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) April 18, 2006

 

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.)

 

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))

 

 



 

o   Item 2.02. Results of Operations and Financial Condition

 

On April 18, 2006, the Company issued a press release regarding its financial results for the first quarter ended March 31, 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

 

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.

 

Senior Vice President and Chief Financial Officer

 

 

Dated April 18, 2006

 

 

3


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 FIRST QUARTER RESULTS

EPS Increases 48% to $0.46 on Revenue Increase of 23.9%

 

SAN ANTONIO, Texas, April 18, 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 first quarter ended March 31, 2006.

 

In the first quarter, the Company’s gross revenues totaled $497.9 million, a 23.9% increase from gross revenues of $402.0 million reported for the first quarter ended March 31, 2005. Net income for the quarter was $11.6 million, or $0.46 per diluted share, compared with net income of $7.7 million, or $0.31 per diluted share, in the quarter ended March 31, 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 $964,000 ($602,500 after tax or $0.02 per diluted share) in the first quarter of 2006.

 

The Company’s truck segment recorded revenues of $474.3 million in the first quarter of 2006, compared to $388.5 million in the first quarter of 2005. The Company delivered 2,299 new heavy-duty trucks, 891 new medium-duty trucks and 1,058 used trucks during the first quarter of 2006, compared to 2,185 new heavy-duty, 624 new medium-duty and 980 used trucks in the first quarter of 2005. Parts, service and body shop sales increased to $97.5 million in the first quarter of 2006 from $78.5 million in the first quarter of 2005.

 

The Company’s construction equipment segment recorded revenues of $18.9 million in the first quarter of 2006, compared to $11.3 million in the first quarter of 2005. New and used construction equipment unit sales revenue increased 80.0% to $14.4 million in the first quarter of 2006 from $8.0 million in the first quarter of 2005. Construction equipment parts, service and body shop sales increased 25.0% to $4.0 million in the first quarter of 2006 from $3.2 million in the first quarter of 2005.

 

In announcing the results, W. Marvin Rush, Chairman of Rush Enterprises said, “We are very pleased with our first quarter results and are confident about Rush’s prospects for the remainder of 2006. Our deliveries of class 8, medium

 



 

duty and used trucks are expected to set all time records. Increased truck sales, combined with growing parts, service and body shop revenues, should increase our absorption rate and result in record profits in 2006.”

 

Mr. Rush added, “We expect three of the next four years to be at or near record levels for class 8 deliveries. We anticipate, the industry will experience a decline in truck sales in 2007 due to new diesel emission requirements, followed by strong years in 2008 and 2009. We remain committed to improving our absorption rates. We believe this will maximize our profits in 2006 and soften the earnings impact that will result from fewer trucks being sold in 2007. The first quarter comparison yielded an improvement in absorption from 96.4% in 2005 to 100.9% in 2006. We have a stated goal of achieving a 110% absorption rate by 2008.”

 

Mr. Rush added, “In March 2006, we reported that Rush purchased certain assets of Great Southern Peterbilt, Inc.’s Peterbilt and Hino truck dealership in Jacksonville, Florida. This acquisition provides Rush with the rights to sell Peterbilt and Hino trucks and parts in Jacksonville and provides Rush Enterprises with its fifth location in Florida. Jacksonville is a great city with a growing economy and we believe that Rush Truck Center of Jacksonville will be a great addition to our network of Rush Truck Centers.”

 

Conference Call Info.

 

Rush Enterprises will host its quarterly conference call to discuss earnings for the first quarter on Wednesday, April 19th, 2006 at 10a.m. EST/ 9 a.m. CST. Earnings will be reported on Tuesday, April 18th, 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 883993 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 May 20th. The audio replay will be available until May 20th, by dialing 866-206-0173 (US) or 732-694-1571 (International) and entering the conference reference code 170099 followed by the # key.

 

About Rush Enterprises

 

Rush Enterprises 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 conditions, sales and delivery forecasts, anticipated improvement in the Company’s absorption rates, and the impact of new 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

MARCH 31, 2006 AND DECEMBER 31, 2005

(In Thousands, Except Shares and Per Share Amounts)

 

 

 

March 31,

 

December 31,

 

 

 

2006

 

2005

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

Cash and cash equivalents

 

$

121,305

 

$

133,069

 

Accounts receivable, net

 

53,714

 

63,473

 

Inventories

 

355,626

 

338,212

 

Prepaid expenses and other

 

1,640

 

1,829

 

Deferred income taxes

 

4,220

 

3,856

 

Total current assets

 

536,505

 

540,439

 

 

 

 

 

 

 

PROPERTY AND EQUIPMENT, net

 

200,525

 

196,161

 

 

 

 

 

 

 

OTHER ASSETS, net

 

112,591

 

103,634

 

Total assets

 

$

849,621

 

$

840,234

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

Floor plan notes payable

 

$

307,385

 

$

315,985

 

Current maturities of long-term debt

 

20,154

 

18,807

 

Current maturities of capital lease obligations

 

2,595

 

2,277

 

Advances outstanding under lines of credit

 

2,889

 

2,755

 

Trade accounts payable

 

26,752

 

23,327

 

Accrued expenses

 

52,592

 

51,151

 

 

 

 

 

 

 

Total current liabilities

 

412,367

 

414,302

 

 

 

 

 

 

 

LONG-TERM DEBT, net of current maturities

 

111,760

 

114,345

 

CAPITAL LEASE OBLIGATIONS, net of current maturities

 

13,961

 

14,628

 

DEFERRED INCOME TAXES, net

 

24,203

 

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 16,856,465 class A shares and 7,935,745 class B shares outstanding in 2006

 

248

 

247

 

Additional paid-in capital

 

164,735

 

162,603

 

Retained earnings

 

122,347

 

110,770

 

Total shareholders’ equity

 

287,330

 

273,620

 

Total liabilities and shareholders’ equity

 

$

849,621

 

$

840,234

 

 



 

RUSH ENTERPRISES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Amounts)

(Unaudited)

 

 

 

Three months ended
March 31,

 

 

 

2006

 

2005

 

REVENUES:

 

 

 

 

 

New and used truck sales

 

$

363,347

 

$

298,931

 

Parts and service

 

104,867

 

83,009

 

Construction equipment sales

 

14,434

 

7,976

 

Lease and rental

 

9,380

 

7,703

 

Finance and insurance

 

4,065

 

3,163

 

Other

 

1,792

 

1,261

 

 

 

 

 

 

 

Total revenues

 

497,885

 

402,043

 

 

 

 

 

 

 

COST OF PRODUCTS SOLD:

 

 

 

 

 

New and used truck sales

 

334,172

 

278,370

 

Parts and service

 

62,279

 

50,006

 

Construction equipment sales

 

12,698

 

7,018

 

Lease and rental

 

7,136

 

5,702

 

 

 

 

 

 

 

Total cost of products sold

 

416,285

 

341,096

 

 

 

 

 

 

 

GROSS PROFIT

 

81,600

 

60,947

 

 

 

 

 

 

 

SELLING, GENERAL AND ADMINISTRATIVE

 

56,656

 

43,608

 

 

 

 

 

 

 

DEPRECIATION AND AMORTIZATION

 

2,908

 

2,413

 

 

 

 

 

 

 

OPERATING INCOME

 

22,036

 

14,926

 

 

 

 

 

 

 

INTEREST EXPENSE, NET

 

3,546

 

2,494

 

 

 

 

 

 

 

GAIN ON SALE OF ASSETS

 

33

 

63

 

 

 

 

 

 

 

INCOME BEFORE INCOME TAXES

 

18,523

 

12,495

 

 

 

 

 

 

 

PROVISION FOR INCOME TAXES

 

6,946

 

4,811

 

 

 

 

 

 

 

NET INCOME

 

$

11,577

 

$

7,684

 

 

 

 

 

 

 

EARNINGS PER COMMON SHARE – BASIC

 

 

 

 

 

Net income

 

$

.47

 

$

.32

 

EARNINGS PER COMMON SHARE – DILUTED

 

 

 

 

 

Net income

 

$

.46

 

$

.31

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

24,707

 

23,929

 

 

 

 

 

 

 

Diluted

 

25,305

 

24,795