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Sauer-Danfoss Inc. Reports Third Quarter 2003 Results

Continued Strong Cash Flow, Earnings Impacted by Restructuring Costs

CHICAGO, Oct. 29 -- Sauer-Danfoss Inc. today announced its financial results for the third quarter ended September 28, 2003.

  THIRD QUARTER REVIEW

  Third Quarter Earnings Impacted by Restructuring Costs

For the third quarter 2003, the Company reported a net loss of $2.2 million, or $0.05 per share, compared to a third quarter 2002 net loss of $0.5 million, or $0.01 per share. Third quarter 2003 results were impacted by pre-tax charges of $2.5 million, or $0.03 per share, related to restructuring costs.

Increased Sales in Every Region Despite Continued Market Weakness

Net sales for the third quarter increased 14 percent to $255.4 million, compared to sales of $223.9 million for the same period last year. Excluding sales from acquisitions completed in 2003 and the impact of currency translation rate changes, sales increased by 5 percent over the prior year period. On a comparable basis, sales increased 8 percent in the Americas while sales in Europe and Asia-Pacific increased 2 percent and 16 percent, respectively. By segment, Propel and Work Function sales increased 12 percent and 2 percent, respectively, for the quarter compared to the prior year. The Controls segment, excluding the impact of acquisitions completed in 2003 and currency translation rate changes, experienced a sales decline of 2 percent from the same quarter in 2002.

David Anderson, President and Chief Executive Officer, stated, "Our third quarter results were mixed. We are particularly pleased with the 5 percent increase in relative sales compared to our markets, which we believe were down by up to 2 percent. We have consistently demonstrated our ability to build market share. We will increasingly focus on means of achieving corresponding improvements in our earnings which will become visible in the coming quarters."

Restructuring

During the third quarter the Company continued to make significant investment in restructuring within several areas of the business.

The previously announced closing and relocation of its operations in Sturtevant, Wisconsin, was completed in the third quarter.

The Company also made the decision to close its plant in West Branch, Iowa, and relocate those operations to existing facilities in North America. Additionally, the Company remains on schedule with the restructuring of its sales, marketing, and distribution logistics activities in Europe.

Anderson stated, "Our focus and resources through the first years of the Sauer and Danfoss Fluid Power merger were directed toward assuring that we were able to capitalize on our dramatically expanded product portfolio and geographic reach." He continued, "Six continuous quarters of sales growth, excluding acquisitions and currency, which exceeded that of our industry and our served markets, is a solid indication of the impact market share growth has had on our top line.

"This success in the market puts us on a solid foundation to address our earnings performance and returns," stated Anderson. "Moving forward, we have significant opportunities available to us through the reduction of both assets and expenses. To seize these opportunities, it is our intention to continue investing resources in additional restructuring through the end of 2004 with an expected two-year payback on these investments.

"In addition, we will continue to invest $6 to $7 million, or $0.08 to $0.10 per share, annually for the next two to three years in implementing common business system software and processes."

Orders Increase 7 Percent and Backlog Up 3 Percent

Orders received for the third quarter 2003 were $246.2 million, up 7 percent from the same period last year. Excluding acquisitions and currency translation rate changes, orders were level with last year.

Total backlog at the end of the third quarter 2003 was $352.7 million, up 3 percent from the third quarter of 2002. Excluding acquisitions and currency impact, backlog was down 4 percent compared to the third quarter 2002.

Anderson commented, "The relative softness of orders and backlog has not changed from prior quarters, reflecting our customers' more recent practice of placing their orders closer to their production requirement dates. As a result, our backlog data currently gives an incomplete picture of how our customers view their future business environment."

  NINE MONTH REVIEW

  Double Digit Improvement for Nine Month Sales and Earnings

Net sales for the nine months ended September 28, 2003, were $864.3 million, an increase of 18 percent over sales of $731.1 million for the first nine months of 2002. On a comparable basis, excluding companies acquired in 2003 and the impact of currency fluctuations, net sales were up 6 percent over last year.

Net income for the first nine months of 2003 was $19.2 million, or $0.40 per share, compared to net income for the same period last year of $15.6 million, or $0.33 per share. Earnings year-to-date for 2003 were impacted by pre-tax charges of $3.3 million, or $0.04 per share, related to restructuring costs.

Strong Cash Flow Continues, $250 Million Debt Facility Completed

Cash flow from operations for the first nine months of 2003 was $82.0 million, compared with $89.7 million generated in the same period last year. Capital expenditures for the nine-month period were $36.0 million, up from $23.0 million for the comparable period in 2002. The Company's debt to total capital ratio, or leverage ratio, was 44 percent at the end of the third quarter 2003, an increase from 42 percent at the end of the second quarter 2003. The Company completed its $250 million multi-currency revolving facility in September, refinancing certain existing indebtedness.

"We continue to generate positive cash flow, although slightly below last year's high level," stated David Anderson. "In addition, we completed our new debt facility which will lower our borrowing costs and increase our flexibility in funding our global operations. In the transition phase of paying off our prior debt arrangements and drawing funds under our new facility, we had an unusually high level of cash on hand in some of our bank accounts at the end of the quarter causing a temporary increase in the leverage ratio."

  OUTLOOK

  Anticipate Meeting Earnings Expectation

Anderson stated, "There is increasing optimism with respect to the overall economy and our markets, even though there is not clear evidence of this in our orders and backlog data. However, we remain confident that we can continue to report increased sales and earnings."

Anderson concluded, "At the beginning of the year we stated our expected earnings per share for 2003 of $0.40 to $0.50. Excluding restructuring costs, we anticipate meeting this expectation."

Sauer-Danfoss Inc. is a worldwide leader in the design, manufacture, and sale of engineered hydraulic and electronic systems and components, for use primarily in applications of mobile equipment. Sauer-Danfoss, with more than 7,000 employees worldwide and revenue of more than $1 billion, has sales, manufacturing, and engineering capabilities in Europe, the Americas, and the Asia-Pacific region. The Company's executive offices are located near Chicago in Lincolnshire, Illinois. More details online at www.sauer-danfoss.com .

  CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                               13 Weeks Ended            39 Weeks Ended
  (Dollars in thousands    September    September    September   September
   except per share data)  28, 2003      29, 2002     28, 2003    29, 2002

  Net sales                 255,370      223,920      864,257     731,085
  Cost of sales             203,406      176,337      663,324     556,368
  Gross profit               51,964       47,583      200,933     174,717
  Selling                    20,181       17,708       58,304      49,740
  Research and development   10,702        9,522       32,035      28,558
  Administrative             18,953       15,502       55,589      48,318
  Total operating expenses   49,836       42,732      145,928     126,616
  Income from operations      2,128        4,851       55,005      48,101
  Nonoperating income
   (expense):
    Interest expense, net    (4,025)      (4,361)     (12,554)    (13,047)
    Minority interest        (2,472)      (1,681)     (12,319)     (9,208)
    Equity in net earnings
     of affiliates               24          337          421         602
    Other, net                 (494)         (13)      (3,896)     (1,443)
  Income (loss) before
   income taxes              (4,839)        (867)      26,657      25,005
  Income taxes                2,610          348       (7,459)     (8,680)
  Net income (loss) before
   cumulative effect of
   change in accounting
   principle                 (2,229)        (519)      19,198      16,325
  Cumulative effect of
   change in accounting
   principle                     --           --           --        (695)
  Net income (loss)          (2,229)        (519)      19,198      15,630
  Net income (loss)
   per share:
  Basic and diluted net
   income (loss) per
   common share, before
   cumulative effect of
   change in accounting
   principle                  (0.05)       (0.01)        0.40        0.34
  Cumulative effect of
   change in accounting
   principle (1)                 --           --           --       (0.01)
  Basic and diluted net
   income (loss) per
   common share               (0.05)       (0.01)        0.40        0.33
  Basic weighted average
   shares outstanding        47,405       47,395       47,400      47,395
  Diluted weighted
   average shares
   outstanding               47,683       47,395       47,595      47,404
  Cash dividends per
   common share                0.07         0.07         0.21        0.21

  (1) In 2002, the Company adopted SFAS No. 142 and completed an analysis
      of goodwill that resulted in recognition of an impairment of $695
      related to a reporting unit within the Work Function segment.

  Business Segment Information

                              13 Weeks Ended            39 Weeks Ended
                         September    September     September    September
  (Dollars in thousands)  28, 2003     29, 2002      28, 2003     29, 2002
  Net sales
    Propel                107,897       92,763       391,600      342,673
    Work Function          83,865       75,632       262,995      225,748
    Controls               63,608       55,525       209,662      162,664
  Total                   255,370      223,920       864,257      731,085
  Segment Income (Loss)
    Propel                  4,803        8,164        41,633       39,825
    Work Function             453        3,246        15,484       18,007
    Controls                1,873         (940)       14,433        5,587
    Global Services and
     Other Expenses, net   (5,495)      (5,632)      (20,441)     (17,456)
  Total (1)                 1,634        4,838        51,109       45,963

  (1) Segment income is defined as income from operations less other, net
      included in nonoperating income (expense).

  Condensed Consolidated StatementS of Cash Flows

                                                       39 Weeks Ended
                                               September 28,  September 29,
  (Dollars in thousands)                            2003           2002
  Cash flows from operating activities:
  Net income                                        19,198         15,630
  Cumulative effect of change in
   accounting principle                                 --            695
  Depreciation and amortization                     61,628         53,401
  Minority interest in income of
   consolidated companies                           12,319          9,208
  Equity in net earnings of affiliates                (421)          (602)
  Net change in receivables, inventories,
   and payables                                    (20,813)         2,255
  Other, net                                        10,079          9,142
  Net cash provided by operating activities         81,990         89,729
  Cash flows from investing activities:
  Purchases of property, plant and equipment       (36,012)       (22,981)
  Payments for acquisitions, net of
   cash acquired                                    (5,824)       (22,312)
  Proceeds from sales of property, plant
   and equipment                                       301            848
  Net cash used in investing activities            (41,535)       (44,445)
  Cash flows from financing activities:
  Net repayments on notes payable and
   bank overdrafts                                 (29,428)       (20,078)
  Net borrowings (repayments) of long-term debt     28,314        (10,092)
  Cash dividends                                    (9,960)        (9,957)
  Distribution to minority interest partners       (12,882)        (8,825)
  Net cash used in financing activities            (23,956)       (48,952)
  Effect of exchange rate changes                    1,650         (1,107)
  Net increase (decrease) in cash and
   cash equivalents                                 18,149         (4,775)
  Cash and cash equivalents at beginning of year    12,397         14,324
  Cash and cash equivalents at end of period        30,546          9,549

  Condensed Consolidated Balance SheetS

                                               September 28,   December 31,
  (Dollars in thousands)                            2003           2002
  Assets
  Current assets:
  Cash and cash equivalents                         30,546         12,397
  Accounts receivable, net                         192,223        153,643
  Inventories                                      173,688        164,686
  Other current assets                              18,534         23,057
  Total current assets                             414,991        353,783
  Property, plant and equipment, net               438,219        443,147
  Other assets                                     187,307        174,163
  Total assets                                   1,040,517        971,093

  Liabilities and stockholders' equity
  Current liabilities:
  Notes payable and bank overdrafts                 30,145         56,010
  Long-term debt due within one year                13,791         27,085
  Accounts payable                                  75,538         69,441
  Other accrued liabilities                         73,453         62,301
  Total current liabilities                        192,927        214,837
  Long-term debt                                   292,247        235,198
  Long-term pension liability                       43,614         42,747
  Deferred income taxes                             47,503         44,778
  Other liabilities                                 40,336         37,456
  Minority interest in net assets of
   consolidated companies                           29,269         27,118
  Stockholders' equity                             394,621        368,959
  Total liabilities and stockholders' equity     1,040,517        971,093

  Number of employees at end of period               7,198          7,207