
|
ACCUMULATED OTHER COMPREHENSIVE LOSS:
The following reflects the balances and activity, net of income taxes, for the components of accumulated other comprehensive loss for the periods:
 |
|
|
|
Accumulated |
 |
|
Foreign |
Unrealized |
Other |
 |
|
Currency |
Gains (Losses) |
Comprehensive |
 |
(AMOUNTS IN THOUSANDS) |
Items |
on Securities |
Loss |
 |
 |
 |
BALANCE APRIL 29, 2001 |
$ |
(3,250 |
) |
$ |
108 |
|
$ |
(3,142 |
) |
 |
 |
 |
Foreign currency translation adjustment |
|
(983 |
) |
|
|
|
|
(983 |
) |
 |
Unrealized holding gains |
|
|
|
|
75 |
|
|
75 |
|
 |
Reclassification adjustment for gains |
 |
included in net income, net of |
 |
income taxes of $82 |
|
|
|
|
(143 |
) |
|
(143 |
) |
 |
 |
 |
Net |
|
(983 |
) |
|
(68 |
) |
|
(1,051 |
) |
 |
 |
 |
BALANCE APRIL 28, 2002 |
|
(4,233 |
) |
|
40 |
|
|
(4,193 |
) |
 |
 |
 |
Foreign currency translation adjustment |
|
2,164 |
|
|
|
|
|
2,164 |
|
 |
Unrealized holding losses |
|
|
|
|
(1 |
) |
|
(1 |
) |
 |
Reclassification adjustment for gains |
 |
included in net income, net of |
 |
income taxes of $20 |
|
|
|
|
(36 |
) |
|
(36 |
) |
 |
 |
 |
Net |
|
2,164 |
|
|
(37 |
) |
|
2,127 |
|
 |
 |
 |
BALANCE APRIL 27, 2003 |
|
(2,069 |
) |
|
3 |
|
|
(2,066 |
) |
 |
 |
 |
Foreign currency translation adjustment |
|
1,460 |
|
|
|
|
|
1,460 |
|
 |
Unrealized holding gains |
|
|
|
|
64 |
|
|
64 |
|
 |
Reclassification adjustment for gains |
 |
included in net income, net of |
 |
income taxes of $13 |
|
|
|
|
(21 |
) |
|
(21 |
) |
 |
 |
 |
Net |
|
1,460 |
|
|
43 |
|
|
1,503 |
|
 |
 |
 |
 |
 |
 |
 |
BALANCE APRIL 25, 2004 |
$ |
(609 |
) |
$ |
46 |
|
$ |
(563 |
) |
 |
 |
 |
 |
 |
 |
 |
SUPPLEMENTARY CASH FLOW DISCLOSURES:
Supplemental cash flow disclosures for each of the three fiscal years in the period ended April 25, 2004, are as follows:
|
|  |
 |
 |
 |
 |
(AMOUNTS IN THOUSANDS) |
|
2004 |
|
|
2003 |
|
|
2002 |
|
 |
 |
 |
 |
 |
Interest paid |
$ |
27,827 |
|
$ |
21,560 |
|
$ |
23,969 |
|
 |
Income taxes paid |
$ |
5,738 |
|
$ |
3,439 |
|
$ |
2,577 |
|
 |
|
 |
 |
 |
-- (3) INDUSTRY SEGMENT INFORMATION --
The Company conducts operations principally in two industries, recreational vehicles and manufactured housing. The Company is organized into five segments: the RV Group, the Housing Group, the Supply Group, Financial Services and Corporate.
The RV Group, which consists of the motor home, travel trailer and folding trailer divisions, is a manufacturer and wholesaler of recreational vehicles, primarily selling products to a network of independent dealers. The Housing Group consists of the wholesale and retail divisions. The wholesale division is a manufacturer and wholesaler of manufactured homes, selling products to a combination of independent dealers and Company-owned stores of the retail division. Intercompany sales and profits have been eliminated from the reported segment information. The Financial Services segment complements the vertically integrated Housing Group model by offering finance and insurance products to our retail customers and certain exclusive independent dealers. Additionally, the
Supply Group operations provide fiberglass, parts, lumber and other wood components to our primary businesses while also generating outside sales. The operations of the Companys wholly owned insurance subsidiary have been included in the Corporate segment because the impact on consolidated operating income is not material.
Operating profit is total revenue less cost of sales, operating expenses, financial services expenses and other, net. Other, net includes gain (loss) on sale of fixed assets, asset impairment and restructuring charges. The adjustments and eliminations include intercompany revenues of the Supply Group and revenues of the wholly owned insurance subsidiary included in Corporate. None of the following items have been included in the computation of operating profit for the individual operating segments: certain corporate expenses, non-operating income and expenses, and income taxes. Goodwill for the acquisition of the folding trailer division was included in total assets of the RV Group. Identifiable assets are those assets used in the operation of each industry segment. Corporate assets primarily consist of cash, investments, deferred tax benefits, cash value of Company-owned life insurance, other assets and idle facilities. Information with respect to industry segments as of April 25, 2004; April 27, 2003; and April 28, 2002, and for each of the years then ended is set forth as follows:
 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
Adjustments |
|
|
|
 |
|
RV |
Housing |
Supply |
Financial |
and |
and |
 |
(AMOUNTS IN THOUSANDS) |
Group |
Group |
Group |
Services |
Other |
Eliminations |
Total |
 |
 |
 |
 |
 |
 |
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
Operating revenues |
$ |
1,779,233 |
|
$ |
782,758 |
|
$ |
209,908 |
|
$ |
4,877 |
|
$ |
5,402 |
|
$ |
(174,190 |
) |
$ |
2,607,988 |
|
 |
 |
 |
 |
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
(loss) before |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
other, net |
$ |
57,482 |
|
$ |
(29,107 |
) |
$ |
2,405 |
|
$ |
(1,627 |
) |
$ |
7,570 |
|
$ |
|
|
$ |
36,723 |
|
 |
Other, net |
|
(664 |
) |
|
(266 |
) |
|
(3,660 |
) |
|
|
|
|
(17 |
) |
|
|
|
|
(4,607 |
) |
 |
 |
 |
 |
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
(loss) |
$ |
58,146 |
|
$ |
(28,841 |
) |
$ |
6,065 |
|
$ |
(1,627 |
) |
$ |
7,587 |
|
$ |
|
|
$ |
41,330 |
|
 |
 |
 |
 |
Identifiable assets |
$ |
406,568 |
|
$ |
421,777 |
|
$ |
39,435 |
|
$ |
52,213 |
|
$ |
155,716 |
|
$ |
|
|
$ |
1,075,709 |
|
 |
Depreciation |
|
6,521 |
|
|
12,133 |
|
|
1,595 |
|
|
44 |
|
|
3,481 |
|
|
|
|
|
23,774 |
|
 |
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
5,617 |
|
|
|
|
|
5,617 |
|
 |
Capital expenditures |
|
17,983 |
|
|
2,604 |
|
|
695 |
|
|
168 |
|
|
6,277 |
|
|
|
|
|
27,727 |
|
 |
 |
 |
 |
2003 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
Operating revenues |
$ |
1,482,595 |
|
$ |
796,260 |
|
$ |
173,915 |
|
$ |
2,260 |
|
$ |
5,218 |
|
$ |
(141,955 |
) |
$ |
2,318,293 |
|
 |
 |
 |
 |
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
(loss) before |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
other, net |
$ |
32,542 |
|
$ |
(53,131 |
) |
$ |
2,103 |
|
$ |
(2,089 |
) |
$ |
(7,631 |
) |
$ |
|
|
$ |
(28,206 |
) |
 |
Other, net |
|
(2,813 |
) |
|
4,467 |
|
|
24 |
|
|
|
|
|
(3,453 |
) |
|
|
|
|
(1,775 |
) |
 |
 |
 |
 |
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
(loss) |
$ |
35,355 |
|
$ |
(57,598 |
) |
$ |
2,079 |
|
$ |
(2,089 |
) |
$ |
(4,178 |
) |
$ |
|
|
$ |
(26,431 |
) |
 |
 |
 |
 |
Identifiable assets |
$ |
352,009 |
|
$ |
405,519 |
|
$ |
37,868 |
|
$ |
20,452 |
|
$ |
138,246 |
|
$ |
|
|
$ |
954,094 |
|
 |
Depreciation |
|
7,510 |
|
|
14,108 |
|
|
1,652 |
|
|
12 |
|
|
3,223 |
|
|
|
|
|
26,505 |
|
 |
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,793 |
|
|
|
|
|
4,793 |
|
 |
Capital expenditures |
|
7,602 |
|
|
3,348 |
|
|
1,104 |
|
|
90 |
|
|
7,713 |
|
|
|
|
|
19,857 |
|
 |
2002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
Operating revenues |
$ |
1,212,904 |
|
$ |
1,033,109 |
|
$ |
168,722 |
|
$ |
402 |
|
$ |
3,417 |
|
$ |
(138,107 |
) |
$ |
2,280,447 |
|
 |
 |
 |
 |
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
(loss) before |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
other, net |
$ |
(34,819 |
) |
$ |
(21,967 |
) |
$ |
8,895 |
|
$ |
(1 |
) |
$ |
(22,746 |
) |
$ |
|
|
$ |
(70,638 |
) |
 |
Other, net |
|
2,018 |
|
|
16,380 |
|
|
27 |
|
|
|
|
|
1,340 |
|
|
|
|
|
19,765 |
|
 |
 |
 |
 |
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
(loss) |
$ |
(36,837 |
) |
$ |
(38,347 |
) |
$ |
8,868 |
|
$ |
(1 |
) |
$ |
(24,086 |
) |
$ |
|
|
|
(90,403 |
) |
 |
 |
 |
 |
Identifiable assets |
$ |
329,407 |
|
$ |
431,152 |
|
$ |
32,993 |
|
$ |
4,412 |
|
$ |
217,736 |
|
$ |
|
|
$ |
1,015,700 |
|
 |
Depreciation |
|
7,402 |
|
|
17,111 |
|
|
1,793 |
|
|
|
|
|
3,455 |
|
|
|
|
|
29,761 |
|
 |
Amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
3,812 |
|
|
|
|
|
3,812 |
|
 |
Capital expenditures |
|
6,518 |
|
|
6,318 |
|
|
425 |
|
|
|
|
|
7,212 |
|
|
|
|
|
20,473 |
|
-- (4) OTHER, NET --
Other, net includes gains on sale of fixed assets, write-down of impaired assets, and restructuring and other for fiscal years 2004, 2003 and 2002 as follows:
|
 |
 |
 |
| (AMOUNTS IN THOUSANDS) |
|
2004 |
|
|
2003 |
|
|
2002 |
|
 |
 |
 |
| Gains on sale of fixed assets, net |
$ |
(4,607 |
) |
$ |
(5,777 |
) |
$ |
(140 |
) |
| Write-down of impaired assets |
|
|
|
|
1,242 |
|
|
12,505 |
|
| Restructuring and other |
|
|
|
|
2,760 |
|
|
7,400 |
|
 |
| |
$ |
(4,607 |
) |
$ |
(1,775 |
) |
$ |
19,765 |
|
 |
|
 |
 |
 |
GAINS ON SALE OF FIXED ASSETS, NET:
During fiscal 2004, three facilities, including two that were idle, with a carrying value of $2.0 million were sold, generating most of the gain on sale for the year of $4.6 million.
During fiscal 2003, three facilities, including two that were idle, with a carrying value of $2.6 million were sold, resulting in a gain of $2.6 million. Also sold during 2003 were three parcels of land with an aggregate carrying value of $900,000, resulting in a gain of $4.4 million. Other miscellaneous disposals accounted for the remaining net loss on sale of $1.2 million.
WRITE-DOWN OF IMPAIRED ASSETS:
In prior years, the Company determined that the net book value of certain closed manufacturing facilities and retail locations exceeded net realizable value. The write-down of assets generally related to retail housing operations resulting from the decision to close certain retail sales centers and to transfer the management responsibility of others to an unrelated third party. Net realizable values were determined based on estimated recoverability upon sale, where appropriate, or other estimates of fair value such as discounting estimated future cash flows. The Company recorded a pre-tax charge for asset impairment of $1.2 million and $12.5 million during fiscal years 2003 and 2002, respectively.
RESTRUCTURING AND OTHER CHARGES:
During fiscal 2003, the Company recorded pre-tax restructuring charges of $2.8 million, of which $2.6 million related to a reduction of the workforce in the wholesale division, and $170,000 related to future lease obligations of closed retail division locations. The Company eliminated 51 management and administrative positions and 611 production assembly workers in the Housing Group.
During fiscal 2002, the Company recorded pre-tax restructuring charges of $7.4 million, of which $1.0 million related to the reduction of the workforce in the RV Group. The balance of the restructuring charges included $4.2 million for future lease obligations of closed retail division locations and $2.2 million for other related shutdown costs related to the closed retail sales locations. The Company eliminated 10 management and administrative positions during fiscal 2002 in the RV Group as well as 80 product development and production assembly workers.
Following are tables summarizing the balance of the reserves related to these charges:
| |
|
Additions |
| |
Balance at |
charged to |
|
Balance at |
| FISCAL YEAR ENDED 2004 |
April 27, |
costs and |
Payment or |
April 25, |
| (AMOUNTS IN THOUSANDS) |
2003 |
expenses |
utilization |
2004 |
 |
| Severance costs |
$ |
604 |
|
$ |
|
|
$ |
(604 |
) |
$ |
|
|
| Future lease obligations of closed stores |
|
1,575 |
|
|
|
|
|
(361 |
) |
|
1,214 |
|
 |
| |
$ |
2,179 |
|
$ |
|
|
$ |
(965 |
) |
$ |
1,214 |
|
 |
| |
|
Additions |
| |
Balance at |
charged to |
|
Balance at |
| FISCAL YEAR ENDED 2003 |
April 28, |
costs and |
Payment or |
April 27, |
| (AMOUNTS IN THOUSANDS) |
2002 |
expenses |
utilization |
2003 |
 |
| Severance costs |
$ |
604 |
|
$ |
2,590 |
|
$ |
(2,590 |
) |
$ |
604 |
|
| Future lease obligations of closed stores |
|
4,200 |
|
|
170 |
|
|
(2,795 |
) |
|
1,575 |
|
 |
| |
$ |
4,804 |
|
$ |
2,760 |
|
$ |
(5,385 |
) |
$ |
2,179 |
|
 |
| |
|
Additions |
| |
Balance at |
charged to |
|
Balance at |
| FISCAL YEAR ENDED 2002 |
April 29, |
costs and |
Payment or |
April 28, |
| (AMOUNTS IN THOUSANDS) |
2001 |
expenses |
utilization |
2002 |
 |
| Severance costs |
$ |
904 |
|
$ |
1,000 |
|
$ |
(1,300 |
) |
$ |
604 |
|
| Future lease obligations of closed stores |
|
|
|
|
4,200 |
|
|
|
|
|
4,200 |
|
| Miscellaneous shutdown costs |
|
1,276 |
|
|
2,200 |
|
|
(3,476 |
) |
|
|
|
 |
| |
$ |
2,180 |
|
$ |
7,400 |
|
$ |
(4,776 |
) |
$ |
4,804 |
|
 |
|
--(5) MARKETABLE INVESTMENTS --
The Company has a cash management program that provides for the investment of excess cash balances primarily in short-term money market and debt instruments. Investments consist of non-equity type investments stated at market value.
The following is a summary of investment securities:
|
| |
|
Gross |
Gross |
Estimated |
| |
Amortized |
Unrealized |
Unrealized |
Fair |
| (AMOUNTS IN THOUSANDS) |
Cost |
Gains |
Losses |
Value |
 |
| APRIL 25, 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
| Available-for-Sale Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
| U.S. corporate debt securities |
$ |
3,731 |
|
$ |
44 |
|
$ |
|
|
$ |
3,775 |
|
| Foreign corporate debt securities |
|
13,446 |
|
|
36 |
|
|
4 |
|
|
13,478 |
|
| Institutional money market funds |
|
81,475 |
|
|
|
|
|
|
|
|
81,475 |
|
| Bankers acceptances |
|
11,004 |
|
|
|
|
|
|
|
|
11,004 |
|
 |
| |
$ |
109,656 |
|
$ |
80 |
|
$ |
4 |
|
$ |
109,732 |
|
 |
| APRIL 27, 2003 |
|
|
|
|
|
|
|
|
|
|
|
|
| Available-for-Sale Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
| U.S. corporate debt securities |
$ |
2,643 |
|
$ |
19 |
|
$ |
|
|
$ |
2,662 |
|
| Foreign corporate debt securities |
|
11,883 |
|
|
12 |
|
|
28 |
|
|
11,867 |
|
| Institutional money market funds |
|
23,043 |
|
|
|
|
|
|
|
|
23,043 |
|
| Bankers acceptances |
|
689 |
|
|
|
|
|
|
|
|
689 |
|
 |
| |
$ |
38,258 |
|
$ |
31 |
|
$ |
28 |
|
$ |
38,261 |
|
 |
By contractual maturity, all marketable investments at April 25, 2004, are due in one year or less.
|

|