●Towable
RV axles and suspension solutions
|
●Chassis
components
|
●RV
slide-out mechanisms and solutions
|
●Furniture
and mattresses
|
●Thermoformed
products
|
●Entry
and baggage doors
|
●Toy
hauler ramp doors
|
●Entry
steps
|
●Manual,
electric and hydraulic stabilizer
|
●Other
towable accessories
|
and
lifting systems
|
●Specialty
trailers for hauling boats, personal
watercraft,
snowmobiles and equipment
|
●Vinyl
and aluminum windows and screens
|
●Steel
chassis
|
●Thermoformed
bath and kitchen products
|
●Steel
chassis parts
|
●Axles
|
2009
|
2008
|
|||||||
Net
sales:
|
||||||||
RV
Segment
|
$ | 52,280 | $ | 123,955 | ||||
MH
Segment
|
18,739 | 35,193 | ||||||
Total
|
$ | 71,019 | $ | 159,148 | ||||
Operating
(loss) profit:
|
||||||||
RV
Segment
|
$ | (4,662 | ) | $ | 14,254 | |||
MH
Segment
|
(2,023 | ) | 2,510 | |||||
Total
segment operating (loss) profit
|
(6,685 | ) | 16,764 | |||||
Amortization
of intangibles
|
(1,389 | ) | (1,053 | ) | ||||
Corporate
|
(1,530 | ) | (1,950 | ) | ||||
Goodwill
impairment
|
(45,040 | ) | - | |||||
Other
items
|
(1,620 | ) | 1,216 | |||||
Total
operating (loss) profit
|
$ | (56,264 | ) | $ | 14,977 |
3.
|
Goodwill
and Other Intangible Assets
|
MH Segment
|
RV Segment
|
Total
|
||||||||||
Balance
- December 31, 2008
|
$ | 9,251 | $ | 34,862 | $ | 44,113 | ||||||
Adjustments
related to Seating Technologies, acquired July 1, 2008
|
- | 927 | 927 | |||||||||
Impairment
charge
|
(9,251 | ) | (35,789 | ) | (45,040 | ) | ||||||
Balance
- March 31, 2009
|
$ | - | $ | - | $ | - |
4.
|
Cash
and Cash Equivalents
|
5.
|
Inventories
|
March 31,
|
December 31,
|
|||||||||||
2009
|
2008
|
2008
|
||||||||||
Finished
goods
|
$ | 9,332 | $ | 13,343 | $ | 10,801 | ||||||
Work
in process
|
2,553 | 3,228 | 2,946 | |||||||||
Raw
material
|
63,213 | 70,627 | 80,187 | |||||||||
Total
|
$ | 75,098 | $ | 87,198 | $ | 93,934 |
6.
|
Long-Term
Indebtedness
|
March 31,
|
December 31,
|
|||||||||||
2009
|
2008
|
2008
|
||||||||||
Senior
Promissory Notes payable at the rate of $1,000 per
|
||||||||||||
quarter
on January 29, April 29, July 29 and October 29,
|
||||||||||||
with
interest payable quarterly at the rate of 5.01% per
|
||||||||||||
annum,
final payment to be made on April 29, 2010
|
$ | 5,000 | $ | 9,000 | $ | 6,000 | ||||||
Notes
payable pursuant to a Credit Agreement
|
||||||||||||
with
interest at prime rate or LIBOR plus a rate
|
||||||||||||
margin
based upon the Company’s performance
|
- | 7,000 | - | |||||||||
Industrial
Revenue Bonds, interest rates at March 31, 2009
|
||||||||||||
of
2.69% to 4.68%, due 2009 through 2017; secured by
|
||||||||||||
certain
real estate and equipment
|
1,427 | 5,120 | 1,662 | |||||||||
Other
loans primarily secured by certain real estate and
|
||||||||||||
equipment,
with fixed interest rates
|
- | 3,230 | 1,021 | |||||||||
6,427 | 24,350 | 8,683 | ||||||||||
Less
current portion
|
4,602 | 8,750 | 5,833 | |||||||||
Total
long-term indebtedness
|
$ | 1,825 | $ | 15,600 | $ | 2,850 |
7.
|
Stockholders’
Equity
|
2009
|
2008
|
|||||||
Weighted
average shares outstanding for basic earnings per share
|
21,643 | 22,014 | ||||||
Common
stock equivalents pertaining to stock options
|
- | 165 | ||||||
Total
for diluted shares
|
21,643 | 22,179 |
8.
|
Commitments
and Contingencies
|
9.
|
Fair
Value Measurements
|
|
·
|
Level
1 - Quoted prices (unadjusted) for identical assets and liabilities in
active markets that the Company has the ability to access at the
measurement date.
|
|
·
|
Level
2 - Quoted prices for similar assets and liabilities in active markets;
quoted prices for identical or similar assets and liabilities in markets
that are not active; and inputs other than quoted prices that are
observable for the asset or liability, including interest rates, yield
curves and credit risks, or inputs that are derived principally from or
corroborated by observable market data through
correlation.
|
|
·
|
Level
3 - Values determined by models, significant inputs to which are
unobservable and are primarily based on internally derived assumptions
regarding the timing and amount of expected cash
flows.
|
10.
|
New
Accounting Pronouncements
|
●Towable
RV steel chassis
|
●Aluminum
windows and screens
|
●Towable
RV axles and suspension solutions
|
●Chassis
components
|
●RV
slide-out mechanisms and solutions
|
●Furniture
and mattresses
|
●Thermoformed
products
|
●Entry and baggage
doors
|
●Toy hauler ramp
doors
|
●Entry
steps
|
●Manual,
electric and hydraulic stabilizer
|
●Other
towable accessories
|
and
lifting systems
|
●Specialty
trailers for hauling boats, personal
|
watercraft,
snowmobiles and
equipment
|
●Vinyl
and aluminum windows and screens
|
●Steel
chassis
|
●Thermoformed
bath and kitchen products
|
●Steel
chassis parts
|
●Axles
|
Wholesale
|
Retail
|
|||||||
Quarter
ended March 31, 2008
|
|
(8)%
|
(16)%
|
|||||
Quarter
ended June 30, 2008
|
(18)%
|
|
(19)%
|
|||||
Quarter
ended September 30, 2008
|
(38)%
|
|
(27)%
|
|||||
Quarter
ended December 31, 2008
|
(63)%
|
(36)%
|
||||||
Quarter
ended March 31, 2009
|
(61)%
|
(45)%(1)
|
||||||
(1) For
first two months of 2009, the latest period for which retail information
is available.
|
||||||||
Year
ended December 31, 2008
|
(29)%
|
(23)%
|
||||||
Year
ended December 31, 2007
|
(10)%
|
4%
|
2009
|
2008
|
|||||||
Net
sales:
|
||||||||
RV
Segment
|
$ | 52,280 | $ | 123,955 | ||||
MH
Segment
|
18,739 | 35,193 | ||||||
Total
net sales
|
$ | 71,019 | $ | 159,148 | ||||
Operating
(loss) profit:
|
||||||||
RV
Segment
|
$ | (4,662 | ) | $ | 14,254 | |||
MH
Segment
|
(2,023 | ) | 2,510 | |||||
Total
segment operating (loss) profit
|
(6,685 | ) | 16,764 | |||||
Amortization
of intangibles
|
(1,389 | ) | (1,053 | ) | ||||
Corporate
|
(1,530 | ) | (1,950 | ) | ||||
Goodwill
impairment
|
(45,040 | ) | - | |||||
Other
items
|
(1,620 | ) | 1,216 | |||||
Total
operating (loss) profit
|
$ | (56,264 | ) | $ | 14,977 |
|
§
|
Excluding
the impact of sales price increases and acquisitions, there was a $98
million (62 percent) “organic” decline in net sales in the first quarter
of 2009, as compared to the first quarter of 2008, primarily as a result
of the 61 percent decline in industry-wide wholesale shipments of travel
trailers and fifth-wheel RVs in the first quarter of 2009, as well as a 46
percent decline in industry-wide wholesale production of manufactured
homes. In addition, 2009 first quarter sales were negatively affected by
the 78 percent decline in industry-wide wholesale shipments of motorhomes,
and the severe industry-wide decline in sales of small and medium-sized
boats, particularly on the West Coast, for which the Company supplies
specialty trailers. Partially offsetting the industry declines during the
first quarter of 2009, the Company continued to achieve market share
gains, led by recently-introduced products, in particular, suspension
products, jack stabilizers and RV entry
doors.
|
|
§
|
The
Company incurred a net loss in the first quarter of 2009 due to the sales
decline, as well as:
|
|
·
|
A
non-cash goodwill impairment charge of $45 million before taxes ($29
million after taxes, or $1.36 per diluted share). The non-cash goodwill
impairment charge is largely the result of uncertainties in the economy,
and in the RV and manufactured housing industries, as well as a
substantial increase during the first quarter of 2009 in the discount rate
used to determine the present value of projected cash
flows.
|
|
·
|
Extra
pre-tax expenses of $4.9 million, which increased the net loss by $3.0
million, or $0.14 per diluted share. These extra expenses were due to the
unprecedented conditions in the RV and manufactured housing industries,
and included increased bad debts, obsolete inventory and tooling, as well
as costs related to plant consolidations and staff
reductions.
|
|
§
|
During
the first quarter of 2009, the Company generated solid cash flow,
increasing cash by $6 million, to more than $14 million, and reducing
total debt by more than $2 million, to $6 million. This was accomplished
by reducing inventory by $19 million during the first quarter of 2009,
which more than offset the seasonal increase in accounts receivable. The
Company expects this strong cash flow to continue over the next several
quarters, as the Company anticipates it will further reduce inventory
levels by $15 million to $20 million in addition to the $19 million
reduction in the 2009 first
quarter.
|
|
§
|
For
the balance of 2009, the Company anticipates a continuing weak economy, a
tight credit market, low consumer confidence, an excess inventory of
foreclosed site-built homes, and continued weakness in the real estate and
mortgage markets. All of these factors are expected to cause consumers to
be extremely cautious, which would likely impact the purchases of
discretionary big-ticket items, such as RVs and manufactured homes.
Because of slow retail sales, RV manufacturers and manufactured home
producers significantly reduced their output, which negatively affected
the Company in the latter half of 2008 and the first quarter of 2009, and
will likely continue for the balance of 2009. In response to the current
economic environment, the Company has been extremely proactive, taking the
following steps:
|
|
·
|
Reduced
its workforce and production capacity to be more in line with anticipated
demand.
|
|
·
|
Reduced
fixed overhead costs.
|
|
·
|
Implemented
synergies between the operations of Kinro and Lippert by combining certain
administrative functions and sales
efforts.
|
|
§
|
Steel
and aluminum are among the Company’s principal raw materials. Since late
2007, the costs of steel and aluminum have been volatile, and although the
Company was able to raise sales prices, higher cost raw materials, net of
sales price increases, reduced 2009 first quarter earnings by
approximately $0.02 per diluted share. Raw material costs have recently
declined from their peak levels. However, the Company still has higher
priced raw materials in inventory, which will adversely impact operating
results for the second quarter of 2009, although the impact is expected to
be modest.
|
|
·
|
An
‘organic’ sales decline of approximately $77 million, or 64 percent, of
RV-related products. This 64 percent decline was due largely to the 61
percent decrease in industry-wide wholesale shipments of travel trailers
and fifth-wheel RVs, the Company’s primary RV market. Fifth-wheel RVs,
which typically contain more of the Company’s products, declined 67
percent during the first quarter of 2009. Also, many of the towable RVs
produced by the industry over the last several months have included fewer
of the features and options ordinarily provided by the Company. In
addition, industry-wide wholesale shipments of motorhomes, components for
which represent about 3 percent of the Company’s RV Segment net sales,
were down 78 percent during the first quarter of
2009.
|
|
·
|
An
‘organic’ sales decline of approximately 70 percent or $3 million in
specialty trailers due primarily to a severe industry-wide decline in
sales of small and medium size boats, particularly on the West Coast, the
Company’s primary specialty trailer
market.
|
|
·
|
Sales
generated from 2008 acquisitions aggregating approximately $5
million.
|
|
·
|
Sales
price increases of approximately $3 million, primarily due to raw material
cost increases in 2008.
|
2009
|
2008
|
Percent Change
|
||||||||||
Content
per Travel Trailer and Fifth-Wheel RV
|
$ | 1,943 | $ | 1,715 |
13%
|
|||||||
Content
per Motorhome
|
$ | 531 | $ | 463 |
15%
|
|||||||
Content
per all RVs
|
$ | 1,596 | $ | 1,353 |
18%
|
2009
|
2008
|
Percent Change
|
||||||||||
Travel
Trailer and Fifth-Wheel RVs
|
146,300 | 256,100 |
(43)%
|
|||||||||
Motorhomes
|
19,700 | 51,800 |
(62)%
|
|
||||||||
All
RVs
|
184,700 | 342,400 |
(46)%
|
|
·
|
Higher
raw material costs.
|
|
·
|
Labor
inefficiencies due to the sharp drop in
sales.
|
|
·
|
The
spreading of fixed manufacturing costs over a smaller sales
base.
|
|
·
|
Higher
warranty, workers compensation and health insurance
costs.
|
|
·
|
An
increase in selling, general and administrative expenses to 16.6 percent
of net sales in the first quarter of 2009 from 11.9 percent of net sales
in the first quarter of 2008, largely due to an increase in bad debt
expense, as well as the spreading of fixed administrative costs over a
smaller sales base. In the first quarter of 2009 there was no incentive
compensation recorded due to the operating
loss.
|
|
·
|
Implementation
of cost-cutting measures.
|
|
·
|
Lower
overtime, supplies and repair
costs.
|
2009
|
2008
|
Percent Change
|
||||||||||
Content
per Home Produced
|
$ | 1,653 | $ | 1,680 |
(2)%
|
|||||||
Content
per Floor Produced
|
$ | 1,003 | $ | 993 |
1%
|
2009
|
2008
|
Percent Change
|
||||||||||
Total
Homes Produced
|
72,400 | 95,100 |
(24)%
|
|||||||||
Total
Floors Produced
|
119,300 | 161,000 |
(26)%
|
|
·
|
The
spreading of fixed manufacturing costs over a smaller sales
base.
|
|
·
|
Labor
inefficiencies due to the sharp drop in
sales.
|
|
·
|
Higher
health insurance costs.
|
|
·
|
An
increase in selling, general and administrative expenses to 22.8 percent
of net sales in the first quarter of 2009 from 15.5 percent of net sales
in the first quarter of 2008 due largely to an increase in bad debt
expense, as well as the spreading of fixed administrative costs over a
smaller sales base. In the first quarter of 2009 there was no incentive
compensation recorded due to the operating
loss.
|
|
·
|
Changes
in product mix.
|
|
·
|
Implementation
of cost-cutting measures.
|
2009
|
2008
|
|||||||
Selling,
general and administrative expenses:
|
||||||||
Legal
proceedings
|
293 | 355 | ||||||
Gain
on sold facilities
|
- | (1,194 | ) | |||||
Loss
on sold facilities and write-downs to estimated current fair value of
facilities to be sold
|
1,249 | 145 | ||||||
Other
|
278 | - | ||||||
Incentive
compensation impact of other non-segment items
|
- | 238 | ||||||
Other
(income) from the collection of the previously reserved
Note
|
(200 | ) | (760 | ) | ||||
$ | 1,620 | $ | (1,216 | ) |
2009
|
2008
|
|||||||
Net
cash flows provided by (used for) operating activities
|
$ | 8,374 | $ | (6,113 | ) | |||
Net
cash flows (used for) provided by investment activities
|
$ | (467 | ) | $ | 3,165 | |||
Net
cash flows used for financing activities
|
$ | (2,273 | ) | $ | (2,851 | ) |
|
a)
|
Evaluation
of Disclosure Controls and
Procedures
|
|
b)
|
Changes
in Internal Controls
|
a)
|
Exhibits
as required by item 601 of Regulation
8-K:
|
|
1)
|
31.1
Certification of Chief Executive Officer pursuant to 13a-14(a) under the
Securities Exchange Act of 1934. Exhibit 31.1 is filed
herewith.
|
|
2)
|
31.2
Certification of Chief Financial Officer pursuant to 13a-14(a) under the
Securities Exchange Act of 1934. Exhibit 31.2 is filed
herewith.
|
|
3)
|
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section
1350. Exhibit 32.1is filed
herewith.
|
|
4)
|
32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section
1350. Exhibit 32.2 is filed
herewith.
|
DREW
INDUSTRIES INCORPORATED
|
|
Registrant
|
|
By
|
/s/ Joseph S. Giordano
III
|
Joseph
S. Giordano III
|
|
Chief
Financial Officer and
Treasurer
|