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Oshkosh Truck Reports Third Quarter Net Income Up 57%

    OSHKOSH, Wis.--July 25, 2002--Oshkosh Truck Corporation today reported that third quarter net income increased 57.4 percent to $21.6 million, or $1.24 per share, on sales of $489.5 million for the quarter ended June 30, 2002. This compares with net income of $13.7 million, or $0.80 per share, on sales of $405.8 million for last year's third quarter. These results exceeded Oshkosh's previous earnings expectations of $0.88 per share for the quarter. Primarily as a result of the strong third quarter results, Oshkosh also increased its earnings per share estimate for the full year ending September 30, 2002 to $3.35 per share.
    Sales increased 20.6 percent in the third quarter. Operating income increased 39.5 percent to $38.4 million, or 7.8 percent of sales, compared to $27.5 million, or 6.8 percent of sales, in the prior year's third quarter.
    The company's third quarter performance included a $4.5 million increase in operating income ($0.16 per share after tax) to record a cumulative adjustment to margins recognized on its multi-year Medium Tactical Vehicle Replacement ("MTVR") vehicle production contract. This increase was a result of events in the third quarter, including the completion of a retrofit program to bring low-rate production vehicles to final configuration, sustained positive cost performance and negotiation of a modification to the MTVR contract to include "dump and wrecker body" variants. Excluding the impact of the Geesink Norba Group acquisition (completed in the fourth quarter of fiscal 2001), the MTVR margin adjustment and adjusting for the elimination of goodwill and other indefinite-lived intangible assets as a result of the adoption of a new accounting standard ($0.10 per share after tax), earnings per share would have been up approximately 16.7% percent in the third quarter of fiscal 2002 compared to the same period in the prior year.
    "This quarter all of our businesses performed quite well. However, a major factor was the aggressive cost reduction efforts on the MTVR defense truck program that permitted us to increase our MTVR margins by one percentage point. A contract modification to the MTVR contract during the quarter to include dump truck and wrecker models should assure the production of more than the base quantity volumes under the contract, assuming the government approves funding of the wrecker models. And, we expect to significantly reduce working capital commitments to support this contract as a result of `performance-based' payments that have been negotiated," commented Robert G. Bohn, chairman, president and chief executive officer.
    Bohn continued, "With our debt down significantly and our backlog up about 29 percent, we believe we are well-positioned for fiscal 2003 as we approach final bids on some very significant long-term defense business in the U.S. and the U.K. The rough financial markets of recent weeks, however, cause us to approach our outlook for fiscal 2003 with caution. Accordingly, today we are initiating our estimate of fiscal 2003 earnings per share at $3.70, up approximately 10.4% over estimated fiscal 2002 earnings. This estimate assumes no further margin increase on the MTVR contract in fiscal 2003 although we continue to target higher margins under the contract."

    Factors affecting third quarter results for the company's business segments included:

    Fire and emergency--Fire and emergency segment sales decreased 3.8 percent, to $124.0 million, for the quarter. Operating income was up 1.3 percent, to $14.5 million, or 11.7 percent of sales, compared to prior year operating income of $14.3 million, or 11.1 percent of sales. Excluding the impact of non-amortization of goodwill, operating income would have declined 4.2 percent compared to the prior year quarter, with operating income margins consistent between periods at 11.7 percent of sales. Fire and emergency backlog was up 27.4 percent at June 30, 2002 compared to June 30, 2001, consistent with the Company's strategy to increase its backlog at its Pierce subsidiary in order to improve manufacturing efficiencies in fiscal 2003.
    Defense--Defense sales increased 46.3 percent, to $162.8 million, for the quarter. Operating income was up 71.4 percent, to $15.0 million, or 9.2 percent of sales, compared to prior year operating income of $8.7 million, or 7.8 percent of sales. Results for the quarter reflect increased volume related to a full quarter of full-rate production under the MTVR contract and increased parts sales, which were shifted from the fourth to the third quarter. The Company increased margins on the MTVR long-term production contract by one percentage point to 4.3% during the quarter. Excluding the impact of the cumulative adjustment of MTVR margins during the quarter, overall defense operating income margins would have been 7.0 percent in the third quarter of fiscal 2002. Operating income and margins for the third quarter of fiscal 2002 were adversely impacted by the relatively low margins on the higher volume of MTVR sales and by increased spending for bid and proposal activities in connection with multi-year truck procurement competitions for U.S. Army and U.K. Ministry of Defence business.
    Commercial--Commercial sales increased 22.9 percent, to $204.5 million, for the quarter. Operating income increased 99.4 percent to $17.7 million, or 8.7 percent of sales. Excluding the impact of the Geesink Norba Group acquisition and the impact of non-amortization of goodwill, operating income would have been up 55.6 percent compared to the prior year quarter. Operating income improved largely due to increased sales of higher-margin concrete placement products, sales of used trucks and favorable manufacturing cost and workers compensation experience.
    Corporate and other--Operating expenses and inter-segment profit elimination increased $4.4 million to $8.8 million due to increased variable compensation, higher legal defense costs and expenses incurred related to acquisition investigations terminated during the quarter. Net interest expense for the quarter decreased $0.5 million to $4.9 million. Interest costs on increased borrowings to fund the acquisition of the Geesink Norba Group were more than offset by lower interest rates.

    Nine-Month Results

    The company reported that net income increased 27.5 percent to $42.3 million, or $2.45 per share, for the first nine months of fiscal 2002 on sales of $1,266.6 million compared to $33.2 million, or $1.94 per share, for the first nine months of fiscal 2001 on sales of $1,031.7 million.
    Operating income increased 20.2 percent to $79.7 million in the first nine months of fiscal 2002 compared to $66.3 million in the first nine months of fiscal 2001. Excluding the impact of the cumulative adjustment of MTVR margins, the impact of the acquisition of the Geesink Norba Group and adjusting for the non-amortization of goodwill ($0.29 per share after tax), earnings per share would have declined by $0.01 per share compared to the prior year. Increased corporate expenses and bid and proposal spending on U.S. and U.K. multi-year defense truck procurement competitions, combined with lower sales of higher-margin concrete placement products, contributed to this decline.
    The company will comment on third quarter earnings and expectations for the remainder of fiscal 2002 and fiscal 2003 during a live conference call at 11:00 a.m. Eastern Daylight Time this morning. The call will be available simultaneously via a webcast over the Internet as a service to investors. It will be listen-only format for on-line listeners. To access the webcast, investors should go to www.oshkoshtruck.com at least 15 minutes prior to the event and follow instructions for listening to the broadcast. An audio replay of such conference call and related question and answer session will be available for thirty days at this website.

    Dividend Announcement

    Oshkosh Truck Corporation's Board of Directors declared a quarterly dividend of $0.07500 per share for Class A Common Stock and $0.08625 per share for Common Stock. These dividends, unchanged from the prior quarter, will be payable August 13, 2002 to shareholders of record as of August 6, 2002.

    Oshkosh Truck Corporation is a leading manufacturer of specialty trucks and truck bodies for the defense, fire and emergency, concrete placement and refuse hauling markets. Oshkosh Truck is a Fortune 1000 company with products marketed under the Oshkosh, Pierce, McNeilus, Geesink, Norba and Medtec brand names. The company is headquartered in Oshkosh, Wis., and had annual sales of $1.45 billion in fiscal 2001.

    Forward-Looking Statements

    This press release contains statements that the company believes are "forward-looking statements" within the meaning of 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, costs, earnings, capital spending and debt levels, and plans and objectives of management for future operations, are forward-looking statements. When used in this press release, words such as the company "expects," "intends," "estimates," "anticipates," "believes" or "should" and similar expressions are generally intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to 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 expressed or implied by such forward-looking statements. These factors include the cyclical nature of the company's markets, risks related to reductions in government expenditures, the uncertainty of government contracts, the challenges of identifying, completing and integrating future acquisitions, disruptions in the supply of parts or components, competition, and risks associated with international operations and sales, including foreign currency fluctuations. In addition, the company's expectations for fiscal 2002 and fiscal 2003 are based in part on certain assumptions made by the company, including those relating to a modest economic recovery anticipated in U.S. and European economies, timing of receipt of sales orders and payments and execution and funding of defense contracts, achieving targeted cost reductions, production and margin levels under the MTVR contract, estimated bid and proposal spending on defense truck procurement competitions, concrete placement activity, capital expenditures of large commercial waste haulers, municipalities and airports, market share growth expectations, estimated Geesink Norba Group sales and operating income, anticipated debt levels, interest costs and working capital needs, and assuming no acquisitions in fiscal 2002 or 2003. The inaccuracy of these or other assumptions could have a material adverse effect on the company's ability to achieve the company's expectations. Additional information concerning these and other factors is contained in the company's filings with the Securities and Exchange Commission, including the Form 8-K filed today.



                       OSHKOSH TRUCK CORPORATION
              CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                              (Unaudited)

                           Three Months Ended      Nine Months Ended
                                June 30,                June 30,
                         --------------------------------------------
                             2002      2001         2002       2001
                         ---------------------  ---------------------
                           (In thousands, except per share amounts)

Net sales                $  489,532 $  405,790  $1,266,630 $1,031,685
Cost of sales               410,272    349,471   1,077,850    881,595
                         ---------- ----------  ---------- ----------

Gross income                 79,260     56,319     188,780    150,090

Operating expenses:
  Selling, general and 
   administrative            39,392     25,681     104,636     74,826
  Amortization of 
   goodwill and 
   purchased intangibles      1,506      3,137       4,421      8,947
                         ---------- ----------  ---------- ----------
Total operating expenses     40,898     28,818     109,057     83,773
                         ---------- ----------  ---------- ----------

Operating income             38,362     27,501      79,723     66,317

Other income (expense):
  Interest expense           (5,209)    (5,610)    (17,248)   (15,428)
  Interest income               344        228         900        707
  Miscellaneous, net           (174)       (81)       (373)       (76)
                         ---------- ----------  ---------- ----------
                             (5,039)    (5,463)    (16,721)   (14,797)
                         ---------- ----------  ---------- ----------

Income before income taxes 
  and equity in earnings 
  of unconsolidated 
  partnership                33,323     22,038      63,002     51,520

Provision for 
 income taxes                12,276      8,677      22,286     19,344
                         ---------- ----------  ---------- ----------
                             21,047     13,361      40,716     32,176

Equity in earnings of 
  unconsolidated
  partnership, net of 
  income taxes                  527        348       1,633      1,040
                         ---------- ----------  ---------- ----------
Net income               $   21,574 $   13,709  $   42,349 $   33,216
                         ========== ==========  ========== ==========

Earnings per share       $     1.28 $     0.82  $     2.52 $     1.99

Earnings per share 
  assuming dilution      $     1.24 $     0.80  $     2.45 $     1.94

Weighted average 
 shares outstanding:
  Basic                      16,883     16,687      16,796     16,678
  Assuming dilution          17,355     17,079      17,262     17,083

Cash dividends:
  Class A Common Stock   $  0.07500 $  0.07500  $  0.22500 $  0.22500
  Common Stock           $  0.08625 $  0.08625  $  0.25875 $  0.25875


                       OSHKOSH TRUCK CORPORATION
                 CONDENSED CONSOLIDATED BALANCE SHEETS

                                            June 30,    September 30,
                                              2002           2001
                                         -------------  -------------
                                          (Unaudited)
                                                 (In thousands)
                     ASSETS
Current assets:
  Cash and cash equivalents              $      19,042  $      11,312
  Receivables, net                             155,015        211,405
  Inventories                                  233,828        258,038
  Prepaid expenses                               7,678          6,673
  Deferred income taxes                         25,572         15,722
                                         -------------  -------------
       Total current assets                    441,135        503,150
Investment in unconsolidated partnership        20,298         18,637
Other long-term assets                           8,572          8,626
Property, plant and equipment                  251,429        244,166
Less accumulated depreciation                 (115,032)      (102,238)
                                         -------------  -------------
    Net property, plant and equipment          136,397        141,928
Purchased intangible assets, net               105,898        124,787
Goodwill                                       315,969        292,140
                                         -------------  -------------
Total assets                             $   1,028,269  $   1,089,268
                                         =============  =============


   LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable                       $     112,626  $     107,864
  Floor plan notes payable                      22,229         19,271
  Customer advances                             94,703         58,070
  Payroll-related obligations                   30,945         27,084
  Income taxes                                  16,743         25,221
  Accrued warranty                              22,996         18,338
  Other current liabilities                     49,860         46,322
  Revolving credit facility and current 
   maturities of long-term debt                  3,443         77,031
                                         -------------  -------------
       Total current liabilities               353,545        379,201
Long-term debt                                 196,795        282,249
Deferred income taxes                           33,386         40,334
Other long-term liabilities                     41,350         40,458
Commitments and contingencies
Shareholders' equity                           403,193        347,026
                                         -------------  -------------
Total liabilities and 
 shareholders' equity                    $   1,028,269  $   1,089,268
                                         =============  =============


                       OSHKOSH TRUCK CORPORATION
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (Unaudited)

                                    Nine Months Ended
                                         June 30,
                             --------------------------------
                                  2002              2001
                             --------------    --------------
                                      (In thousands)
Operating activities:
 Net income                  $      42,349     $      33,216
 Non-cash adjustments                8,550            14,059
 Changes in operating assets
  and liabilities                  124,271           (79,030)
                             --------------    --------------
 Net cash provided from 
 (used for) operating
 activities                        175,170           (31,755)

Investing activities:
 Acquisition of businesses, 
  net of cash acquired                   -           (26,423)
 Additions to property, 
  plant and equipment               (6,883)          (12,748)
 Proceeds from sale of 
  property, plant and
  equipment                              5                25
 Decrease (increase) in 
  other long-term assets               309            (5,426)
                             --------------    --------------
 Net cash used for investing
  activities                        (6,569)          (44,572)

Financing activities:
 Net borrowings (repayments)
  under revolving credit
  facility                         (65,200)           77,900
 Repayment of long-term debt       (93,855)           (6,475)
 Dividends paid                     (4,326)           (4,300)
 Other                               1,961               196
                             --------------    --------------
 Net cash provided from 
 (used for) financing
 activities                       (161,420)           67,321

Effect of exchange rate 
 changes on cash                       549                 -
                             --------------    --------------

Increase (decrease) in cash 
 and cash equivalents                7,730            (9,006)

Cash and cash equivalents at
 beginning of period                11,312            13,569
                             --------------    --------------

Cash and cash equivalents at
 end of period               $      19,042     $       4,563
                             ==============    ==============

Supplementary disclosure:
 Depreciation and
 amortization                $      18,720     $      20,756


                       OSHKOSH TRUCK CORPORATION
                          SEGMENT INFORMATION
                              (Unaudited)

                       Three Months Ended      Nine Months Ended
                           June 30,                 June 30,
                    ---------------------  --------------------------
                       2002       2001         2002         2001
                    ---------- ----------  ------------- ------------
                                   (In thousands)

Net sales to unaffiliated customers:

 Commercial         $ 204,535  $ 166,370    $   503,942  $   420,750
 Fire and emergency   123,956    128,850        339,504      338,603
 Defense              162,774    111,284        426,475      273,356
 Intersegment
  eliminations         (1,733)      (714)        (3,291)      (1,024)
                    ---------- ----------  ------------- ------------

 Consolidated       $ 489,532  $ 405,790    $ 1,266,630  $ 1,031,685
                    ========== ==========  ============= ============


Operating income (expense):

 Commercial         $  17,747  $   8,898    $    37,204  $    22,710
 Fire and emergency    14,461     14,281         33,824       32,486
 Defense               14,965      8,730         28,094       24,055
 Corporate and other   (8,811)    (4,408)       (19,399)     (12,934)
                    ---------- ----------  ------------- ------------

 Consolidated       $  38,362  $  27,501    $    79,723  $    66,317
                    ========== ==========  ============= ============

Period-end Backlog:

 Commercial                                 $   160,485  $    77,072
 Fire and emergency                             290,657      228,069
 Defense                                        613,980      521,554
                                           ------------- ------------

 Consolidated                               $  1,065,122 $   826,695
                                           ============= ============