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) March 1, 2004

 

RUSH ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Texas

 

0-20797

 

74-1733016

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer 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.)

 

 



 

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

 

(a)

 

Financial Statements of Business Acquired.

 

 

 

 

 

None.

 

 

 

(b)

 

Pro Forma Financial Information.

 

 

 

 

 

None.

 

 

 

(c)

 

Exhibits

 

 

 

 

 

99.1 Press Release

 

Item 12.  Results of Operations and Financial Condition.

 

On March 1, 2004, the Company issued a press release regarding its financial results for the quarter and fiscal year ended December 31, 2003 .  A copy of the press release issued by the Company concerning its financial results is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

2



 

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.

 

 

 

Vice President and Chief Financial Officer

Dated: March 1, 2004

 

 

 

 

3


EXHIBIT 99.1

 

RUSH ENTERPRISES, INC. REPORTS FOURTH QUARTER AND YEAR END RESULTS

 

Contact:

Rush Enterprises Inc., San Antonio

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

 

Adam Friedman Associates

Barbara Cano, 212-981-2529, ext 22

 

SAN ANTONIO (March 1, 2004)- Rush Enterprises Inc. (NASDAQ: RUSHA; NASDAQ: RUSHB) today announced results for the quarter and year ended December 31, 2003.  Rush Enterprises’ continuing operations include the largest network of Peterbilt heavy-duty truck dealerships in North America and a construction equipment dealership in Houston, Texas.

 

In the fourth quarter, the Company’s gross revenues totaled $239.7 million, as compared with gross revenues of $197.3 million reported for the fourth quarter ended December 31, 2002, an increase of 21.5%.  The Company reported net income from continuing operations of $3.1 million, or $0.20 per diluted share, during the fourth quarter of 2003 compared to net income from continuing operations of $2.1 million, or $0.15 per diluted share, during the fourth quarter of 2002.  The company reported net income of $3.1 million, or $0.20 per diluted share, during the fourth quarter of 2003 compared to a net loss of ($7.1) million, or ($0.49) per diluted share, during the fourth quarter of 2002.  Included in the 2002 fourth quarter results are one-time nonrecurring and unusual charges, net of income tax benefits, of $7.9 million ($0.54 diluted share) related to the Company’s discontinued operations.

 

Included in the 2003 fourth quarter results from continuing operations is a pretax nonrecurring gain on sale of $1.6 million, recognized for the sale of the Company’s Bossier City, Louisiana dealership.  Additionally, the Company recognized approximately $1.3 million of pretax new and used vehicle inventory valuation losses during the fourth quarter of 2003, compared to approximately $0.5 million during the fourth quarter of 2002.

 

The Company’s heavy-duty truck segment recorded revenues of approximately $ 226.1 million in the fourth quarter of 2003, compared to approximately $186.1 million in the fourth quarter of 2002.  The Company delivered 1,224 new heavy-duty trucks, 271 new medium-duty trucks and 630 used trucks, during the fourth quarter of 2003 compared to 1,029 new heavy-duty trucks, 163 new medium-duty trucks and 557 used trucks for the same period in 2002.  Parts, service and body shop sales increased 24.5 percent from $47.6 million in the fourth quarter of 2002 to $59.3 million in the fourth quarter of 2003.

 

The Company’s construction equipment segment recorded revenues of $11.3 million in the fourth quarter of 2003, compared to $9.8 million in the fourth quarter of 2002.  New and used construction equipment unit sales revenue increased $1.2 million or 17.4 percent from the same period in 2002.  Parts, service and body shop sales increased 16.7 percent from $2.4 million in the fourth quarter of 2002 to $2.8 million in the fourth quarter of 2003.  Consistent with the planned reduction in the rental fleet, the Company’s rental sales decreased from $355,000 in the fourth quarter of 2002 to $108,000 in the fourth quarter of 2003.

 



 

For the year ended December 31, 2003, the Company’s gross revenues totaled $815.3 million, a 7.7 percent increase compared to gross revenues of $757.1 million reported in 2002.  Net income from continuing operations was $9.5 million, or $0.63 per diluted share, during 2003, an 8.3 percent increase compared to net income from continuing operations of $8.7 million or $0.60 per diluted share, during 2002.

 

In announcing the results, W. Marvin Rush, Chairman and Chief Executive Officer of Rush Enterprises, said, “The fourth quarter is particularly important, as it represents the beginning of a significant trend of increasing demand.  Pent up demand, driven by the need to replace aging equipment, combined with an economy that is heating up, will fuel our growth in the coming years.  We are already seeing a marked acceleration of truck orders in the first quarter.”

 

Mr. Rush continued, “We are particularly well positioned to address our customers’ needs, due to the fact that we have a strategically diversified geographic presence in the sunbelt states and the quality of service we offer remains unmatched.  Moreover, in the next few months we will continue to compliment our Peterbilt medium-duty truck line by adding new medium-duty franchises into some of our existing dealerships, enabling us to further penetrate the medium-duty market while leveraging off our existing asset base.  We are confident that we can realize our goal of selling 10,000 new trucks in 2006, as we aggressively pursue both the heavy and medium-duty truck markets.”

 

Conference Call

 

Rush Enterprises will host a conference call to review its fourth quarter and year-end results on March 2, 2004 at 10 a.m., EST (9 a.m. Central Time).  The call can be heard live by dialing 800-299-8538 (US) or 617-786-2902 (International) and entering the passcode 22096559, or via the web on the ‘Events’ section of the Company’s website at www.RushEnterprises.com., www.fulldisclosure.com , or www.streetevents.com ..  For those who cannot listen to the live broadcast, the Webcast and audio replay will be available until March 15, by dialing 888-286-8010 (US) or 617-801-6888 (International) and entering the passcode 20658224.

 

About Rush Enterprises

 

Rush Enterprises operates the largest network of Peterbilt heavy-duty truck dealerships in North America and a John Deere construction equipment dealership in Houston, Texas.  Its current operations include a network of dealerships located in Texas, California, Oklahoma, Colorado, Arizona, New Mexico, Alabama and Florida.  These dealerships provide an integrated, one-stop source for the retail sale of new and used heavy-duty and medium-duty trucks and construction equipment; aftermarket parts, service and body shop facilities; and a wide array of financial services, including the financing of truck and equipment sales, insurance products and leasing and rentals.

 

Certain statements contained herein, including those concerning industry conditions, 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. 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 economic conditions, cyclicality, 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, seasonality, distribution networks, product introductions and acceptance, technological change, 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

 

DECEMBER 31, 2002 AND 2003

 

(In Thousands, Except Shares and Per Share Amounts)

 

 

 

December 31,
2002

 

December 31,
2003

 

ASSETS

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

24,763

 

$

34,389

 

Accounts receivable, net

 

24,935

 

24,492

 

Inventories

 

115,333

 

137,423

 

Prepaid expenses and other

 

1,764

 

1,122

 

Assets held for sale

 

16,962

 

8,824

 

Deferred income taxes

 

4,375

 

2,863

 

 

 

 

 

 

 

Total current assets

 

188,132

 

209,113

 

 

 

 

 

 

 

PROPERTY AND EQUIPMENT, net

 

117,859

 

114,477

 

 

 

 

 

 

 

OTHER ASSETS, net

 

38,519

 

43,288

 

 

 

 

 

 

 

Total assets

 

$

344,510

 

$

366,878

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Floor plan notes payable

 

$

89,288

 

$

108,235

 

Current maturities of long-term debt

 

24,958

 

23,767

 

Advances outstanding under lines of credit

 

22,395

 

17,732

 

Trade accounts payable

 

15,082

 

16,170

 

Accrued expenses

 

28,414

 

29,306

 

Total current liabilities

 

180,137

 

195,210

 

 

 

 

 

 

 

LONG-TERM DEBT, net of current maturities

 

69,958

 

66,261

 

 

 

 

 

 

 

DEFERRED INCOME TAXES, net

 

14,720

 

16,701

 

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY:

 

 

 

 

 

Preferred stock, par value $.01 per share; 1,000 shares
authorized; 0 shares outstanding in 2002 and 2003

 

 

 

Common stock, par value $.01 per share; 50,000,000 shares
authorized; 14,004,088 shares outstanding in 2002 and 14,042,304 outstanding in 2003

 

140

 

140

 

Additional paid-in capital

 

39,155

 

39,337

 

Retained earnings

 

40,400

 

49,229

 

 

 

 

 

 

 

Total shareholders’ equity

 

79,695

 

88,706

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

344,510

 

$

366,878

 

 



 

RUSH ENTERPRISES, INC., AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, Except Per Share Amounts)

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2003

 

2002

 

2003

 

2002

 

REVENUES:

 

 

 

 

 

 

 

 

 

New and used truck sales

 

$

158,270

 

$

130,903

 

$

501,757

 

$

488,456

 

Parts and service

 

63,683

 

50,959

 

249,818

 

211,478

 

Construction equipment sales

 

7,985

 

6,803

 

28,263

 

24,324

 

Lease and rental

 

6,855

 

6,634

 

25,847

 

25,277

 

Finance and insurance

 

1,736

 

1,474

 

6,286

 

5,448

 

Other

 

1,133

 

527

 

3,361

 

2,164

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

239,662

 

197,300

 

815,332

 

757,147

 

 

 

 

 

 

 

 

 

 

 

COST OF PRODUCTS SOLD

 

200,427

 

162,302

 

662,082

 

615,942

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

39,235

 

34,998

 

153,250

 

141,205

 

 

 

 

 

 

 

 

 

 

 

SELLING, GENERAL AND ADMINISTRATIVE

 

31,958

 

27,767

 

124,207

 

111,721

 

 

 

 

 

 

 

 

 

 

 

DEPRECIATION AND AMORTIZATION

 

2,224

 

2,127

 

8,929

 

8,594

 

 

 

 

 

 

 

 

 

 

 

OPERATING INCOME

 

5,053

 

5,104

 

20,114

 

20,890

 

 

 

 

 

 

 

 

 

 

 

INTEREST (EXPENSE)

 

(1,607

)

(1,622

)

(6,348

)

(6,499

)

 

 

 

 

 

 

 

 

 

 

GAIN ON SALE OF ASSETS

 

1,642

 

44

 

1,984

 

155

 

 

 

 

 

 

 

 

 

 

 

INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES

 

5,088

 

3,526

 

15,750

 

14,546

 

 

 

 

 

 

 

 

 

 

 

PROVISION FOR INCOME TAXES

 

2,035

 

1,410

 

6,300

 

5,818

 

 

 

 

 

 

 

 

 

 

 

INCOME FROM CONTINUING OPERATIONS

 

3,053

 

2,116

 

9,450

 

8,728

 

 

 

 

 

 

 

 

 

 

 

GAIN (LOSS) FROM DISCONTINUED OPERATIONS, NET

 

62

 

(9,180

)

(621

)

(10,472

)

 

 

 

 

 

 

 

 

 

 

NET INCOME (LOSS)

 

$

3,115

 

$

(7,064

)

$

8,829

 

$

(1,744

)

 

 

 

 

 

 

 

 

 

 

EARNINGS PER SHARE:

 

 

 

 

 

 

 

 

 

EARNINGS (LOSS) PER COMMON SHARE - BASIC

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.22

 

$

0.15

 

$

0.67

 

$

0.62

 

Net income (loss)

 

$

0.22

 

$

(0.50

)

$

0.63

 

$

(0.12

)

EARNINGS (LOSS) PER COMMON SHARE - DILUTED

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.20

 

$

0.15

 

$

0.63

 

$

0.60

 

Net income (loss)

 

$

0.20

 

$

(0.49

)

$

0.59

 

$

(0.12

)