Prepared by R.R. Donnelley Financial -- Current Report
 
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 15, 2002
 

 
MOHAWK INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
01-19826
 
52-1604305
(State or other
Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
160 South Industrial Blvd., Calhoun, Georgia 30701
(Address, including zip code, of principal executive offices)
 
(706) 629-7721
(Registrant’s telephone number, including area code)
 


 
Item 5.    Other Events
 
On July 15, 2002, Mohawk Industries, Inc. (“Mohawk”) issued a press release announcing earnings for the second quarter, and six-month period ended June 29, 2002. A copy of such press release is included as an exhibit to this report and is incorporated herein by reference under this Item 5.
 
Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits.
 
C.  Exhibits
 
99.1
  
Press Release dated July 15, 2002

2


 
SIGNATURE
 
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.
 
MOHAWK INDUSTRIES, INC.
 
By:
 
/s/    FRANK H. BOYKIN        

   
Frank H. Boykin
VP & Corporate Controller
 
Date: July 15, 2002


 
INDEX TO EXHIBITS
 
Exhibit
 
99.1
  
Release dated July 15, 2002

Prepared by R.R. Donnelley Financial -- Press Release dated July 15, 2002
Exhibit 99.1
 
For Release:    Immediately
Contact:           John D. Swift, Chief Financial Officer
 
MOHAWK INDUSTRIES, INC. ANNOUNCES RECORD SECOND QUARTER
EARNINGS WITH A 25% INCREASE IN EARNINGS PER SHARE
 
Calhoun, Georgia, July 15, 2002—Mohawk Industries, Inc. (NYSE:MHK) today announced record net earnings and diluted earnings per share (EPS) for the second quarter of 2002 with $75,518,000 (63% above last year) in net earnings and $1.10 per share (25% above last year). This compares to $46,466,000 in net earnings and EPS of $0.88 for the second quarter of 2001. The improvement was the result of increased sales, improved operating income and the Dal-Tile merger. Dal-Tile, which was acquired on March 20, 2002, results were included for the full quarter. The Dal-Tile results increased EPS by approximately $0.03 per share, after considering the effects of the merger. Net sales for the quarter increased 42% to $1,227,747,000 compared to $864,958,000 for the second quarter of 2001. The sales increase was attributable to the Dal-Tile merger and to internal growth of Mohawk products. The Mohawk segment net sales of $938,446,000 grew 8% because of growth in home products and residential products. The Dal-Tile segment net sales of $289,301,000 grew 9% (from $264,937,000) primarily from residential products.
 
EPS for the first half of 2002 was $1.91 or $118,728,000 in net earnings compared to $1.39 EPS or $73,672,000 in net earnings for first half of 2001. This improvement in EPS and earnings is attributable to sales and operating earnings growth in the Mohawk business and the merger of Dal-Tile. Net sales for the first half of 2002 were $2,094,457,000 representing a 28% increase from the first half 2001 sales of $1,642,297,000. This sales increase resulted from the Dal-Tile merger and internal growth.
 
In commenting on the second quarter results, Jeffrey S. Lorberbaum, President and CEO, stated, “We continue to report record performance in both sales and earnings as we assist our retailers in exceeding their customers’ expectations. This success is the result of emphasis on strong product offerings, creative marketing programs, efficient operations in manufacturing and distribution and a strong balance sheet. The Dal-Tile merger has been a positive addition as we continue to increase sales and grow earnings.
 
Our integration of the Dal-Tile merger is on schedule with Dal-Tile’s financial systems fully converted to the Mohawk systems. We expect to complete the initial phase of the integration of the business to allow more efficient order entry and movement of product between the businesses during the second half. Detailed


 
planning is well under way for longer term operation of sales, marketing, information systems and distribution. We continue to believe the Dal-Tile merger will be positive to earnings by about $0.10 EPS in 2002.”
 
The company’s debt to total capitalization ratio improved to 35.3% at the end of the second quarter 2002 compared to a 39.2% ratio at the end of the first quarter 2002 reflecting a reduction of approximately $130 million in debt during the quarter. This reduction in debt was generated from earnings and working capital reductions. The company continues to consider various investment alternatives for the future that it believes will improve the company’s shareholder value. Acquisitions, stock repurchases and capital expenditures are some of the alternatives we are currently considering. Currently the company has 6.0 million shares open to repurchase from its 1999 authorization.
 
The total company second quarter gross profit percentage to net sales increased from 25.0% to 27.6% because of Dal-Tile’s higher gross profit levels. The gross profit percentage for the Mohawk business declined slightly because of a timing difference between cost increases and the implementation of a price increase. The gross profit percentage for the Dal-Tile segment was up slightly when compared to second quarter 2001 due to improved operating efficiencies. The total company second quarter selling, general and administrative percentage (S.G. & A.) to net sales increased from 15.3% to 16.3% because of Dal-Tile’s higher S.G. & A. levels. When Mohawk and Dal-Tile segments are compared to the second quarter of 2001 individually, both segments achieved a reduction in the S.G. & A. percentage as they were able to control operating costs as sales grew. Operating income as a percentage of sales increased from 9.7% to 11.3% for the second quarter because of the Dal-Tile merger, increased sales and reduced costs.
 
The level of uncertainty of future economic conditions has never been greater. We are currently seeing conflicting economic information. Some forecasters are projecting a continuing economic recovery and others believe the economy is slowing. We believe the current condition of the stock market will have an impact on people’s attitudes and potentially on the overall economy. The latest survey indicates a reduction in consumer confidence also. The company’s order rate has shown some softness in recent weeks but that could be a normal reaction of pre-buying from the price increase. Today we are less optimistic than we were last quarter. Historically Mohawk has had a limited visibility of future business with only two weeks of back log. At this time, based on a slowing economy, Mohawk anticipates that the third and fourth quarters 2002 EPS will be 2% to 5% above 2001. The total year 2002 EPS will be 15% to 17% above 2001. All of the above information includes the impact of Mohawk’s merger with Dal-Tile. Despite this lower projection for the next two quarters (because of economic conditions) we are strongly encouraged by the integration of Mohawk and Dal-Tile. The company is firmly positioned for future growth and expansion as a total flooring company.

2


 
Certain of the statements in the immediately preceding paragraphs, particularly anticipating future financial performance, business prospects, growth and operating strategies, proposed acquisitions, and similar matters, and those preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “estimates,” or similar expressions constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. For those statements, Mohawk claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Those statements are based on many assumptions, including assumptions regarding the Company’s ability to maintain its sales growth and gross margins and to control costs. These or other assumptions could prove inaccurate and therefore, there can be no assurance that the “forward-looking statements” will prove to be accurate. Forward-looking statements involve a number of risks and uncertainties. The following important factors affect the future results of Mohawk and could cause those results to differ materially from those expressed in the forward-looking statements: materially adverse changes in economic conditions generally in the carpet, rug and floorcovering markets served by Mohawk; competition from other carpet, rug and floorcovering manufacturers; raw material prices; timing and level of capital expenditures; the successful integration of acquisitions including the challenges inherent in diverting Mohawk’s management attention and resources from other strategic matters and from operational matters for an extended period of time; the successful introduction of new products; the successful rationalization of existing operations; and other risks identified from time to time in the Company’s SEC reports and public announcements.
 
Mohawk is a leading supplier of flooring for both residential and commercial applications and a producer of woven and tufted broadloom carpet, rugs and ceramic tile. The Company designs, manufactures and markets premier carpet brand names, which include “Mohawk,” “Aladdin,” “Bigelow,” “Custom Weave,” “Durkan,” “Galaxy,” “Helios,” “Horizon,” “Karastan,” “Mohawk Commercial,” “World,” and “Wunda Weve.” Mohawk offers a broad line of home products including rugs, throws, pillows and bedspreads under the brand names Aladdin, Goodwin Weavers, Karastan, Mohawk Home and Newmark. Mohawk manufacturers and distributes ceramic tile and natural stone products under the brand names Dal-Tile, Mohawk and American Olean. Mohawk also offers other products that include laminate, wood and vinyl flooring and carpet padding under the Mohawk brand name.
 
#####
 
There will be a conference call Tuesday, July 16, 2002 at 11:00 AM Eastern Time.
The telephone number to call is 1-800-603-9255. A conference call
replay will also be available until Sunday, July 21, 2002
by dialing 1-800-642-1687 and entering Conference ID # 4892088.

3


 
#####
 
DATES FOR FUTURE PRESS RELEASES AND CONFERENCE CALLS:
 
    
PRESS RELEASE

  
CONFERENCE CALL

   
3RD QUARTER 2002
  
OCTOBER 14, 2002
  
OCTOBER 15, 2002
 
11:00 AM (800-603-9255)
4TH QUARTER 2002
  
FEBRUARY 6, 2003
  
FEBRUARY 7, 2003
 
11:00 AM (800-603-9255)
1ST QUARTER 2003
  
APRIL 16, 2003
  
APRIL 17, 2003
 
11:00 AM (800-603-9255)

4


 
MOHAWK INDUSTRIES, INC. AND SUBSIDIARIES
 
CONSOLIDATED STATEMENT OF EARNINGS DATA
 
    
Three Months Ended

  
Six months ended

    
June 29, 2002

    
June 30, 2001

  
June 29, 2002

    
June 30, 2001

    
(Amounts in thousands, except per share data)
Net sales
  
$
1,227,747
 
  
864,958
  
2,094,457
 
  
1,642,297
Cost of sales
  
 
888,561
 
  
648,804
  
1,540,676
 
  
1,248,821
    


  
  

  
Gross profit
  
 
339,186
 
  
216,154
  
553,781
 
  
393,476
Selling, general and administrative expenses
  
 
200,123
 
  
132,593
  
340,450
 
  
256,310
    


  
  

  
Operating income
  
 
139,063
 
  
83,561
  
213,331
 
  
137,166
Interest expense
  
 
19,427
 
  
8,232
  
25,951
 
  
17,184
Other (income) expense, net
  
 
(154
)
  
1,574
  
(997
)
  
3,043
    


  
  

  
Earnings before income taxes
  
 
119,790
 
  
73,755
  
188,377
 
  
116,939
Income taxes
  
 
44,272
 
  
27,289
  
69,649
 
  
43,267
    


  
  

  
Net earnings
  
$
75,518
 
  
46,466
  
118,728
 
  
73,672
    


  
  

  
Basic earnings per share
  
$
1.12
 
  
0.89
  
1.95
 
  
1.41
    


  
  

  
Weighted-average common shares outstanding
  
 
67,485
 
  
52,266
  
60,870
 
  
52,314
    


  
  

  
Diluted earnings per share
  
$
1.10
 
  
0.88
  
1.91
 
  
1.39
    


  
  

  
Weighted-average common and dilutive potential common shares outstanding
  
 
68,618
 
  
52,882
  
62,287
 
  
52,926
    


  
  

  
                           
OTHER FINANCIAL INFORMATION
                           
    
(Amounts in thousands)
Depreciation & amortization
  
             $
    28,968
 
  
                21,076
  
    50,476
 
  
42,019
    


  
  

  
Capital expenditures
  
            $
31,214
 
  
              14,950
  
47,241
 
  
26,647
    


  
  

  
 
CONSOLIDATED BALANCE SHEET DATA
 
    
June 29, 2002

  
June 30, 2001

    
(Amounts in thousands)
ASSETS
           
Current assets:
           
Receivables
  
$
580,924
  
392,552
Inventories
  
 
727,088
  
619,177
Prepaid expenses
  
 
22,256
  
17,873
Deferred income taxes
  
 
83,056
  
66,474
    

  
Total current assets
  
 
1,413,324
  
1,096,076
Property, plant and equipment, net
  
 
841,651
  
635,558
Goodwill
  
 
1,277,453
  
110,772
Other assets
  
 
166,197
  
6,016
    

  
    
$
3,698,625
  
1,848,422
    

  
LIABILITIES AND STOCKHOLDERS’ EQUITY
           
Current liabilities:
           
Current portion of long-term debt
  
$
108,366
  
236,348
Accounts payable and accrued expenses
  
 
634,207
  
392,560
    

  
Total current liabilities
  
 
742,573
  
628,908
Long-term debt, less current portion
  
 
912,384
  
319,456
Deferred income taxes and other long-term liabilities
  
 
175,326
  
76,589
    

  
Total liabilities
  
 
1,830,283
  
1,024,953
    

  
Total stockholders’ equity
  
 
1,868,342
  
823,469
    

  
    
$
3,698,625
  
1,848,422
    

  
 
SEGMENT INFORMATION
 
    
As of or for the Three Months Ended

    
As of or for the Six Months Ended

 
    
June 29, 2002

      
June 30, 2001

    
June 29, 2002

    
June 30, 2001

 
    
(Amounts in thousands)
 
Net sales:
                                 
Mohawk
  
$
938,446
 
    
864,958
 
  
 
1,776,672
 
  
1,642,297
 
Dal-Tile
  
 
289,301
 
    
—  
 
  
 
317,785
 
  
—  
 
    


    

  


  

Consolidated net sales
  
$
1,227,747
 
    
864,958
 
  
 
2,094,457
 
  
1,642,297
 
    


    

  


  

Operating income:
                                 
Mohawk
  
$
96,263
 
    
85,000
 
  
 
167,529
 
  
139,934
 
Dal-Tile
  
 
44,506
 
    
—  
 
  
 
49,137
 
  
—  
 
Corporate and eliminations
  
 
(1,706
)
    
(1,439
)
  
 
(3,335
)
  
(2,768
)
    


    

  


  

Consolidated operating income
  
$
139,063
 
    
83,561
 
  
 
213,331
 
  
137,166
 
    


    

  


  

Assets:
                                 
Mohawk
                    
$
1,742,288
 
  
1,744,154
 
Dal-Tile
                    
 
1,824,871
 
  
—  
 
Corporate and eliminations
                    
 
131,466
 
  
104,268
 
                      


  

Consolidated assets
                    
$
3,698,625
 
  
1,848,422
 
                      


  

5