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Tower Automotive Announces Fourth-Quarter and Full-Year 2003 Results, Provides 2004 Outlook

NOVI, Mich.--Feb. 1, 20042, 2004--Tower Automotive, Inc. today announced fourth-quarter revenues of $717 million, compared with $682 million in the fourth quarter of 2002. The company reported a net loss of $25 million, or $(0.43) per diluted share, for the quarter versus net income for the fourth quarter of 2002 of $17 million, or $0.29 per diluted share. Earnings in the fourth quarter of 2003 were reduced by items with a net impact of approximately $25.2 million, or $0.44 per share, including a write-down of $27.4 million of the company's Yorozu joint venture investment to market value; charges of $6.9 million after-tax related primarily to restructuring and impairment charges from previously announced actions; and an extraordinary gain at its Metalsa joint venture of $9.1 million.

Fourth quarter 2003 earnings were impacted positively by approximately $6 million ($0.07 per share) related primarily to additional depreciation savings associated with asset write-downs. Fourth quarter 2002 results were increased by a net of $0.11 per share for reversal of restructuring charges of $9.3 million after-tax offset by other charges of $2.8 million after-tax.

"In the fourth quarter, we saw stronger volumes overall, which led to better than expected operating results. While our operating performance exceeded expectations, our reported results were impacted by several items, including a write-down to market value of a publicly traded joint venture," stated Kathleen Ligocki, President & CEO, Tower Automotive. "Looking forward, our top priorities for 2004 continue to be keeping our launches on-track while focusing on cash flow and continuing to make fundamental improvements in operations."

Tower Automotive generated EBITDA (a non-GAAP financial measure the company defines as earnings before interest, taxes, depreciation and amortization, as well as non-cash restructuring and asset impairment charges, joint venture asset impairment charges and extraordinary gains) of approximately $61 million in the fourth quarter of 2003 (a reconciliation of EBITDA to net income is attached in Table A). The company incurred net capital expenditures of $50 million in the quarter, and had cash on hand of $160.9 million at December 31, 2003.

For the twelve months ended December 31, 2003, revenues were $2.8 billion, approximately equivalent to revenues for the same period in 2002. The company reported a net loss of $116 million, or $2.05 per diluted share, for the twelve months ended December 31, 2003 versus a net loss of $98 million, or $1.70 per diluted share, in the 2002 period. Several significant items occurred in the twelve months ended December 31, 2003 and 2002 that reduced reported results by $2.21 and $2.68 per diluted share, respectively. The following tables summarize the impact of significant items in both the three-month and twelve-month periods ended December 31, 2003 and December 31, 2002.


                                            Three Months Ended
                                      December 31,     December 31,
                                          2003              2002
                                    ----------------- ----------------
($ in thousands, except per share
 amounts)
                                      Net of    Per   Net of    Per
                                        tax     share   tax     share
                                    ---------- ------ -------- -------
Restructuring and asset impairment
 charges                               $6,541  $0.11  $(9,283) $(0.16)
Write-down of JV investment to
 market value                          27,436   0.48       --      --
Write-off of debt issuance costs at
 JV                                       396   0.01       --      --
Extraordinary gain                     (9,100) (0.16)      --      --
Write-off of assets of equity joint
 venture                                   --     --      884    0.02
Other expense                              --     --    1,884    0.03
                                               ------          -------
Total impact per diluted share                 $0.44           $(0.11)
                                               ======          =======


                                           Twelve Months Ended
                                      December 31,     December 31,
                                          2003              2002
                                    ----------------- ----------------
($ in thousands, except per share
 amounts)
                                      Net of    Per   Net of    Per
                                        tax     share   tax     share
                                    ---------- ------ -------- -------
Restructuring and asset impairment                              
 charges                             $103,971  $1.84  $39,732   $0.69
Write-down of JV investment to
 market value                          27,436   0.48       --      --
Litigation reserves                     1,452   0.03       --      --
Production interruption costs             769   0.01       --      --
Write-off of debt issuance costs          688   0.01    1,296    0.02
Extraordinary gain                     (9,100) (0.16)      --      --
Write-off of assets at equity joint
 venture                                   --     --      884    0.02
Cumulative effect of SFAS 142
 adoption                                  --     --  112,786    1.96
Gain on sale of plant                      --     --   (2,495)  (0.04)
Other expense                              --     --    1,884    0.03
                                               ------          -------
Total impact per diluted share                 $2.21            $2.68
                                               ======          =======

EBITDA for the full year 2003 was $250 million. Net capital expenditures were $230 million for the year compared to $159 million in 2002, reflecting the company's current investment in new business with Ford, Nissan and Volvo.

Full Year 2004 and First Quarter Guidance

The company expects an increase in full-year 2004 revenues to approximately $3.2 billion, up from $2.8 billion in 2003, reflecting the addition of several new programs. Earnings per share are expected to be in the range of $0.25 to $0.40 per share for 2004. First quarter 2004 revenues are expected to be between $760 and $770 million, and earnings are expected to be a loss of between $(0.07) and $(0.03) per share for the quarter.

The company anticipates that EBITDA for the full year 2004 will be between $270 million and $285 million, including EBITDA of approximately $55-60 million in the first quarter of 2004. Net capital expenditures are expected to be approximately $195 million for the full year 2004.

The company's estimates for earnings per share and EBITDA exclude restructuring charges, which are expected to be approximately $0.01 to $0.02 per share per quarter based on previously announced restructuring activities.

Accessing the Conference Call Webcast and PowerPoint Presentation

A conference call of the fourth-quarter and twelve-month results is scheduled today at 11 a.m. Eastern Time. Investors may access the Webcast and online presentation by logging onto www.towerautomotive.com, selecting "Investors" and clicking on the Webcast icon.

Tower Automotive, Inc. is a global designer and producer of vehicle structural components and assemblies used by every major automotive original equipment manufacturer, including Ford, DaimlerChrysler, GM, Honda, Toyota, Nissan, Fiat, Hyundai/Kia, BMW, and Volkswagen Group. Products include body structures and assemblies, lower vehicle frames and structures, chassis modules and systems, and suspension components. The company is based in Novi, Mich. Additional company information is available at www.towerautomotive.com.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934 that are subject to risks and uncertainties. You should not place undue reliance on those statements because they only speak as of the date of this press release. Forward-looking statements include information concerning our possible or assumed future results of operations. These statements often include words such as "believe," "expect," "project," "anticipate," "intend," "plan," "estimate," or similar expressions. These statements are based on assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances. As you read and consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties and assumptions.

Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. These factors include: (i) the degree to which we are leveraged and our ability to generate sufficient cash flow from operations to meet our future liquidity needs; (ii) our reliance on major customers and selected vehicle platforms; (iii) the cyclicality and seasonality of the automotive market; (iv) our ability to obtain new business on new and redesigned models; (v) our ability to achieve the anticipated volume of production from new and planned supply programs; (vi) general economic or business conditions affecting the automotive industry (which is dependent on consumer spending), either nationally or regionally, being less favorable than expected; (vii) increased competition in the automotive components supply market; (viii) unforeseen problems associated with international sales, including gains and losses from foreign currency exchange; (ix) changes in general economic conditions in the United States and Europe; and (x) various other factors beyond our control. Except for our ongoing obligations to disclose material information as required by the federal securities laws, we do not have any obligation or intention to release publicly any revisions to any forward-looking statements to reflect events or circumstances in the future or to reflect the occurrence of unanticipated events.


                TOWER AUTOMOTIVE, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
     (Amounts in thousands, except per share amounts - unaudited)

                           Three Months Ended   Twelve Months Ended
                               December 31,          December 31,
                          -------------------- -----------------------
                             2003      2002       2003        2002
                          ---------- --------- ----------- -----------
Revenues                   $716,979  $681,644  $2,815,749  $2,754,464
Cost of sales               650,737   611,637   2,560,689   2,456,380
                           --------- --------- ----------- -----------

  Gross profit               66,242    70,007     255,060     298,084
Selling, general and
 administrative expenses     39,919    38,113     155,500     143,822
Restructuring and asset
 impairment charge, net       9,911   (14,282)    157,532      61,125
                           --------- --------- ----------- -----------

  Operating income (loss)    16,412    46,176     (57,972)     93,137

Interest expense, net        30,627    17,694      92,747      70,267
Other expense, net               --     1,952          --       1,052
                           --------- --------- ----------- -----------
  Income (loss) before
   provision for income
   taxes                    (14,215)   26,530    (150,719)     21,818

Provision (benefit) for
 income taxes                (4,833)    9,271     (51,245)      7,636
                           --------- --------- ----------- -----------
  Income (loss) before
   equity in earnings of
   joint ventures and
   minority interest         (9,382)   17,259     (99,474)     14,182

Write-down of joint
 venture investment to
 market value, net          (27,436)       --     (27,436)         --
Equity in earnings of
 joint ventures, net          3,877     4,099      12,058      16,822
Minority interest, net         (899)   (4,097)    (10,629)    (15,824)
                           --------- --------- ----------- -----------
  Income (loss) before
   extraordinary gain and
   cumulative effect of
   change in accounting
   principle                (33,840)   17,261    (125,481)     15,180
Extraordinary gain, net       9,100        --       9,100          --
Cumulative effect of
 change in accounting
 principle, net                  --        --          --    (112,786)
                           --------- --------- ----------- -----------

Net income (loss)          $(24,740)  $17,261   $(116,381)   $(97,606)
                           ========= ========= =========== ===========

Basic earnings (loss) per
 common share:
  Income (loss) before
   extraordinary gain and
   cumulative effect of
   accounting change        $ (0.59)   $ 0.30     $ (2.21)     $ 0.26
  Extraordinary gain           0.16        --        0.16          --
  Cumulative effect of
   change in accounting
   principle                     --        --          --       (1.96)
                           --------- --------- ----------- -----------
    Net income (loss)        $(0.43)    $0.30      $(2.05)     $(1.70)
                           ========= ========= =========== ===========

Weighted average basic
 shares outstanding          57,342    57,697      56,703      57,329
                           ========= ========= =========== ===========

Diluted earnings (loss)
 per common share:
  Income (loss) before
   extraordinary gain and
   cumulative effect of
   accounting change        $ (0.59)   $ 0.29     $ (2.21)     $ 0.26
  Extraordinary gain           0.16        --        0.16          --
  Cumulative effect of
   change in accounting
   principle                     --        --          --       (1.96)
                           --------- --------- ----------- -----------
    Net income (loss)        $(0.43)    $0.29      $(2.05)     $(1.70)
                           ========= ========= =========== ===========

Weighted average diluted
 shares outstanding          57,342    65,442      56,703      57,329
                           ========= ========= =========== ===========


               TOWER AUTOMOTIVE, INC. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED BALANCE SHEETS
                        (Amounts in thousands)

                                                December    December
                                                   31,         31,
                    Assets                        2003        2002
---------------------------------------------- ----------- -----------

Current assets:
  Cash and cash equivalents                      $160,899     $13,699
  Accounts receivable                             325,599     249,341
  Inventories                                     130,004     133,074
  Deferred income taxes, net                       20,116      20,634
  Prepaid tooling and other                        91,662     100,433
                                               ----------- -----------
    Total current assets                          728,280     517,181
                                               ----------- -----------

Property, plant and equipment, net              1,055,873   1,073,619
Investments in joint ventures                     260,693     260,898
Deferred income taxes, net                        142,678     105,699
Goodwill                                          498,663     472,967
Other assets, net                                 168,516     127,521
                                               ----------- -----------
                                               $2,854,703  $2,557,885
                                               =========== ===========

   Liabilities and Stockholders' Investment
----------------------------------------------
Current liabilities:
  Current maturities of long-term debt and
   capital lease obligations                     $ 99,597   $ 120,470
  Convertible subordinated notes                  199,984          --
  Accounts payable                                556,036     417,727
  Accrued liabilities                             249,984     284,450
                                               ----------- -----------
    Total current liabilities                   1,105,601     822,647
                                               ----------- -----------

Long-term debt, net of current maturities       1,060,859     535,220
Obligations under capital leases, net of
 current maturities                                42,798      29,731
Convertible subordinated notes                         --     199,984
Other noncurrent liabilities                      223,641     199,477
                                               ----------- -----------
    Total noncurrent liabilities                1,327,298     964,412
                                               ----------- -----------

Mandatorily redeemable trust convertible
 preferred securities                                  --     258,750

Stockholders' investment:
  Preferred stock                                      --          --
  Common stock                                        661         659
  Additional paid-in capital                      680,608     683,072
  Retained deficit                               (173,555)    (57,174)
  Deferred compensation plans                      (9,609)    (10,746)
  Accumulated other comprehensive loss            (22,751)    (43,875)
  Treasury stock                                  (53,550)    (59,860)
                                               ----------- -----------
    Total stockholders' investment                421,804     512,076
                                               ----------- -----------
                                               $2,854,703  $2,557,885
                                               =========== ===========


               TOWER AUTOMOTIVE, INC. AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                  (Amounts in thousands - unaudited)

                                                Years Ended December
                                                         31,
                                               -----------------------
                                                  2003        2002
                                               ----------- -----------

OPERATING ACTIVITIES:
  Net loss                                      $(116,381)   $(97,606)
  Adjustments required to reconcile net loss
   to net cash provided by operating
   activities -
    Cumulative effect of change in accounting
     principle, net                                    --     112,786
    Extraordinary gain, net                        (9,100)         --
    Non-cash restructuring and asset
     impairment charge                            155,750      61,125
    Customer recovery related to program
     cancellation                                  15,600          --
    Depreciation                                  151,198     136,698
    Deferred income tax expense (benefit)         (37,316)      2,107
    Gain on sale of plant                              --      (3,839)
    Write-down of joint venture investment to
     market value, net                             27,436          --
    Equity in earnings of joint ventures, net     (12,058)    (16,822)
    Change in working capital and other
     operating items                                9,689     (63,497)
                                               ----------- -----------

  Net cash provided by operating activities       184,818     130,952
                                               ----------- -----------

INVESTING ACTIVITIES:
  Capital expenditures, net                      (230,126)   (158,964)
  Acquisitions, including joint venture
   interests, earnout payments and dividends        8,503     (40,802)
  Net proceeds from divestitures                       --       4,004
  Proceeds from sale of fixed assets                   --      50,313
                                               ----------- -----------

    Net cash used in investing activities        (221,623)   (145,449)
                                               ----------- -----------

FINANCING ACTIVITIES:
  Proceeds from borrowings                      1,664,567   2,038,037
  Repayments of debt                           (1,481,212) (2,197,449)
  Net proceeds from issuance of common stock          650     225,701
  Payments for repurchase of common stock              --     (59,860)
                                               ----------- -----------

    Net cash provided by financing activities     184,005       6,429
                                               ----------- -----------

NET CHANGE IN CASH AND CASH EQUIVALENTS           147,200      (8,068)

CASH AND CASH EQUIVALENTS:
  Beginning of period                              13,699      21,767
                                               ----------- -----------

  End of period                                  $160,899     $13,699
                                               =========== ===========


                                TABLE A

----------------------------------------------------------------------
Reconciliation of EBITDA to Net Income (Loss)
----------------------------------------------------------------------
                      Actual   Actual    Actual    Actual     Actual
----------------------------------------------------------------------
($ in thousands)     Q1 2003  Q2 2003   Q3 2003    Q4 2003     2003
----------------------------------------------------------------------

----------------------------------------------------------------------
EBITDA               $75,239  $78,156    $36,150   $60,860   $250,405
----------------------------------------------------------------------
Less:  Interest
 expense              16,769   18,083     27,268    30,627     92,747
----------------------------------------------------------------------
Less:  Provision
 (benefit) for
 income taxes          7,847     (625)   (53,634)   (4,833)   (51,245)
----------------------------------------------------------------------
Less:  Depreciation
 expense              39,051   40,055     40,533    31,559    151,198
----------------------------------------------------------------------
Less:  Non-cash
 restructuring &
 asset impairment
 charges                   -   23,066    122,773     9,911    155,750
----------------------------------------------------------------------
Less:  Write-down of
 joint venture
 investment to
 market value              -        -          -    27,436     27,436
----------------------------------------------------------------------
Add: Extraordinary
 gain                      -        -          -    (9,100)    (9,100)
----------------------------------------------------------------------
Net income (loss)    $11,572  $(2,423) $(100,790) $(24,740) $(116,381)
----------------------------------------------------------------------


----------------------------------------------------------------------
Reconciliation of EBITDA to Net Income (Loss)
----------------------------------------------------------------------
                                                    Forecast Forecast
----------------------------------------------------------------------
($ in thousands)                                    Q1 2004    2004
----------------------------------------------------------------------

----------------------------------------------------------------------
EBITDA                                              $60,000  $285,000
----------------------------------------------------------------------
Less:  Interest expense                              31,000   120,000
----------------------------------------------------------------------
Less:  Provision (benefit) for income taxes          (3,700)    1,000
----------------------------------------------------------------------
Less:  Depreciation expense                          37,000   148,000
----------------------------------------------------------------------
Less:  Non-cash restructuring & asset impairment
 charges                                                  -         -
----------------------------------------------------------------------
Net income (loss)                                   $(4,300)  $16,000
----------------------------------------------------------------------