UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)  July 19, 2006

RUSH ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Texas

 

0-20797

 

74-1733016

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of incorporation)

 

 

 

Identification No.)

 

 

 

 

 

 

555 IH-35 South, Suite 500,

 

 

New Braunfels, Texas

 

78130

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (830) 626-5200

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o               Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o               Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o               Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o               Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




Item 2.02.         Results of Operations and Financial Condition

On July 19, 2006, the Company issued a press release regarding its financial results for the second quarter ended June 30, 2006. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.  The information furnished in this report, including the information contained in Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act (the “Exchange Act”) or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01.         Financial Statements and Exhibits

(a)  Financial Statements of Business Acquired.

None.

(b)  Pro Forma Financial Information.

None.

(c)  Exhibits

99.1 Press Release




 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

RUSH ENTERPRISES, INC.

 

By

/s/ Martin A. Naegelin, Jr.

 

 

Martin A. Naegelin, Jr.

 

 

Senior Vice President and Chief Financial Officer

Dated July 20, 2006

 



Exhibit 99.1

Contact:

Rush Enterprises, Inc., San Antonio

Martin A. Naegelin, Jr., 830-626-5230

Adam Friedman Associates

Adam Friedman, 212-981-2529, ext 18

RUSH ENTERPRISES, INC. REPORTS SECOND QUARTER RESULTS

EPS Increases 31% to $0.59 on a Revenue Increase of 23%

SAN ANTONIO, Texas, July 19, 2006 — Rush Enterprises, Inc. (NASDAQ:  RUSHA & RUSHB), which operates the largest network of heavy-duty and medium-duty truck dealerships in North America and a John Deere construction equipment dealership in Houston, Texas, today announced results for the second quarter ended June 30, 2006.

In the second quarter, the Company’s gross revenues totaled $569.2 million, a 23.3% increase from gross revenues of $461.8 million reported for the second quarter ended June 30, 2005.  Net income for the quarter was $14.9 million, or $0.59 per diluted share, compared with net income of $11.2 million, or $0.45 per diluted share, in the quarter ended June 30, 2005.

The Company began recording stock option expense in the first quarter of 2006 as required by Statement of Financial Accounting Standards No. 123R.  This non-cash expense totaled $931,000 ($581,875 after tax or $0.02 per diluted share) in the second quarter of 2006.

The Company’s truck segment recorded revenues of $543.9 million in the second quarter of 2006, compared to $442.5 million in the second quarter of 2005. The Company delivered 2,695 new heavy-duty trucks, 1,185 new medium-duty trucks and 954 used trucks during the second quarter of 2006, compared to 2,469 new heavy-duty trucks, 681 new medium-duty trucks and 874 used trucks in the second quarter of 2005. Parts, service and body shop sales increased to $104.8 million in the second quarter of 2006 from $86.3 million in the second quarter of 2005.

The Company’s construction equipment segment recorded revenues of $20.2 million in the second quarter of 2006, compared to $16.3 million in the second quarter of 2005.  New and used construction equipment unit sales revenue increased 34.2% to $15.7




million in the second quarter of 2006 from $11.7 million in the second quarter of 2005.  Construction equipment parts, service and body shop sales increased 7.7% to $4.2 million in the second quarter of 2006 from $3.9 million in the second quarter of 2005.

In announcing the results, W. Marvin Rush, Chairman of Rush Enterprises, Inc., said “The second quarter results were very strong and we continue to be confident about Rush’s prospects for the remainder of the year.  2006 is on tract to be a record year for us in terms of truck deliveries and parts, service, body shop and finance and insurance revenues.   As a result, we expect to achieve record profits in 2006.”

Mr. Rush added, “New emissions standards governing diesel engines manufactured after January 1, 2007 will cause a significant decrease in truck deliveries in 2007.  We expect second and third quarter 2007 deliveries to be down more significantly compared to 2006 than first quarter 2007 deliveries.  We expect the market to begin to rebound in the fourth quarter of 2007 and to be followed by strong markets in 2008 and 2009 as customers pre-buy trucks in advance of even more stringent diesel engine emissions standards that will go into effect in 2010.”

Rusty Rush, President and Chief Executive Officer of Rush Enterprises, Inc., said “We remain committed to growing our medium-duty business and improving our absorption rates.  We have expanded our medium-duty product offering in several locations and have created a dedicated medium-duty sales force.  We sold over 400 medium-duty trucks in the month of June.  When you consider that we only sold 899 medium-duty trucks in all of 2003, it is obvious that our medium-duty efforts are generating positive results.  We expect to sell more than 4,500 medium-duty trucks in 2006. We believe the continued growth of our medium-duty operations will soften the earnings impact that will result from fewer class 8 trucks being sold in 2007.” Rusty Rush added, “I am also very excited about the progress we have made toward reaching our goal of achieving a 110% absorption rate by the end of 2008.  The Company’s absorption rate increased from 104.4 % in the second quarter of 2005, to 109.5% in the second quarter of 2006.  Through June 2006, the Company’s year to date absorption rate was 105.3% compared to 100.5% in the first six months of 2005.”

Conference Call Info.

Rush Enterprises will host its quarterly conference call to discuss earnings for the second quarter on Thursday, July 20th, 2006 at 10 a.m. EST/ 9 a.m. CST. Earnings will be reported on Wednesday, July 19th, 2006 after close of market. The call can be heard live by dialing 866-200-5830 (US) or 732-694-1588 (International) and entering the pin code 947572 followed by the # key or via the Internet at www.rushenterprises.com (“Events”) section, www.earnings.com or www.streetevents.com. For those who cannot listen to the live broadcast, the Webcast will be available until August 20th.  The audio replay will be available until August 20th, by dialing 866-206-0173 (US) or 732-694-1571 (International) and entering the conference reference code 179747 followed by the # key.

About Rush Enterprises, Inc.

Rush Enterprises, Inc. operates the largest network of heavy-duty truck and medium-duty dealerships in North America and a John Deere construction equipment dealership in




Houston, Texas. Its operations include a network of over 40 Rush Truck Centers located in Alabama, Arizona, California, Colorado, Florida, Oklahoma, New Mexico, Tennessee and Texas. The Company has developed its Rush Truck Centers and its Rush Equipment Center as “one-stop centers” where, at one convenient location, its customers can purchase new or used trucks or construction equipment, purchase insurance products, purchase aftermarket parts and accessories and have service performed by certified technicians. For additional information on Rush Enterprises, Inc., please visit www.rushenterprises.com.

Certain statements contained herein, including those concerning current and projected truck industry and market conditions, sales and delivery forecasts, anticipated improvement in the Company’s absorption rates, the Company’s prospects and anticipated results for the remainder of 2006 and 2007 and the impact of diesel emissions standards on the truck market, are “forward-looking” statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, competitive factors, general U.S. economic conditions, economic conditions in the new and used truck and construction equipment markets, customer relations, relationships with vendors, the interest rate environment, governmental regulation and supervision, product introductions and acceptance, changes in industry practices, onetime events and other factors described herein and in filings made by the company with the Securities and Exchange Commission.

-Tables to Follow-




RUSH ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
JUNE 30, 2006 AND DECEMBER 31, 2005
(In Thousands, Except Shares and Per Share Amounts)

 

 

June 30,

 

December 31,

 

 

 

2006

 

2005

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

140,502

 

$

133,069

 

Accounts receivable, net

 

58,350

 

63,473

 

Inventories

 

415,553

 

338,212

 

Prepaid expenses and other

 

1,999

 

1,829

 

Deferred income taxes, net

 

4,557

 

3,856

 

 

 

 

 

 

 

Total current assets

 

620,961

 

540,439

 

 

 

 

 

 

 

PROPERTY AND EQUIPMENT, net

 

224,729

 

196,161

 

 

 

 

 

 

 

OTHER ASSETS, net

 

113,027

 

103,634

 

 

 

 

 

 

 

Total assets

 

$

958,717

 

$

840,234

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Floor plan notes payable

 

$

374,942

 

$

315,985

 

Current maturities of long-term debt

 

24,126

 

18,807

 

Current maturities of capital lease obligations

 

2,651

 

2,277

 

Advances outstanding under lines of credit

 

3,154

 

2,755

 

Trade accounts payable

 

28,575

 

23,327

 

Accrued expenses

 

57,649

 

51,151

 

 

 

 

 

 

 

Total current liabilities

 

491,097

 

414,302

 

 

 

 

 

 

 

LONG-TERM DEBT, net of current maturities

 

123,387

 

114,345

 

CAPITAL LEASE OBLIGATIONS, net of current maturities

 

14,543

 

14,628

 

DEFERRED INCOME TAXES, net

 

23,958

 

23,339

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY:

 

 

 

 

 

Preferred stock, par value $.01 per share; 1,000,000 shares authorized; 0 shares outstanding in 2005 and 2006

 

 

 

Common stock, par value $.01 per share; 40,000,000 class A shares and 10,000,000 class B shares authorized; 16,770,060 class A shares and 7,895,863 class B shares outstanding in 2005; and 17,011,268 class A shares and 8,059,915 class B shares outstanding in 2006

 

251

 

247

 

Additional paid-in capital

 

168,267

 

162,603

 

Retained earnings

 

137,214

 

110,770

 

 

 

 

 

 

 

Total shareholders’ equity

 

305,732

 

273,620

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

958,717

 

$

840,234

 

 




RUSH ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Amounts)
(Unaudited)

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

 

 

 

 

 

 

 

 

 

 

2006

 

2005

 

2006

 

2005

 

REVENUES:

 

 

 

 

 

 

 

 

 

New and used truck sales

 

$

423,717

 

$

343,940

 

$

787,064

 

$

642,871

 

Parts and service

 

112,449

 

91,990

 

217,316

 

174,999

 

Construction equipment sales

 

15,706

 

11,743

 

30,140

 

19,719

 

Lease and rental

 

10,239

 

8,387

 

19,619

 

16,090

 

Finance and insurance

 

5,005

 

4,073

 

9,070

 

7,236

 

Other

 

2,122

 

1,684

 

3,914

 

2,945

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

569,238

 

461,817

 

1,067,123

 

863,860

 

 

 

 

 

 

 

 

 

 

 

COST OF PRODUCTS SOLD:

 

 

 

 

 

 

 

 

 

New and used truck sales

 

393,298

 

320,481

 

727,470

 

598,851

 

Parts and service

 

66,068

 

53,173

 

128,347

 

103,179

 

Construction equipment sales

 

14,008

 

10,077

 

26,706

 

17,095

 

Lease and rental

 

7,898

 

6,336

 

15,034

 

12,038

 

 

 

 

 

 

 

 

 

 

 

Total cost of products sold

 

481,272

 

390,067

 

897,557

 

731,163

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

87,966

 

71,750

 

169,566

 

132,697

 

 

 

 

 

 

 

 

 

 

 

SELLING, GENERAL AND ADMINISTRATIVE

 

57,572

 

47,698

 

114,228

 

91,306

 

 

 

 

 

 

 

 

 

 

 

DEPRECIATION AND AMORTIZATION

 

3,106

 

2,590

 

6,014

 

5,003

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

27,288

 

21,462

 

49,324

 

36,388

 

 

 

 

 

 

 

 

 

 

 

INTEREST EXPENSE, NET

 

3,518

 

3,217

 

7,064

 

5,711

 

 

 

 

 

 

 

 

 

 

 

GAIN ON SALE OF ASSETS

 

17

 

22

 

50

 

85

 

 

 

 

 

 

 

 

 

 

 

INCOME BEFORE INCOME TAXES

 

23,787

 

18,267

 

42,310

 

30,762

 

 

 

 

 

 

 

 

 

 

 

PROVISION FOR INCOME TAXES

 

8,920

 

7,032

 

15,866

 

11,843

 

 

 

 

 

 

 

 

 

 

 

NET INCOME

 

$

14,867

 

$

11,235

 

$

26,444

 

$

18,919

 

 

 

 

 

 

 

 

 

 

 

EARNINGS PER COMMON SHARE — BASIC

 

 

 

 

 

 

 

 

 

Net income

 

$

.59

 

$

.47

 

$

1.06

 

$

.79

 

EARNINGS PER COMMON SHARE — DILUTED

 

 

 

 

 

 

 

 

 

Net income

 

$

.59

 

$

.45

 

$

1.05

 

$

.76

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

24,998

 

24,064

 

24,853

 

23,998

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

25,215

 

24,855

 

25,174

 

24,826