UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) (X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended March 31, 1995 or ( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ________________________ to______________________ Commission File Number: 1-655 ------------------------------------------------------ Maytag Corporation - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 42-0401785 - ------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 403 West 4th Street North, Newton, Iowa 50208 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) 515-792-8000 - ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) _______________________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No___ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of March 31, 1995: Common Stock, $1.25 Par Value - 107,559,251 Page 1 of 14 FORM 10-Q MAYTAG CORPORATION Quarter Ended March 31, 1995 I N D E X Page PART I FINANCIAL INFORMATION Item 1. Financial Statements Condensed Statements of Consolidated Income 3 Condensed Statements of Consolidated Financial Condition 4 Condensed Statements of Consolidated Cash Flows 6 Notes to Condensed Consolidated Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 11 Computation of Per Share Earnings 12 Computation of Ratio of Earnings to Fixed Charges 13 Financial Data Schedule 14 2 Part I FINANCIAL INFORMATION Item 1. Financial Statements MAYTAG CORPORATION Condensed Statements of Consolidated Income (Unaudited) (Thousands of dollars except per share data) First Quarter Ended March 31 1995 1994 Net sales $ 820,133 $ 790,565 Cost of sales 598,909 586,075 Gross profit 221,224 204,490 Selling, general and administrative expenses 141,190 134,464 Operating income 80,034 70,026 Interest expense (15,472) (18,400) Other - net 1,323 1,820 Income before income taxes and cumulative effect of accounting change 65,885 53,446 Income taxes 26,354 22,447 Income before cumulative effect of accounting change 39,531 30,999 Cumulative effect of accounting change (3,190) Net income $ 39,531 $ 27,809 Income per average share of Common stock: Income before cumulative effect of accounting change $ 0.37 $ 0.29 Cumulative effect of accounting change (0.03) Net income per Common share $ 0.37 $ 0.26 Dividends per Common share $ .125 $ .125 Average shares outstanding 106,867 106,642 See notes to condensed consolidated financial statements. 3 MAYTAG CORPORATION Condensed Statements of Consolidated Financial Condition March 31 December 31 1995 1994 (Unaudited) (Thousands of dollars) ASSETS Current Assets Cash and cash equivalents $ 18,416 $ 110,403 Accounts receivable 601,627 567,531 Inventories: Finished products 275,084 254,345 Work in process, raw materials and supplies 143,131 132,924 418,215 387,269 Deferred income taxes 45,620 45,589 Other current assets 16,705 19,345 Total current assets 1,100,583 1,130,137 Noncurrent Assets Deferred income taxes 75,694 72,394 Pension investments 114,058 112,522 Intangible pension asset 84,653 84,653 Intangibles 308,019 310,343 Other noncurrent assets 41,258 44,979 623,682 624,891 Property, Plant and Equipment 1,483,827 1,456,755 Less allowance for depreciation 735,464 707,456 Total property, plant and equipment 748,363 749,299 Total Assets $ 2,472,628 $ 2,504,327 See notes to condensed consolidated financial statements. 4 MAYTAG CORPORATION Condensed Statements of Consolidated Financial Condition - Continued March 31 December 31 1995 1994 (Unaudited) (Thousands of dollars) LIABILITIES AND SHAREOWNERS' EQUITY Current Liabilities Notes payable $ 8,171 $ 45,148 Accounts payable 233,554 212,441 Compensation to employees 59,285 61,311 Accrued liabilities 158,487 146,086 Income taxes payable 38,392 26,037 Current maturities of long-term debt 3,655 43,411 Total current liabilities 501,544 534,434 Noncurrent liabilities Deferred income taxes 38,090 38,375 Long-term debt 615,698 663,205 Postretirement benefits other than pensions 417,100 412,832 Pension liability 60,019 59,363 Other noncurrent liabilities 70,416 64,406 Total noncurrent liabilities 1,201,323 1,238,181 Shareowners' Equity Common stock Authorized - 200,000,000 shares (par value $1.25) Issued - 117,150,593 shares, including shares in treasury 146,438 146,438 Additional paid-in capital 475,681 477,153 Retained earnings 446,261 420,174 Cost of Common stock in treasury (1995 - 9,591,342 shares; 1994- 9,813,893 shares) (213,784) (218,745) Employee stock plans (61,832) (60,816) Foreign currency translation (23,003) (32,492) Total shareowners' equity 769,761 731,712 Total Liabilities and Shareowners' Equity $ 2,472,628 $ 2,504,327 See notes to condensed consolidated financial statements. 5 MAYTAG CORPORATION Condensed Statements of Consolidated Cash Flows (Unaudited) Three Months Ended March 31 1995 1994 (Thousands of Dollars) Operating Activities Net income $ 39,531 $ 27,809 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 29,090 29,624 Deferred income taxes (3,645) 9,662 Changes in selected working capital items: Inventories (29,115) (37,408) Receivables (28,910) (62,489) Other current assets 2,750 3,687 Reorganization reserve (213) (12,220) "Free flights" reserve (218) (19,165) Other current liabilities 39,327 32,210 Net change in pension assets and liabilities 2,914 3,966 Postretirement benefits 4,268 7,740 Other - net 10,288 (10,905) Net cash provided by (used in) operating activities 66,067 (27,489) Investing Activities Capital expenditures - net (21,079) (12,988) Net cash used in investing activities (21,079) (12,988) Financing Activities Decrease in long-term debt (87,449) (1,072) (Decrease) increase in notes payable (40,440) 43,789 Stock options exercised and other common stock transactions 2,473 576 Dividends (13,444) (13,373) Net cash (used in) provided by financing activities (138,860) 29,920 Effect of exchange rates on cash 1,885 1,558 Decrease in cash and cash equivalents (91,987) (8,999) Cash and cash equivalents at beginning of year 110,403 31,730 Cash and cash equivalents at end of period $ 18,416 $ 22,731 See notes to condensed consolidated financial statements. 6 MAYTAG CORPORATION Notes to Condensed Consolidated Financial Statements March 31, 1995 (Unaudited) Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 1995 are not necessarily indicative of the results that may be expected for the year ended December 31, 1995. For further information, refer to the consolidated financial statements and footnotes included in the Maytag Corporation annual report on Form 10-K for the year ended December 31, 1994. Certain reclassifications have been made to prior years' financial statements to conform with the 1995 presentation. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. COMPARISON OF 1995 WITH 1994 NET SALES Net sales in the first quarter of 1995 increased 3.7 percent from the first quarter of 1994 as reported, or 7.7 percent excluding sales of Hoover Australia which was sold in the fourth quarter of 1994. The increase in sales was mainly a result of strong North American home appliance and vending equipment sales. North American appliance sales were up 5.2 percent to $666.7 million in 1995, driven primarily by market share gains in virtually all product categories. There is some evidence that the appliance industry in the U.S. may not experience much growth during the remainder of 1995 due to a slowdown in general economic conditions. In addition, industry performance was strong in 1994. Dixie-Narco's sales in the first quarter were up 32.8 percent to $54.7 million in 1995 due to increased demand for its core soft drink vending machines and the sales of its new glass door merchandiser. The significant growth in vending equipment sales experienced in the first quarter is not expected to continue for the remainder of the year. Sales by the Hoover European Appliance Group were up 10.5 percent to $98.7 million in the first quarter of 1995, primarily due to favorable currency translation. GROSS PROFIT Gross profit as a percent of sales increased 1.1 percentage points from the first quarter of 1994 primarily from improvements in both segments. The improvements were primarily due to favorable product mix, volume-related factory efficiencies and cost cutting initiatives. 7 The Company continues to experience cost increases in many commodities, particularly steel, plastics and corrugated materials. A portion of these increases is expected to be offset with internal cost reduction initiatives. Through these initiatives, the overall commodity cost escalation is expected to be contained to the low single-digit percent range. This will cause pressure on operating margins during the remainder of 1995. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES Selling, general and administrative expenses (SG&A) for the first quarter increased to 17.2 percent of sales in 1995 from 17.0 percent in 1994. Included in first quarter SG&A was a $5.5 million bad debt provision for an appliance dealer that went into bankruptcy. Excluding this charge, SG&A expenses would have been up slightly but down as a percent of sales. OPERATING INCOME Consolidated operating income for the first quarter of 1995 totalled $80 million, an increase of 14.3 percent over 1994. Operating income in the North American Appliance Group increased 7.6 percent to $80.3 million in the first quarter of 1995. Vending equipment operating income increased 53.8 percent to $7.4 million. Hoover Europe reported an operating profit of $1.2 million in the first quarter of 1995, compared to an operating loss of $3.7 million in the same period of 1994. The improvement in operating income in all business units was driven by the improvement in gross margin mentioned above. The uncertainties regarding appliance industry growth in the U.S. and material cost increases will make year-over year operating income growth difficult to achieve the remainder of the year. INCOME TAXES The effective tax rate decreased to 40 percent in 1995 from 42 percent in 1994. This was primarily due to improved profitability of Hoover Europe and tax benefits from an increase in export sales from the United States. NET INCOME Net income for the first quarter of 1995 was $39.5 million or $.37 per share, up 42.2 percent over the same period in 1994. Excluding the cumulative effect of adopting Financial Accounting Standards Board No. 112, "Employers' Accounting for Postemployment Benefits" which the Company adopted in the first quarter of 1994, net income was up 27.5 percent from $31.0 million or $.29 per share in 1994. The increase in net income was primarily due to higher operating income, a 15.9 percent reduction in interest expense and the lower effective tax rate mentioned above. LIQUIDITY AND CAPITAL RESOURCES The Company's primary sources of liquidity are cash provided by operating activities and external debt. Detailed information on the Company's cash flows is presented in the Statements of Consolidated Cash Flows. 8 Cash Flow From Operating Activities: Cash flow generated from operating activities consists of net income adjusted for certain non-cash income and expenses and changes in working capital. Non-cash income and expenses include items such as depreciation, amortization and deferred income taxes. Working capital consists primarily of accounts receivable, inventory and other current liabilities. Cash flow from operating activities in the first quarter of 1995 improved significantly over the same period in 1994. This was driven primarily by higher earnings, offset by a lower increase in the selected working capital items mentioned above. Included in the working capital improvement was the sale of $25 million of accounts receivable relating to the operations of Maytag Financial Services which ceased in 1994. In addition, cash outflows for 1994 included $32 million of payments for the 1992 reorganization of the European operations and the 1993 European "free flights" promotional programs. The funding of these events was substantially completed in 1994. Cash Flow From Investing Activities: The Company continually invests in its businesses to improve product design and manufacturing processes and to increase capacity when needed. The higher capital expenditures for the first quarter of 1995 compared to the same period of 1994 are a result of several new capital projects that the Company will be implementing over the next several years. This includes $50 million for a new high efficiency clothes washer, $160 million for a complete redesign of the Company's refrigerator product lines and manufacturing processes and $14 million for a dishwasher plant capacity expansion. The new clothes washer will be designed to comply with anticipated government regulations dealing with energy usage and will use water more efficiently. The refrigeration project will incorporate changes expected to be required by 1998 Department of Energy refrigeration standards and the upcoming ban on chlorofluorocarbons ("CFCs"). Planned capital expenditures for 1995 approximate $175 million and relate to these new projects as well as other ongoing production improvements and product enhancements. Cash Flow From Financing Activities: Dividend payments in the first quarter of 1995 and 1994 amounted to $13.4 million or $.125 per share. The Company used cash flow generated from operations and $82.1 million of proceeds from the sale of its home appliance operations in Australia in 1994 to reduce commercial paper borrowings and long-term debt by $154.1 million in the first quarter of 1995. Included in the debt reduction is $46 million for the retirement of a portion of the Company's outstanding 8.875% notes due in 1997, included in long-term debt at December 31, 1994. The cost of early retirement of the notes was not significant. The Company's ratio of debt to total capitalization decreased from 50.7 percent at December 31, 1994 to 44.9 percent at March 31, 1995. The Company is contingently liable for guarantees of indebtedness owed by a third party ("the borrower") of $24 million relating to the sale of one of its 9 manufacturing facilities in 1992. The borrower is performing under the payment terms of the loan agreement; however, it is currently in default of certain financial covenants. The indebtedness is collateralized by the assets of the borrower. The Company also has other commitments to the borrower totalling $6 million. 10 MAYTAG CORPORATION Exhibits and Reports on Form 8-K March 31, 1995 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits (11) Computation of Per Share Earnings (12) Computation of Ratio of Earnings to Fixed Charges (27) Financial Data Schedule (b) Reports on Form 8-K During the quarter ended March 31, 1995, the Company filed a Form 8-K dated January 11, 1995 relating to the sale of its Hoover operations in Australia and New Zealand. There were no other reports on Form 8-K filed during the quarter ended March 31, 1995. MAYTAG CORPORATION Signatures March 31, 1995 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 thereunto duly authorized. MAYTAG CORPORATION Date May 12, 1995 By John P. Cunningham, Jr. John P. Cunningham, Jr. Executive Vice President and Chief Financial Officer 11 MAYTAG CORPORATION Exhibit 11 Computation of Per Share Earnings (Amounts in thousands except per share data) Three Months Ended March 31 1995 1994 PRIMARY Average shares outstanding 106,706 106,252 Net effect of dilutive stock options-- based on the treasury stock method using average market price 113 303 Employee stock ownership plans 48 87 TOTAL 106,867 106,642 Income before cumulative effect of accounting changes $ 39,531 $ 30,999 Cumulative effect of accounting changes (3,190) Net income $ 39,531 $ 27,809 Per share amounts: Income before cumulative effect of accounting changes $ .37 $ .29 Cumulative effect of accounting changes (.03) Net income $ .37 $ .26 FULLY DILUTED Average shares outstanding 106,706 106,252 Net effect of dilutive stock options-- based on the treasury stock method using average market price 248 352 Employee stock ownership plans 48 87 Assumed conversion of 6.5% convertible debentures 274 411 TOTAL 107,276 107,102 Income before cumulative effect of accounting changes $ 39,531 $ 30,999 Add 6.5% convertible debenture interest net of income tax effect 41 59 Cumulative effect of accounting changes (3,190) Net income $ 39,572 $ 27,868 Per share amounts: Income before cumulative effect of accounting changes $ .37 $ .29 Cumulative effect of accounting changes (.03) Net income $ .37 $ .26 12 MAYTAG CORPORATION Exhibit 12 Computation of Ratio of Earnings to Fixed Charges (Amounts in thousands of dollars except ratios) Three Months Ended Year Ended December 31 3-31-95 1994 1993 1992 1991 1990 Consolidated pre-tax income from continuing operations before cumulative effect of accounting changes $ 65,885 $241,337 $ 89,870 $ 7,546 $123,417 $159,405 Interest expense 15,472 74,077 75,364 75,004 75,159 81,966 Depreciation of capitalized interest 324 1,772 1,546 933 348 57 Interest portion of rental expense 2,470 10,722 10,480 11,264 11,177 9,183 Earnings $ 84,151 $327,908 $177,260 $ 94,747 $210,101 $250,611 Interest expense $ 15,472 $ 74,077 $ 75,364 $ 75,004 $ 75,159 $ 81,966 Interest capitalized 155 547 1,484 3,886 6,329 5,348 Interest portion of rental expense 2,470 10,722 10,480 11,264 11,177 9,183 Fixed Charges $ 18,097 $ 85,346 $ 87,328 $ 90,154 $ 92,665 $ 96,497 Ratio of earnings to fixed charges 4.65 3.84 2.03 1.05 2.27 2.60 13