Form 8-K
 
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 14, 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 October 14, 2002, Mohawk Industries, Inc. (“Mohawk”) issued a press release announcing earnings for the third quarter, and nine-month period ended September 28, 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 October 14, 2002


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.
 
 
 
 
Date:    October 14, 2002


  
Mohawk Industries, Inc.
 
 
By:                 /S/    FRANK H. BOYKIN

Frank H. Boykin
VP & Corporate Controller


INDEX TO EXHIBITS
 
Exhibit

    
    99.1
  
Press  Release dated October 14, 2002

Press Release
 
Exhibit 99.1
 
For Release:
  
Immediately
Contact:
  
John D. Swift, Chief Financial Officer
 
 
MOHAWK INDUSTRIES, INC. ANNOUNCES RECORD
QUARTERLY EARNINGS FOR THIRD QUARTER
 
Calhoun, Georgia, October 14, 2002—Mohawk Industries, Inc. (NYSE:MHK) today announced record quarterly net earnings of $81,560,000 (46% above last year) and diluted earnings per share (EPS) of $1.21 (15% above last year) for the third quarter of 2002. This compares to $55,727,000 in net earnings and $1.05 in EPS for the third quarter of 2001. This improvement was the result of (i) the contribution to earnings, net of the acquisition effects, from the Dal-Tile operations of $0.05 EPS, (ii) increased earnings of $0.09 EPS from Mohawk operations as a result of higher sales and lower costs and (iii) an average reduction of approximately 743,000 shares of stock for the third quarter of 2002 which contributed $0.02 EPS. Net sales for the quarter increased 35% to $1,224,403,000 from $907,850,000 in 2001. This increase was the result of the Dal-Tile merger and internal growth of Mohawk products. Net sales for the third quarter increased 3.8% on a proforma basis. The Mohawk segment net sales of $927,065,000 grew 2% primarily from hard surface products and the Dal-Tile segment net sales of $297,338,000 grew 9% (from $271,589,000) primarily from residential products.
 
Net earnings for the first nine months of 2002 were $200,288,000 (55% above last year), or $3.13 in EPS (28% above last year), compared to $129,399,000 in net earnings, or $2.44 in EPS, for the first nine months of 2001. This improvement in EPS and net earnings is attributable to (i) the Dal-Tile acquisition, (ii) sales growth, (iii) operating earnings growth and (iv) an average reduction of approximately 538,000 shares of stock for the first nine months of 2002. Net sales for the first nine months increased 30% to $3,318,860,000 from $2,550,147,000. The Mohawk segment sales of $2,703,738,000 grew 6% and the Dal-Tile segment proforma sales of $851,166,000 grew 9%. Total company net sales increased 7% on a proforma basis.
 
In commenting on the third quarter results, Jeffrey S. Lorberbaum, President and CEO, stated, “We were able to produce all-time record results this quarter even though economic conditions were slower. We are very pleased with our ability to continue to perform at a high level even in difficult times. The structure of our company allows us to react and respond quickly to economic and market changes.
 
We are very pleased with the performance of Dal-Tile and its contribution to our results since the acquisition was completed. The growth prospects for the Dal-Tile


 
products are very good with the opportunity to increase their distribution through new residential channels. We successfully completed the first phase of the Dal-Tile integration during the third quarter. The company can now ship tile products carried in the Dal-Tile warehouses to customers through the Mohawk distribution channels using the existing Mohawk order entry system. We are on schedule with our long-term plan to leverage our two businesses and provide additional value to our customers.
 
Our strategic move to position our company as a leader in all floorcovering products is progressing as planned with approximately 30% of our total sales in hard surface products. With our strong financial position, we are optimistic about our future when the economy fully recovers.”
 
The debt to capitalization ratio decreased to 33% this quarter with approximately $75,000,000 of debt reduction. This debt reduction was the result of strong earnings and effective working capital management offset by the repurchase of 1,128,300 shares of stock. The company has reduced debt by approximately $206,000,000 since the acquisition of Dal-Tile. The company plans to continue with its stock repurchases. The Company has approximately 4,879,000 shares open to repurchase from its original authorization. The effective income tax rate was reduced when compared to the first half of 2002 due to tax credits realized in the third quarter of $2,500,000 with a comparable amount expected in the fourth quarter.
 
The total company third quarter and year-to-date gross profit percentage to net sales increased from 24.2% in 2001 to 27.8% in 2002 and from 24.0% in 2001 to 27.0% in 2002, respectively, due to Dal-Tile’s higher gross profit levels. The gross profit percentage for the Mohawk segment increased due to better cost control. The gross profit percentage for the Dal-Tile segment was also slightly up from last year due to improved manufacturing efficiencies. The total company SG&A percentage to net sales for the third quarter and nine months increased from 14.0% in 2001 to 16.2% in 2002 and from 15.0% in 2001 to 16.2% in 2002, respectively, due to Dal-Tile’s higher SG&A levels. When the Mohawk and Dal-Tile segments are compared to the nine month amounts for 2001 separately, both segments achieved a reduction in the SG&A percentage. Operating income as a percentage for the third quarter and nine months increased from 10.2% in 2001 to 11.7% in 2002 and from 9.0% in 2001 to 10.7% in 2002, respectively, primarily due to the Dal-Tile acquisition.
 
There continues to be much uncertainty in the economy which makes forecasting future periods very difficult. Based on the present economic conditions, we anticipate that the fourth quarter earnings will be 5% to 10% above 2001.
 
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,” “Karastan,” “Aladdin,” “Bigelow,” “Custom Weave,” “Durkan,” “Galaxy,” “Helios,” “Horizon,” “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 manufactures 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, October 15, 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 Tuesday, October 22, 2002 by dialing 1-800-642-1687
for US/local calls and (706) 634-2294 for international calls and entering
Conference ID # 5876683.


 
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)
2nd QUARTER 2003
 
JULY 16, 2003
 
JULY 17, 2003
 
11:00 AM (800-603-9255)
3rd QUARTER 2003
 
OCTOBER 16, 2003
 
OCTOBER 17, 2003
 
11:00 AM (800-603-9255)


 
MOHAWK INDUSTRIES, INC. AND SUBSIDIARIES
      
Three Months Ended

         
Nine months ended

 
Consolidated Statement of Earnings Data
(Amounts in thousands, except per share data)
    
September 28, 2002

      
September 29, 2001

         
September 28, 2002

    
September 29, 2001

 
Net sales
    
$
1,224,403
 
    
907,850
 
       
 
3,318,860
 
  
2,550,147
 
Cost of sales
    
 
883,746
 
    
688,426
 
       
 
2,424,422
 
  
1,937,247
 





   



Gross profit
    
 
340,657
 
    
219,424
 
       
 
894,438
 
  
612,900
 
Selling, general and administrative expenses
    
 
197,779
 
    
127,016
 
       
 
538,229
 
  
383,326
 





   



Operating income
    
 
142,878
 
    
92,408
 
       
 
356,209
 
  
229,574
 
Interest expense
    
 
16,426
 
    
6,869
 
       
 
42,377
 
  
24,053
 
Other (income) expense, net
    
 
888
 
    
1,051
 
       
 
(109
)
  
4,094
 





   



Earnings before income taxes
    
 
125,564
 
    
84,488
 
       
 
313,941
 
  
201,427
 
Income taxes
    
 
44,004
 
    
28,761
 
       
 
113,653
 
  
72,028
 





   



Net earnings
    
$
81,560
 
    
55,727
 
       
 
200,288
 
  
129,399
 





   



Basic earnings per share
    
$
1.22
 
    
1.06
 
       
 
3.19
 
  
2.47
 





   



Weighted-average common shares outstanding
    
 
66,824
 
    
52,412
 
       
 
62,855
 
  
52,347
 





   



Diluted earnings per share
    
$
1.21
 
    
1.05
 
       
 
3.13
 
  
2.44
 





   



Weighted-average common and dilutive potential common shares outstanding
    
 
67,683
 
    
53,211
 
       
 
64,086
 
  
53,021
 





   



Other Financial Information
(Amounts in thousands)
                                        
Depreciation & amortization
    
$
25,024
 
    
20,677
 
       
 
75,500
 
  
62,696
 





   



Capital expenditures
    
$
26,831
 
    
14,306
 
       
 
74,072
 
  
40,953
 





   



Consolidated Balance Sheet Data
(Amounts in thousands)
                           
 

September 28, 2002

 

  
September 29, 2001

 

ASSETS
                                        
Current assets:
                                        
Receivables
                           
$
569,567
 
  
432,651
 
Inventories
                           
 
742,647
 
  
576,218
 
Prepaid expenses
                           
 
22,732
 
  
13,337
 
Deferred income taxes
                           
 
83,056
 
  
66,474
 











Total current assets
                           
 
1,418,002
 
  
1,088,680
 
Property, plant and equipment, net
                           
 
843,782
 
  
630,049
 
Goodwill
                           
 
1,277,453
 
  
109,969
 
Other assets
                           
 
165,916
 
  
5,831
 











                             
$
3,705,153
 
  
1,834,529
 











LIABILITIES AND STOCKHOLDERS' EQUITY
                                        
Current liabilities:
                                        
Current portion of long-term debt
                           
$
42,366
 
  
238,215
 
Accounts payable and accrued expenses
                           
 
681,299
 
  
412,075
 











Total current liabilities
                           
 
723,665
 
  
650,290
 
Long-term debt, less current portion
                           
 
903,104
 
  
219,571
 
Deferred income taxes and other long-term liabilities
                           
 
180,890
 
  
80,614
 











Total liabilities
                           
 
1,807,659
 
  
950,475
 











Total stockholders' equity
                           
 
1,897,494
 
  
884,054
 











                             
$
3,705,153
 
  
1,834,529
 











      
As of or for the Three Months Ended

         
As of or for the Nine Months Ended

 
Segment Information
(Amounts in thousands)
    
September 28, 2002

      
September 29, 2001

         
September 28, 2002

    
September 29, 2001

 
Net sales:
                                        
Mohawk
    
$
927,065
 
    
907,850
 
       
 
2,703,738
 
  
2,550,147
 
Dal-Tile
    
 
297,338
 
    
—  
 
       
 
615,122
 
  
—  
 











Consolidated net sales
    
$
1,224,403
 
    
907,850
 
       
 
3,318,860
 
  
2,550,147
 











Operating income:
                                        
Mohawk
    
$
96,890
 
    
92,838
 
       
 
264,419
 
  
232,722
 
Dal-Tile
    
 
47,791
 
    
—  
 
       
 
96,928
 
  
—  
 
Corporate and eliminations
    
 
(1,803
)
    
(430
)
       
 
(5,138
)
  
(3,148
)











Consolidated operating income
    
$
142,878
 
    
92,408
 
       
 
356,209
 
  
229,574
 











Assets:
                                        
Mohawk
                           
$
1,733,632
 
  
1,729,819
 
Dal-Tile
                           
 
1,839,261
 
  
—  
 
Corporate and eliminations
                           
 
132,260
 
  
104,710
 











Consolidated assets
                           
$
3,705,153
 
  
1,834,529
 











5