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)  October 18, 2006

RUSH ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Texas

 

0-20797

 

74-1733016

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

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 October 18, 2006, the Company issued a press release regarding its financial results for the third quarter ended September 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 October 19, 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 THIRD QUARTER RESULTS

EPS Increases 22.6% to $0.65 on a Revenue Increase of 34.2%

SAN ANTONIO, Texas, October 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 third quarter ended September 30, 2006.

In the third quarter, the Company’s gross revenues totaled $651.3 million, a 34.2% increase from gross revenues of $485.4 million reported for the third quarter ended September 30, 2005.  Net income for the quarter was $16.4 million, or $0.65 per diluted share, a 22.6% increase, compared with net income of $13.2 million, or $0.53 per diluted share, in the quarter ended September 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 $391,000 ($244,000 after tax or $0.01 per diluted share) in the third quarter of 2006.

The Company’s truck segment recorded revenues of $625.5 million in the third quarter of 2006, compared to $467.8 million in the third quarter of 2005. The Company delivered 3,512 new heavy-duty trucks, 1,109 new medium-duty trucks and 999 used trucks during the third quarter of 2006, compared to 2,648 new heavy-duty trucks, 671 new medium-duty trucks and 890 used trucks in the third quarter of 2005.  Parts, service and body shop sales increased to $105.6 million in the third quarter of 2006 from $88.6 million in the third quarter of 2005.

The Company’s construction equipment segment recorded revenues of $20.7 million in the third quarter of 2006, compared to $14.2 million in the third quarter of 2005.  New




and used construction equipment unit sales revenue increased 55.9% to $15.9 million in the third quarter of 2006 from $10.2 million in the third quarter of 2005.  Construction equipment parts, service and body shop sales increased 16.2% to $4.3 million in the third quarter of 2006 from $3.7 million in the third quarter of 2005.

W. Marvin Rush, Chairman of Rush Enterprises, Inc., said, “I am pleased to announce another solid quarter in route to a record year for Rush.  We delivered more trucks this quarter than any quarter in the history of the Company.  Consequently our finance and insurance revenues set quarterly records as well.  Due to increased deliveries to several large fleets, our new truck gross profit margin decreased slightly in the third quarter.  We expect to deliver a large number of new trucks to fleets in the fourth quarter as well.   As a result, Rush Enterprises should 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 first quarter deliveries to remain robust followed by weaker deliveries in the second and third quarters.  We believe the market will begin to rebound in the fourth quarter of 2007, and will be followed by strong markets in 2008 and 2009 as customers purchase 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 know that there will be a sharp decline in the class 8 truck market next year, but we have worked hard to put Rush Enterprises into the best position possible heading into 2007.  We began increasing our new class 8 truck inventory during the third quarter of 2006, and expect to continue to increase it through the remainder of the year.  We believe a large inventory of class 8 trucks with engines manufactured before the new emission guidelines take effect will lead to a strong start in 2007. Additionally, we have grown our medium-duty business across our network, and we will continue to focus on growing this facet of our business.  Although industry wide medium-duty truck sales are expected to decrease approximately 15% in 2007, we expect to increase our medium-duty truck sales in 2007.”

Rusty Rush added, “We also remain focused on increasing our absorption rate.  The Company’s absorption rate increased from 101.2% in the third quarter of 2005, to 104.5% in the third quarter of 2006.  Through September 2006, the Company’s year-to-date absorption rate was 105.0% compared to 100.7% in the first nine months of 2005.  We expect to maintain or slightly increase our absorption rate in 2007, despite the decrease in the class 8 truck market, while keeping our eye on our stated goal of achieving an absorption rate of 110% by 2008.  By continuing to grow our medium-duty business, remaining focused on increasing our absorption rate, and properly managing class 8 inventory levels heading into 2007, we hope to soften the earnings impact that will result from fewer class 8 trucks being sold in 2007.”

Conference Call Info.

Rush Enterprises will host its quarterly conference call to discuss earnings for the third quarter on Thursday, October 19th, 2006 at 10:00 a.m. EST/ 9:00 a.m. CST. Earnings will be reported on Wednesday, October 18th, 2006 after close of market.




The call can be heard live by dialing 866-200-5830 (US) or 212-659-4210 (International) and entering pin code 680807 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 November 19th, by dialing 866-206-0173 (US) or 646-216-7204 (International) and entering the conference reference code 188918 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, growth of the Company’s medium-duty market, ability to properly manage inventories, 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

SEPTEMBER 30, 2006 AND DECEMBER 31, 2005

(In Thousands, Except Shares and Per Share Amounts)

 

 

  September 30,  

 

  December 31,  

 

 

 

2006

 

2005

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

153,494

 

$

133,069

 

Accounts receivable, net

 

80,829

 

63,473

 

Inventories

 

443,418

 

338,212

 

Prepaid expenses and other

 

1,981

 

1,829

 

Deferred income taxes, net

 

6,646

 

3,856

 

Total current assets

 

686,368

 

540,439

 

 

 

 

 

 

 

Property and equipment, net

 

239,253

 

196,161

 

 

 

 

 

 

 

Goodwill, net

 

111,477

 

100,725

 

 

 

 

 

 

 

Other assets, net

 

2,771

 

2,909

 

 

 

 

 

 

 

Total assets

 

$

1,039,869

 

$

840,234

 

 

 

 

 

 

 

Liabilities and shareholders’ equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Floor plan notes payable

 

$

423,545

 

$

315,985

 

Current maturities of long-term debt

 

26,185

 

18,807

 

Current maturities of capital lease obligations

 

3,241

 

2,277

 

Advances outstanding under lines of credit

 

 

2,755

 

Trade accounts payable

 

26,602

 

23,327

 

Accrued expenses

 

66,842

 

51,151

 

 

 

 

 

 

 

Total current liabilities

 

546,415

 

414,302

 

 

 

 

 

 

 

Long-term debt, net of current maturities

 

131,184

 

114,345

 

Capital lease obligations, net of current maturities

 

14,219

 

14,628

 

Deferred income taxes, net

 

25,157

 

23,339

 

 

 

 

 

 

 

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 17,039,189 Class A shares and 8,066,648 Class B shares outstanding in 2006

 

251

 

247

 

Additional paid-in capital

 

169,016

 

162,603

 

Retained earnings

 

153,627

 

110,770

 

 

 

 

 

 

 

Total shareholders’ equity

 

322,894

 

273,620

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

1,039,869

 

$

840,234

 

 




 

RUSH ENTERPRISES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Amounts)

(Unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Revenues:

 

 

 

 

 

 

 

 

 

New and used truck sales

 

$

504,281

 

$

365,786

 

$

1,291,345

 

$

1,008,657

 

Parts and service

 

113,183

 

94,426

 

330,499

 

269,425

 

Construction equipment sales

 

15,939

 

10,164

 

46,079

 

29,883

 

Lease and rental

 

10,978

 

8,735

 

30,546

 

24,825

 

Finance and insurance

 

4,717

 

4,256

 

13,787

 

11,492

 

Other

 

2,223

 

2,060

 

6,137

 

5,005

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

651,321

 

485,427

 

1,718,393

 

1,349,287

 

 

 

 

 

 

 

 

 

 

 

Cost of products sold:

 

 

 

 

 

 

 

 

 

New and used truck sales

 

470,208

 

338,907

 

1,197,678

 

937,758

 

Parts and service

 

65,330

 

54,593

 

193,677

 

157,772

 

Construction equipment sales

 

14,228

 

8,809

 

40,934

 

25,904

 

Lease and rental

 

8,472

 

6,759

 

23,506

 

18,797

 

 

 

 

 

 

 

 

 

 

 

Total cost of products sold

 

558,238

 

409,068

 

1,455,795

 

1,140,231

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

93,083

 

76,359

 

262,598

 

209,056

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

59,141

 

49,778

 

173,318

 

141,084

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

3,353

 

2,684

 

9,367

 

7,687

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

30,589

 

23,897

 

79,913

 

60,285

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

4,235

 

3,632

 

11,299

 

9,343

 

 

 

 

 

 

 

 

 

 

 

Gain (loss) on sale of assets

 

(93

)

370

 

(43

)

455

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

26,261

 

20,635

 

68,571

 

51,397

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

9,849

 

7,481

 

25,714

 

19,324

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

16,412

 

$

13,154

 

$

42,857

 

$

32,073

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per common share — Basic

 

$

.65

 

$

.54

 

$

1.72

 

$

1.33

 

Earnings per common share — Diluted

 

$

.65

 

$

.53

 

$

1.70

 

$

1.29

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

25,098

 

24,301

 

24,936

 

24,100

 

Diluted

 

25,266

 

25,041

 

25,221

 

24,899