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THO > SEC Filings for THO > Form 10-Q on 9-Jun-2009All Recent SEC Filings

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Form 10-Q for THOR INDUSTRIES INC


9-Jun-2009

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Unless otherwise indicated, all amounts presented in thousands of dollars except unit, share and per share data.
Executive Overview
We were founded in 1980 and have grown to be the largest manufacturer of Recreation Vehicles ("RVs") and a major manufacturer of commercial buses in North America. Our market share in the travel trailer and fifth wheel segment of the industry (towables) is approximately 32.6%. In the motorized segment of the industry we have a market share of approximately 16.7%. Our market share in small and mid-size buses is approximately 41%. We also manufacture and sell 30-foot buses, 35-foot buses, and 40-foot buses.
Our growth has been internal and by acquisition. Our strategy has been to increase our profitability in North America in the recreation vehicle industry and in the bus business through product innovation, service to our customers, manufacturing quality products, improving our facilities and acquisitions. We have not entered unrelated businesses and have no plans to do so in the future. We rely on internally generated cash flows from operations to finance our growth although we may borrow to make an acquisition if we believe the incremental cash flows will provide for rapid payback. We have invested significant capital to modernize, improve and expand our plant facilities and expended $14,815 for that purpose in fiscal year 2008.
Our business model includes decentralized operating units and we compensate operating management primarily with cash based upon the profitability of the unit which they manage. Our corporate staff provides financial management, purchasing services, insurance, legal and human resources, risk management, and internal audit functions. Senior corporate management interacts regularly with operating management to assure that corporate objectives are understood clearly and are monitored appropriately.
Our RV products are sold to dealers who, in turn, retail those products. Our buses are sold through dealers to municipalities and private purchasers such as rental car companies and hotels. We generally do not directly finance dealers but do provide repurchase agreements in order to facilitate the dealers obtaining floor plan financing.
In November 2008, the Company announced that it will again be providing retail financing for recreation vehicles of Thor dealers through the Company's wholly owned subsidiary, Thor CC, Inc. ("Thor CC"). The new business will finance new Thor and used recreation vehicle products sold by our dealers. The retail financing to be provided by Thor CC will be funded by Thor's operating cash flow. We anticipate that we will allocate approximately $10,000 which will be used to fund retail loans. The retail loans will then be sold to banks with which Thor CC has established relationships, and the


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proceeds of such sales will then be available to make new loans. We do not anticipate any significant impact to our liquidity and capital resources beyond the $10,000 that we have allocated to Thor CC. The retail loans will be made to prime and super prime customers with high credit scores. We expect to outsource the servicing of the loans.
Thor CC currently offers retail financing through Thor recreation vehicle dealers in the following states: Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina, Tennessee and Virginia. We expect that Thor CC will expand its lending ability beyond these states in the future.
One of our recreation vehicle dealers accounted for 14.5% of RV net sales for the three months ended April 30, 2009 and 12.5% for the nine months ended April 30, 2009.
Trends and Business Outlook
Industry conditions in the RV market have been adversely affected by the lack of available wholesale and retail financing and low consumer confidence. As a result, market conditions continue to be soft and we anticipate this weakness to continue for the remainder of 2009.
The motorized market has been significantly impacted by current market conditions. The volatility of fuel prices and the tightening of the retail credit markets are placing pressure on retail sales and our dealers continue to be cautious in the amount of inventory they are willing to carry. Based on the foregoing, for the nine months ended April 30, 2009 net sales in our motorized segment decreased 69.8% compared to the nine months ended April 30, 2008. Our towable market has also been significantly impacted albeit less than our motorized market as the price of a towable recreation vehicle is generally about one-fourth that of a motorhome and sales of more expensive recreation vehicles have suffered greater in the current economic downturn. Dealers continue to sell older model-year units before replacing them with new products. The decline in wholesale demand has directly impacted our gross margins as we have had to increase our discounts to maintain competitive pricing. For the nine months ended April 30, 2009, net sales in our towables segment decreased 52.5% compared to the nine months ended April 30, 2008. These significant decreases in net sales, offset in part by increases in net sales in our bus segment, were primarily responsible for the loss before income taxes for the nine months ended April 30, 2009 of $10,129 compared to income before income taxes of $140,026 for the nine months ended April 30, 2008. The decrease was also due to a non-cash goodwill impairment charge of $9,717 for the goodwill associated with an operating subsidiary in the motorized reportable segment, trademark impairment of $564 associated with an operating subsidiary in the motorized reportable segment and one-time charges of $4,700 associated with an increase to our insurance reserves of $4,000 and to legal and settlement costs of $700. The Company has reacted to the difficult business environment by scaling back its activities and reducing its workforce. If the current market environment persists, we may have to take additional cost-cutting measures including idling additional plants, if necessary.
We believe an important determinant of demand for recreation vehicles is demographics. The baby boomer population is now reaching retirement age and retirees are a large market for our products. The baby boomer retiree population in the United States is expected to grow faster than the total


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United States population. We believe a primary indicator of the strength of the recreation vehicle industry is retail RV sales, which we closely monitor to determine industry trends. Recently, although the entire RV industry has been weak, the towable segment of the RV industry has been stronger than the motorized segment. For the towable segment, retail unit sales as reported by Statistical Surveys, Inc. were down approximately 42% for the three months ended March 31, 2009 compared with the same period last year. For the motorized segment, retail unit sales were down approximately 53%. A difficult credit environment and declining consumer confidence have slowed retail recreation vehicle sales and appear to affect the motorized segment more severely. Economic or industry-wide factors affecting our recreation vehicle business include raw material costs of commodities used in the manufacture of our product. Material cost is the primary factor determining our cost of products sold. Material costs have generally been flat in 2009. Future increases in raw material may impact our profit margins negatively if we were unable to raise prices for our products by corresponding amounts.
When consumer confidence improves from its current historic low level and retail and wholesale credit availability improve, we expect to see a rebound in sales and expect to benefit from our ability to rapidly ramp up production in an industry with fewer competitors than before. We have been increasing our market share in the towable and motorized segments and we expect the trend to continue. Government entities are primary users of our buses. Demand in this segment is subject to fluctuations in government spending on transit. In addition, hotel and rental car companies are also major users of our small and mid-size buses and therefore airline travel is an important indicator for this market. The majority of our buses have a 5-year useful life and are being continuously replaced by operators. Bus sales may benefit from the U.S. government's emphasis on mass transportation in the American Reinvestment and Recovery Act stimulus package.
We do not expect the current condition of the U.S. auto industry, including the recent bankruptcy filings of General Motors and Chrysler, to have a significant impact on our supply of chassis. In addition to General Motors and Chrysler, the Company purchases chassis from Ford, Navistar, and Daimler Benz. Supply of chassis is adequate for now and we believe that on-hand inventory would compensate for changes in supply schedules if they occur. To date, we have not noticed any unusual cost increases from our chassis suppliers. If the condition of the U.S. auto industry significantly worsens, this could result in supply interruptions and a decrease in our sales and earnings while we obtain replacement chassis from other sources.


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Three Months Ended April 30, 2009 vs.
   Three Months Ended April 30, 2008

                                Three Months       Three Months
                                   Ended              Ended            Change
                                 4/30/2009          4/30/2008          Amount          %
   NET SALES:
   Recreation Vehicles
   Towables                    $      264,317     $      480,020     $ (215,703 )     (44.9 )
   Motorized                           47,724            120,940        (73,216 )     (60.5 )

   Total Recreation Vehicles          312,041            600,960       (288,919 )     (48.1 )
   Buses                              103,431            106,971         (3,540 )      (3.3 )

   Total                       $      415,472     $      707,931     $ (292,459 )     (41.3 )


   # OF UNITS:
   Recreation Vehicles
   Towables                            12,086             21,296         (9,210 )     (43.2 )
   Motorized                              671              1,570           (899 )     (57.3 )

   Total Recreation Vehicles           12,757             22,866        (10,109 )     (44.2 )
   Buses                                1,551              1,597            (46 )      (2.9 )

   Total                               14,308             24,463        (10,155 )     (41.5 )




                                                       % of                         % of
                                                      Segment                     Segment        Change
                                                     Net Sales                   Net Sales       Amount          %
GROSS PROFIT:
Recreation Vehicles
Towables                              $  34,062            12.9     $ 69,731           14.5     $ (35,669 )      (51.2 )
Motorized                                 1,910             4.0       10,671            8.8        (8,761 )      (82.1 )

Total Recreation Vehicles                35,972            11.5       80,402           13.4       (44,430 )      (55.3 )
Buses                                    10,475            10.1        9,597            9.0           878          9.1

Total                                 $  46,447            11.2     $ 89,999           12.7     $ (43,552 )      (48.4 )

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:
Recreation Vehicles
Towables                              $  15,809             6.0     $ 27,835            5.8     $ (12,026 )      (43.2 )
Motorized                                 3,729             7.8        7,279            6.0        (3,550 )      (48.8 )

Total Recreation Vehicles                19,538             6.3       35,114            5.8       (15,576 )      (44.4 )
Buses                                     9,244             8.9        4,293            4.0         4,951        115.3
Corporate                                 5,189               -        8,496              -        (3,307 )      (38.9 )

Total                                 $  33,971             8.2     $ 47,903            6.8     $ (13,932 )      (29.1 )

INCOME (LOSS) BEFORE INCOME TAXES:
Recreation Vehicles
Towables                              $  18,374             7.0     $ 42,014            8.8     $ (23,640 )      (56.3 )
Motorized                               (11,514 )         (24.1 )      3,390            2.8       (14,904 )     (439.6 )

Total Recreation Vehicles                 6,860             2.2       45,404            7.6       (38,544 )      (84.9 )
Buses                                     1,243             1.2        5,113            4.8        (3,870 )      (75.7 )
Corporate                                (3,531 )             -       (6,177 )            -         2,646         42.8

Total                                 $   4,572             1.1     $ 44,340            6.3     $ (39,768 )      (89.7 )


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                                  As of                As of            Change
                              April 30, 2009       April 30, 2008       Amount          %
 ORDER BACKLOG:
 Recreation Vehicles
 Towables                    $        180,075     $        194,938     $ (14,863 )      (7.6 )
 Motorized                             33,287               81,499       (48,212 )     (59.2 )

 Total Recreation Vehicles            213,362              276,437       (63,075 )     (22.8 )
 Buses                                228,084              249,533       (21,449 )      (8.6 )

 Total                       $        441,446     $        525,970     $ (84,524 )     (16.1 )

CONSOLIDATED
Net sales and gross profit for the three months ended April 30, 2009 were down 41.3% and 48.4%, respectively, compared to the three months ended April 30, 2008. Selling, general and administrative expenses for the three months ended April 30, 2009 decreased 29.1% compared to the three months ended April 30, 2008. Income before income taxes for the three months ended April 30, 2009 was $4,572 as compared to income before taxes for the three months ended April 30, 2008 of $44,340. The specifics on changes in net sales, gross profit, selling, general and administrative expenses and income before income taxes are addressed in the segment reporting below.
Corporate costs included in selling, general and administrative expenses were $5,189 for the three months ended April 30, 2009 compared to $8,496 for the three months ended April 30, 2008. The decrease of $3,307 is due to a decrease of $2,731 in insurance related expense, $600 in incentive based compensation, and $792 in accounting related fees. These decreases were partially offset by increases in legal costs of $530 and non-incentive compensation cost of $242. Corporate interest income and other income was $930 for the three months ended April 30, 2009 compared to $2,288 for the three months ended April 30, 2008. The decrease of $1,358 is primarily due to a $1,211 decrease in interest income due to lower interest rates and the contractual terms of our auction rate securities which restrict the maximum yearly interest earned.
The overall effective tax rate for the three months ended April 30, 2009 was tax expense at a 54% rate on $4,572 income before income taxes compared to tax expense at a 37.1% rate on $44,340 income before income taxes for the three months ended April 30, 2008. The primary reasons for the increase are additional tax expense for uncertain tax positions pursuant to FIN48, adjustments to various permanent items affected by the Company's return to profitability in the third quarter and income tax credits. In the third quarter the Company adjusted its effective tax rate to record the benefit of Qualified Alternative Fuel Motor Vehicle tax credits for buses manufactured to run on alternative fuel. The Company also recorded a tax benefit for additional research and development tax credits. These benefits were offset partially by additional state tax expense recorded as a result of the finalization of California tax audits. Recording these adjustments to the effective tax rate in the third quarter caused a higher than normal tax rate for the three month period ended April 30, 2009, but the company projects the effective tax rate for the fiscal year to be more comparable to the 24.6% rate for the nine months ended April 30, 2009.


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Segment Reporting
RECREATION VEHICLES
Analysis of Percentage Change in Net Sales Versus Prior Year

                                   Average Price
                                      Per Unit         Units       Net Change

            Recreation Vehicles
            Towables                     (1.7 )%       (43.2 )%        (44.9 )%
            Motorized                    (3.2 )%       (57.3 )%        (60.5 )%

TOWABLE RECREATION VEHICLES
The decrease in towables net sales of 44.9% resulted from a 43.2% decrease in unit shipments and a 1.7% decrease in average sales price per unit resulting primarily from mix of product.
The overall industry decrease in wholesale unit shipments of towables for February, March and April 2009 compared to the same period last year was 56.8% according to statistics published by the Recreation Vehicle Industry Association.
Towable gross profit decreased $35,669 to $34,062 or 12.9% of towable net sales for the three months ended April 30, 2009 compared to $69,731 or 14.5% of towable net sales for the three months ended April 30, 2008. The decrease was due to a combination of increased discounts from unit list prices, increased wholesale and retail incentives provided to customers and changes in cost of products sold. Additional discounts and incentives were provided as a result of an overall decline in the recreation vehicle industry.
Cost of products sold decreased $180,034 to $230,255 or 87.1% of towable net sales for the three months ended April 30, 2009 compared to $410,289 or 85.5% of towable net sales for the three months ended April 30, 2008. The change in material, labor, freight-out and warranty comprised $169,808 of the $180,034 decrease in cost of products sold due to decreased sales volume. Material, labor, freight-out and warranty as a percentage of net sales was 78.8% for both the three months ended April 30, 2009 and 2008. Manufacturing overhead as a percentage of net sales increased to 8.3% from 6.7% due to a decrease in production resulting in lower absorption of fixed overhead costs. Manufacturing overhead decreased $10,226 due to lower variable overhead costs, resulting from lower production offset by unabsorbed fixed overhead costs.
Selling, general and administrative expenses were $15,809 or 6.0% of towable net sales for the three months ended April 30, 2009 compared to $27,835 or 5.8% of towable net sales for the three months ended April 30, 2008. The primary reason for the $12,026 decrease in selling, general and administrative expenses was decreased net sales which caused commissions, bonuses, and other compensation to decrease by $9,557. In addition, advertising and selling related costs decreased $810 due to decreased sales activity, legal and settlement costs decreased $653 due to the resolution of various legal and product disputes and accounting and other expenses decreased $1,006.


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Towables income before income taxes decreased to 7.0% of towable net sales for the three months ended April 30, 2009 from 8.8% of towable net sales for the three months ended April 30, 2008. The primary factor for this decrease was the loss of gross profit on reduced sales volume of $215,703.
MOTORIZED RECREATION VEHICLES
The decrease in motorized net sales of 60.5% resulted from a 57.3% decrease in unit shipments and a 3.2% decrease in average sales price per unit resulting primarily from mix of product. The overall market decrease in unit shipments of motorhomes was 76.9% for the three month period of February, March and April 2009 compared to the same period last year according to statistics published by the Recreation Vehicle Industry Association.
Motorized gross profit decreased $8,761 to $1,910 or 4.0% of motorized net sales for the three months ended April 30, 2009 compared to $10,671 or 8.8% of motorized net sales for the three months ended April 30, 2008. The decrease in margin was due to a combination of increased discounts from unit list prices, increased wholesale and retail incentives provided to customers and changes in cost of products sold. Additional discounts and incentives were provided as a result of an overall decline in the recreation vehicle industry. Cost of products sold decreased $64,455 to $45,814 or 96.0% of motorized net sales for the three months ended April 30, 2009 compared to $110,269 or 91.2% of motorized net sales for the three months ended April 30, 2008. The change in material, labor, freight-out and warranty comprised $61,650 of the $64,455 decrease in cost of products sold due to decreased sales volume. Material, labor, freight-out and warranty as a percentage of net sales increased to 84.6% from 84.4%. Manufacturing overhead as a percentage of motorized net sales increased to 11.4% from 6.8% due to a decrease in production resulting in lower absorption of fixed overhead costs. Manufacturing overhead decreased $2,805 due to lower variable overhead costs resulting from lower production offset by unabsorbed fixed overhead costs.
Selling, general and administrative expenses were $3,729 or 7.8% of motorized net sales for the three months ended April 30, 2009 compared to $7,279 or 6.0% of motorized net sales for the three months ended April 30, 2008. The primary reason for the $3,550 decrease was decreased net sales which caused commissions, bonuses, and other compensation to decrease by $2,075. In addition, legal and settlement costs decreased $911 due to the resolution of various legal and product disputes and advertising and selling related costs decreased $386. Motorized income before income taxes was a negative 24.1% of motorized net sales for the three months ended April 30, 2009 and 2.8% of motorized net sales for the three months ended April 30, 2008. The primary factor for this decrease was the loss of gross profit on reduced sales volume of $73,216 and the $9,717 write-off of goodwill.
BUSES
Analysis of Percentage Change in Net Sales Versus Prior Year

Average Price Per Unit Units Net Change Buses (0.4 )% (2.9 )% (3.3 )%


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The decrease in buses net sales of 3.3% resulted from a 2.9% decrease in unit shipments and a 0.4% decrease in average price per unit resulting primarily from mix of product.
Buses gross profit increased $878 to $10,475 or 10.1% of buses net sales for the three months ended April 30, 2009 compared to $9,597 or 9.0% of buses net sales for the three months ended April 30, 2008. The increase was due to the additional margin we realized on additional features with higher margins included in our buses.
Cost of products sold decreased $4,418 to $92,956 or 89.9% of buses net sales for the three months ended April 30, 2009 compared to $97,374 or 91.0% of buses net sales for the three months ended April 30, 2008. The decrease in material, labor, freight-out and warranty represents $3,987 of the $4,418 decrease in cost of products sold. Material, labor, freight-out and warranty as a percentage of buses net sales decreased to 82.9% from 83.9%. This decrease in percentage of cost of products sold was due to better procurement. Manufacturing overhead decreased $431 which caused manufacturing overhead to decrease to 7.0% from 7.2% as a percentage of buses net sales.
Selling, general and administrative expenses were $9,244 or 8.9% of buses net sales for the three months ended April 30, 2009 compared to $4,293 or 4.0% of buses net sales for the three months ended April 30, 2008. The primary reason for the $4,951 increase in selling, general and administrative expenses was due to a $4,000 increase in self insurance reserves and a $902 increase in legal and settlement costs.
Buses income before income taxes was 1.2% of buses net sales for the three months ended April 30, 2009 compared to 4.8% for the three months ended April 30, 2008. This decrease is primarily due to the increases in selling, general and administrative expenses noted above.


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Nine Months Ended April 30, 2009 vs.
   Nine Months Ended April 30, 2008

                                    Nine
                                   Months        Nine Months
                                    Ended           Ended           Change
                                  4/30/2009       4/30/2008         Amount          %
     NET SALES:
     Recreation Vehicles
     Towables                    $   664,517     $  1,398,172     $ (733,655 )     (52.5 )
     Motorized                       112,499          372,265       (259,766 )     (69.8 )


     Total Recreation Vehicles       777,016        1,770,437       (993,421 )     (56.1 )
     Buses                           303,956          300,400          3,556         1.2

     Total                       $ 1,080,972     $  2,070,837     $ (989,865 )     (47.8 )


     # OF UNITS:
     Recreation Vehicles
     Towables                         29,732           62,936        (33,204 )     (52.8 )
     Motorized                         1,419            4,681         (3,262 )     (69.7 )

     Total Recreation Vehicles        31,151           67,617        (36,466 )     (53.9 )
     Buses                             4,648            4,567             81         1.8

     Total                            35,799           72,184        (36,385 )     (50.4 )




                                               % of                                % of
                                              Segment                            Segment            Change
                                             Net Sales                          Net Sales           Amount             %
GROSS PROFIT:
Recreation Vehicles
Towables                   $  68,799               10.4        $ 200,986              14.4        $ (132,187 )         (65.8 )
Motorized                     (2,501 )             (2.2 )         34,344               9.2           (36,845 )        (107.3 )

Total Recreation
Vehicles                      66,298                8.5          235,330              13.3          (169,032 )         (71.8 )
Buses                         28,369                9.3           25,661               8.5             2,708            10.6

Total                      $  94,667                8.8        $ 260,991              12.6        $ (166,324 )         (63.7 )

SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES:
Recreation Vehicles
. . .
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