ITEM 1. BUSINESS
General
The Company, organized in 1969, is a leading manufacturer, distributor and international marketer of elevating work platforms. The Company also produces truck-mounted materials-handling equipment. The Company's products are used for high-reach applications, primarily in the construction, industrial, petrochemical, commercial and sports and entertainment industries.
Products
Elevating Work Platforms. Elevating work platforms are designed to permit workers to position themselves and their tools and materials easily and quickly in elevated work areas that otherwise might have to be reached by the erection of scaffolding, by the use of ladders, or through some other device. Elevating work platforms consist of self-propelled boom-type and scissor-type lifts and push-around lifts. These work platforms are mounted either at the end of a telescoping and/or articulating boom or on top of a scissor-type lifting mechanism, which in turn are mounted on mobile, four-wheel chassis. The Company offers elevating work platforms powered by electric motors or gasoline, diesel, or propane engines. All of the Company's elevating work platforms are designed for stable operation in elevated positions and self-propelled models travel on grades of up to twenty-four degrees.
Boom-type self-propelled elevating work platforms are especially useful for reaching over machinery and equipment that is mounted on floors and for reaching other elevated positions not easily approached by a vertical lifting device. The Company produces boom-type self-propelled elevating work platform models of various sizes with platform heights ranging up to 150 feet. The boom may be rotated up to 360 degrees in either direction, raised or lowered from vertical to below horizontal, and extended while the work platform remains horizontal and stable. Vehicles on which the booms are mounted may be maneuvered forward or backward and steered in any direction by the operator from the work platform. Boom-type models have standard-sized work platforms, which vary in size up to 3 by 8 feet, and the rated lift capacities range from 500 to 2,000 pounds. The distributor net price of the Company's standard models at July 31, 1995 ranged from approximately $18,200 to $325,000.
Scissor-type self-propelled elevating work platforms are designed to provide larger work areas, and generally to allow for heavier loads than boom-type lifts. Scissor-type lift vehicles may be maneuvered in a manner similar to boom-type models, but the platforms may be extended only vertically, except for an available option that extends the deck horizontally up to 6 feet. The scissor-type models have maximum elevation capabilities of up to 50 feet and various platform sizes up to 6 by 14 feet. The rated lift capacities range from 500 to 2,500 pounds. The distributor net price of the Company's standard models at July 31, 1995 ranged from approximately $9,000 to $47,400.
In 1992, the Company began manufacturing a line of push-around elevating work platforms used primarily in indoor maintenance applications. This line consists of a work platform attached to an aluminum mast that extends vertically, which in turn is mounted on a steel base. Available in various one and two-man models, these machines can be rolled in their retracted position through standard door openings and can be loaded by one person onto the bed of a pick-up truck. They have maximum elevation capabilities of up to 36 feet and rated lift capacities from 300 to 750 pounds. The distributor net price of the Company's standard models at July 31, 1995 ranged from approximately $3,600 to $8,600.
Materials-Handling Products. The Company's materials-handling products consist of boom truck cranes and trolley-type and articulating unloaders. The cranes and unloaders are mounted on various commercial truck chassis or trailers and are used primarily in construction and maintenance applications. Lifting capacities of the various models range up to 28 tons, and with the main boom and jib fully extended, tip heights range up to 170 feet. The distributor net price of the Company's standard models at July 31, 1995, excluding the vehicle on which they are mounted, ranged from approximately $18,200 to $88,100.
The Company has fourteen registered trademarks and thirty-seven patents and considers them to be beneficial in its business.
Marketing
The Company's products are marketed internationally primarily through a network of independent distributors. The Company's distributors, operating from nearly four hundred locations, sell and rent the Company's products and provide service support. The Company also sells directly through its own marketing organizations to certain major accounts as well as to customers in parts of the world where independent distribution is either not available or not commercially feasible.
The Company supports the sales, service, and rental programs of its distributors with product advertising, cooperative promotional programs, major trade show participation, and distributor personnel training in both service and product attributes. The Company supplements domestic sales and service support to its international customers through its overseas facilities in the United Kingdom and Australia.
The Company maintains a national rental fleet of elevating work platforms. The purpose of this fleet is to assist the Company's distributors in servicing large, one-time projects and in meeting periods of unanticipated rental demand, and to make available more equipment to distributors with growing markets, but limited financial resources.
Product Development
The Company invests significantly in product development and diversification, including improvement of existing products and modification of existing products for special applications. Product development expenditures totaled $5,542,000, $4,373,000, and $3,385,000 for the fiscal years 1995, 1994 and 1993, respectively. New products introduced in the past two years accounted for approximately 24% percent of fiscal 1995 machine sales.
Competition
In selling its major products, the Company experiences two types of competition. The Company competes with more traditional means of accomplishing the tasks performed by elevating work platforms, such as ladders, scaffolding and other devices.
The Company believes that its elevating work platforms in many applications are safer, more versatile and more efficient, taking into account labor costs, than those traditional methods and that its elevating work platforms enjoy competitive advantages when the job calls for frequent movement from one location to another at the same site or when there is a need to return to the ground frequently for tools and materials.
The Company competes principally with nine elevating work platform manufacturers and three boom truck manufacturers and many manufacturers of unloader products. Some of the Company's competitors are parts of, or are affiliated with, companies which are larger and have greater financial resources than the Company. The Company believes that its product quality, customer service, experienced distribution network, national rental fleet and reputation for leadership in product improvement and development provide the Company with significant competitive advantages.
Executive Officers of the Registrant
Positions with the Company Name Age (date of initial election)	 		 L. David Black 58 Chairman of the Board, President and Chief Executive Officer (1993); President and Chief Executive Officer (1991); prior to 1991, President and Chief Operating Officer (1990).
Charles H. Diller, Jr. 50 Executive Vice President and Chief Financial Officer (1990).
Michael Swartz 50 Senior Vice President - Marketing (1990).
Rao G. Bollimpalli 57 Senior Vice President - Engineering (1990).
Raymond F. Treml 55 Senior Vice President - Manufacturing (1990).
All executive officers listed above are elected to hold office for one year or until their successors are elected and qualified, and have been employed in the capacities noted for more than five years, except as indicated. No family relationship exists among the above named executive officers.
Product Liability
Because the Company's products are used to elevate and move personnel and materials above the ground, use of the Company's products involves exposure to personal injury as well as property damage, particularly if operated carelessly or without proper maintenance.
The Company is a party to personal injury and property damage litigation arising out of incidents involving the use of its products. The Company's program for fiscal 1995 to insure against exposure to such litigation is comprised of a self-insurance retention of $5 million and catastrophic coverage of $10 million in excess of the retention. The Company has accrued as a reserve $8.4 million with respect to pending and potential claims for all years in which the Company is liable under its self-insurance retention. The number of product liability claims filed each year fluctuates significantly. The number of potential claims has been affected by the substantial growth in sales over the past two years which has dramatically increased machine population and number of users. This has exerted upward pressure on the number of claims, which the Company has countered through product design safety innovations. Product liability costs, based upon the Company's best estimate of anticipated losses, for years ended July 31, 1995, 1994 and 1993, approximated 1.4%, 2.6% and 2.8% of net sales, respectively.
For additional information relative to product liability insurance coverage and cost, see Item 3 Legal Proceedings.
Employees
The Company had 2,222 and 1,620 persons in its employ as of July 31, 1995 and 1994, respectively. The Company believes its employee relations are good, and it has experienced no work stoppages as a result of labor problems.
Foreign Operations
The Company manufactures its products in the U.S. for sales throughout the world. Sales to customers outside the U.S. were 18%, 16% and 26% of net sales for 1995, 1994 and 1993, respectively. Export sales were up substantially in dollar terms, but the percentage gain was only modest due to the continued strong growth of our domestic sales.
ITEM 2.
ITEM 2. PROPERTIES
The Company has manufacturing plants and office space at five sites in Pennsylvania totaling 546,000 square feet and situated on 87 acres of land. Of this, 496,000 square feet are owned, with the remainder under long-term lease. The Company has several international sales offices under short-term operating leases.
The Company's McConnellsburg and Bedford, Pennsylvania facilities totalling $7.2 million in assets have been encumbered as security for Company long-term loans borrowings aggregating $2.2 million.
The Company's properties used in its operations are considered to be in good operating condition, well-maintained and suitable for their present purposes.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
The Company is a party to personal injury and property damage litigation arising out of incidents involving the use of its products. The Company's program for fiscal 1995 to insure against exposure to such litigation is comprised of a self-insurance retention of $5 million and catastrophic coverage of $10 million in excess of the retention. The Company contracts with an independent insurance firm to provide claims handling and adjustment services. The Company's estimates with respect to claims are based on internal evaluations of the merits of individual claims and the reserves assigned by the Company's independent insurance carrier. The methods of making such estimates and establishing the resulting accrued liability are reviewed continually, and any adjustments resulting therefrom are reflected in current earnings. Claims are paid over varying periods, which generally do not exceed five years. Accrued liabilities for future claims are not discounted.
With respect to all claims of which the Company is aware, accrued liabilities of $8.4 million and $8.0 million were established at July 31, 1995 and 1994, respectively. While the Company's ultimate liability may exceed or be less than the amounts accrued, the Company believes that it is unlikely that it would experience losses that are materially in excess of such reserve amounts. As of July 31, 1995 and 1994, there were no insurance recoverables or offset implications and there were no claims by the Company being contested by insurers.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
PART II
ITEM 5.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SHAREHOLDER MATTERS
The Company's capital stock is traded on the NASDAQ National Market under the symbol JLGI. The table below sets forth the market prices and average shares traded daily for the past two fiscal years: Average Shares Price per Share Traded Daily Quarter 1995 1994 1995 1994 Ended High Low High Low October 31 $10 7/16 $8 1/2 $4 3/4 $3 13/16 54,763 31,673 January 31 $10 7/16 $8 1/2 $7 $4 5/16 82,921 94,296 April 30 $10 3/4 $8 1/2 $8 3/16 $6 1/16 90,100 81,692 July 31 $18 1/8 $9 5/8 $9 1/8 $6 1/8 107,248 115,743
The Company's quarterly cash dividend rate is currently $.01 per share, or $.04 on an annual basis. The Board of Directors reinstated payment of the quarterly cash dividend in fiscal 1994, after it was suspended in November, 1991 due to the economic recession and its impact on the Company's results. The Board continually reviews the its dividend policy, but believes, at this time, that it is in the best interests of the Company to continue to reinvest the majority of its earnings into the growth of the business.
As of July 31, 1995, there were approximately 2,300 record holders of the Company's shares, including 1,300 employee holders. Record holders exclude participants in security position listings and other indirect shareholders.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
This summary should be read in conjunction with Management's Discussion and Analysis. All share and per share data have been adjusted for the two-for-one stock splits distributed in April and October, 1995.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The Company is a leading manufacturer, distributor and international and marketer of mobile elevating work platforms and truck-mounted material handling equipment used primarily in construction and industrial applications. Sales are made principally to independent equipment distributors that lease the Company's products and provide service support to equipment users. Equipment purchases by end-users, either directly from the Company or through distributors, comprise a significant, but smaller portion of sales.
Demand for the Company's products tends to be cyclical, responding historically to varying levels of construction and industrial activity, principally in the United States and, to a lesser extent, in other industrialized nations. During recessionary conditions, demand for equipment held for rental typically declines more sharply than demand for equipment purchased by end-users. Other factors affecting demand include the availability and cost of financing for equipment purchases and the market availability of used equipment.
Due to the cyclical demand, the Company's financial performance and cash flows tend to fluctuate. However, the Company continually strives to reduce operating costs and increase manufacturing efficiencies. The Company also considers the development and introduction of new and improved products and expansion into underserved geographic markets to be important factors in maintaining and strengthening its market position and reducing cyclical fluctuations in financial performance and cash flows.
Results of Operations
Net sales reached a new high in 1995, rising by 53% over 1994 and by 43% from 1993 to 1994. The growth in revenues for both years included increased demand across virtually all product classes. Continued strong North American demand for both 1995 and 1994, combined with improvement in the European market in 1995, generated the record sales. Foreign sales as a percent of total sales were 18%, 16% and 26% in 1995, 1994 and 1993, respectively. New products introduced over a two-year period contributed over 24% and 25% to sales in 1995 and 1994, respectively. Management does not believe that any single customer is material to the Company's business on an ongoing basis. The level of sales to a particular customer may vary significantly from year to year. In 1995 and 1994, sales to one customer amounted to 13% and 12% of net sales, respectively. In 1993, no single customer accounted for more than 10% of net sales.
Gross profit, as a percent of sales, was 24% for both 1995 and 1994. Lower manufacturing costs due to continued improvements in manufacturing processes, lower warranty and product liability costs, and higher selling prices offset increased material costs, a less profitable product mix and costs associated with outsourcing additional production as a result of the substantial increase in demand and capacity limitations. Gross profit increased to 24% in 1994 from 23% in 1993, primarily as a result of process cost reductions. This improvement was partially offset by increases in certain overhead expenses, higher personnel costs, changes in product mix and competitive pricing pressures.
Selling, general and administrative expenses were $33.3 million, $27.1 million and $23.3 million, or as a percent of sales, 12%, 15% and 19% for 1995, 1994 and 1993, respectively. The dollar increase for both years included increased advertising, commissions and other personnel related expenses. In addition, research and development spending grew by 27% from 1994 to 1995 and 29% from 1993 to 1994 as the Company continued to invest in the development of new products. The expenditure increase from 1993 to 1994 also included an increase in the provision for doubtful accounts.
The effective income tax rate increased to 37% in 1995 compared to 35% and 30% in 1994 and 1993, respectively. The effective income tax rate for 1994 reflects the benefit of closing an overseas facility. The rate for 1993 includes a decrease in estimated taxes payable.
Financial Condition
The Company strengthened its financial position during 1995 through increased cash from operations and debt reduction. Cash generated from operating activities increased to $17.9 million in 1995, compared to $11.4 million in both 1994 and 1993. Working capital was $45.4 million and $32.4 million at July 31, 1995 and 1994, respectively. Capital expenditures increased substantially in both 1995 and 1994, as the Company continued to invest in property, plant and equipment needed to support business growth and improve productivity and quality. The ratio of debt to total capital at July 31, 1995, decreased to 4% from 14% at July 31, 1994, principally due to the repayment of debt with cash generated from operations. The increase from 10% at July 31, 1993, to 14% in 1994 was due to borrowed funds to purchase treasury shares.
At July 31, 1995, the Company had unused credit lines totaling $10 million and cash balances of $13 million. The Company considers these resources, coupled with cash expected to be generated by operations, adequate to meet its foreseeable funding needs, including $7 million budgeted for capital expenditures in fiscal 1996. In addition, the Company intends to relocate and expand its scissor lift manufacturing facility in 1996. Acquisition, relocation and refitting costs are estimated to be $9 million payable over twelve months. The Company intends to finance this project with borrowed capital.
The Company's exposure to product liability claims is discussed in the Commitments, Contingencies note to the consolidated financial statements. Future results of operations, financial condition and liquidity may be affected to the extent that the Company's ultimate liability with respect to product liability varies from current estimates.
Outlook
Management expects fiscal year 1996 to be another strong year. Consensus economic forecasts predict no domestic recession in the near term, and forecasts for Western Europe and the Pacific Rim nations, except Japan, are generally optimistic. The existing markets for the Company's products, particularly elevating work platforms, continue to grow, although at a somewhat slower rate than a year ago. Rental fleet utilization remains strong in the United States and demand for used equipment exceeds its supply. The Company's backlog remains strong, and new products to be introduced during the third fiscal quarter, together with expanded international distribution, should spur demand. Management has targeted additional manufacturing cost reductions and a slight improvement in gross profit as a percentage of net sales. Capacity constraints and outsourcing requirements, particularly for scissor lift production, will be offsetting factors. This should be alleviated in fiscal 1997 once the new Bedford facility is fully operational. Product mix also affects gross margins and is difficult to forecast. The timing and terms of the proposed divestiture of the Material Handling Division are uncertain, but Management does not expect this transaction to have a material effect on the Company's results of operations in fiscal 1996.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The following consolidated financial statements of JLG Industries, Inc. and its subsidiaries, are included herein as indicated below:
Consolidated Balance Sheets - July 31, 1995 and 1994
Consolidated Statements of Income - Years Ended July 31, 1995, 1994 and 1993
Consolidated Statements of Shareholders' Equity - Years Ended July 31, 1995, 1994 and 1993
Consolidated Statements of Cash Flows - Years Ended July 31, 1995, 1994 and 1993
Notes to the Consolidated Financial Statements - July 31, 1995
Report of Independent Auditors
JLG INDUSTRIES, INC. CONSOLIDATED BALANCE SHEETS (in thousands except per share data) 							 	 	 July 31 1995 1994 ASSETS Current Assets Cash $12,973 $8,088 Accounts receivable, less allowance for doubtful accounts of $1,325 in 1995 and $965 in 1994 33,466 25,750 Inventories: Finished goods 7,630 4,968 Work in process 13,357 9,242 Raw materials 12,459 9,012 33,446 23,222 Future income tax benefits 4,219 3,531 Other current assets 464 1,871 Total Current Assets 84,568 62,462 Property, Plant and Equipment Land and improvements 3,038 2,033 Building and improvements 11,524 12,750 Machinery and equipment 29,290 22,924 43,852 37,707 Less allowance for depreciation 19,067 18,363 24,785 19,344 Equipment Held for Rental 5,052 4,190 Other Assets 5,303 5,638 $119,708 $91,634
LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Current portion of long-term debt $243 $1,301 Accounts payable 20,028 14,770 Accrued expenses 18,893 14,011 Total Current Liabilities 39,164 30,082 Long-Term Debt 2,260 6,277 Other Liabilities and Deferred Credits 9,854 9,569 Shareholders' Equity Capital stock: Authorized shares: 17,081 at $.20 par value Issued and outstanding shares: 1995 - 14,275 shares; 1994 - 13,969 shares 2,855 2,939 Additional paid-in capital 10,121 10,861 Equity adjustment from translation (1,799) (1,899) Retained earnings 57,253 36,884 Treasury stock (3,079) Total Shareholders' Equity 68,430 45,706 $119,708 $91,634
The accompanying notes are an integral part of these financial statements.
JLG INDUSTRIES, INC. CONSOLIDATED STATEMENTS OF INCOME (in thousands except per share data)
							Fiscal Years Ended July 31 1995 1994 1993
Net Sales $269,211 $176,443 $123,034
Cost of sales 203,258 134,289 94,794
Gross Profit 65,953 42,154 28,240
Selling, general and administrative expenses 33,254 27,147 23,323
Income from Operations 32,699 15,007 4,917
Other income (deductions): Interest expense (376) (380) (458) Miscellaneous, net 376 (24) 180
Income before Taxes 32,699 14,603 4,639
Income tax provision 11,941 5,067 1,410
Net Income $20,758 $9,536 $3,229
Net Income per Share $1.47 $.68 $.22
The accompanying notes are an integral part of these financial statements.
						 The accompanying notes are an integral part of these statements
CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands)
Year Ended July 31, 1995 1994 1993 Operations Net income $20,758 $9,536 $3,229 Adjustments to reconcile net income to cash provided by operating activities:		 	 Depreciation 3,875 2,801 2,500 Provision for self-insured losses 408 2,292 1,425 Deferred income taxes (596) (1,233) 1,050 Changes in operating assets and liabilities:			 Accounts receivable (7,522) (4,686) (6,452) Inventories (9,867) (3,682) 4,628 Other current assets 1,412 21 156 Accounts payable 5,251 3,728 4,899 Accrued expenses 3,951 2,659 1,285 Changes in other assets and liabilities 279 (72) (1,304) Cash provided by operations 17,949 11,364 11,416 Investments Purchases of property, plant and equipment (11,035) (7,963) (3,780) Proceeds from sale of property, plant and equipment 2,417 201 210 Cash used for investments (8,618) (7,762) (3,570) Financing			 Repayment of long-term debt (5,081) (1,904) (7,980) Issuance of long-term debt 5,000 Payment of dividends (389) (352) Purchase of treasury stock (3,500) Stock issued for employee benefit plans 1,159 625 513 Cash used for financing (4,311) (131) (7,467) Currency Adjustments Effect of exchange rate changes on cash (135) (231) (471) Cash Net change in cash 4,885 3,240 (92) Beginning balance 8,088 4,848 4,940 Ending balance $12,973 $8,088 $4,848 			 			 The accompanying notes are an integral part of these statements.
JLG INDUSTRIES, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (in thousands except per share data)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICES
Principles of Consolidation and Statement Presentation The consolidated financial statements include the accounts of the Company and its subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation.
Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents and classifies such amounts as cash.
Inventories Inventories are stated at the lower of cost or market. Cost is determined using the LIFO (last-in, first-out) method. Inventories at July 31, 1995 and 1994 would have been higher by $4,528 and $4,434, respectively, had the Company used FIFO cost, which approximates current cost, rather than LIFO cost for valuation of its inventories. In 1993, the liquidation of LIFO inventories decreased cost of sales and, therefore, increased income before taxes by $294.
Property, Plant and Equipment and Equipment Held for Rental Property, plant and equipment held for rental are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method, based on useful lives of 15 years for land improvements, 10 to 20 years for buildings and improvements, three to 10 years for machinery and equipment and three to seven years for equipment held for rental.
Income Taxes Deferred income tax assets and liabilities arise from differences between the tax basis of assets or liabilities and their reported amounts in the financial statements. Deferred tax balances are determined by using the tax rate expected to be in effect when the taxes are paid or refunds received.
Capital Stock On February 23, 1995 and September 7, 1995, the Company declared two-for-one stock splits of the Company's then outstanding common stock. The splits were effected by stock dividends. All share and per share data included in this Annual Report have been restated to reflect the stock splits.
Product Development The Company incurred product development and other engineering expenses of $5,542, $4,373 and $3,385 in 1995, 1994 and 1993, respectively, which were charged to expense as incurred.
Translation of Foreign Currencies The translation of foreign currencies into U.S. dollars is performed for balance sheet accounts using current exchange rates in effect at the balance sheet date and for revenue and expense accounts using an average exchange rate for the period. The gains or losses resulting from translation are included in shareholders' equity.
Net Income per Share Net income per share is based on the average number of shares of Common stock outstanding during each year. The effect of Common stock equivalents is immaterial to earnings per share.
INCOME TAXES
The income tax provision consisted of the following for the years ended July 31:
1995 1994 1993 Current: Federal $10,641 $5,373 $ 360 State 1,896 927 12,537 6,300 360 Deferred: Federal (483) (833) 954 State (113) (400) 96 (596) (1,233) 1,050 $11,941 $5,067 $1,410
On a net basis, the Company made income tax payments of $11,858 in 1995 and $5,700 in 1994 and received income tax refunds of $1,195 in 1993.
The difference between the U.S. federal statutory income tax rate and the Company's effective tax rate is as follows for the years ended July 31:
1995 1994 1993 Statutory U.S. federal income tax rate 34% 34% 34% State tax provision, net of federal effect 4 4 6 Net tax effect of foreign operations (2) 3 Adjustments to reflect 1993 tax return as filed (9) Other (1) (1) (4) 37% 35% 30%
Components of deferred tax assets and liabilities were as follows at July 31:
1995 1994 Future income tax benefits: Contingent liabilities provisions $3,811 $3,932 Employee benefits 1,154 970 Translation adjustments 918 1,166 Inventory valuation provisions 887 928 Other 1,360 563 8,130 7,559 Deferred tax liabilities: Depreciation and asset basis differences 925 597 Other 145 154 1,070 751 7,060 6,808 Less valuation allowance (234) (383) Net deferred tax assets $6,826 $6,425
BANK CREDIT LINES AND LONG-TERM DEBT
The Company has available a $10 million unsecured bank revolving line of credit with a term of two years, renewable annually, and at an interest rate of prime or a spread over LIBOR. The facility further provides for borrowings using bankers acceptances at prevailing discount rates. The Company also has the option to convert outstanding borrowings under the facility to an amortizing term loan with a repayment period of up to five years, and at an interest rate based on the yield of U.S. Treasury securities with the same maturity. There were no amounts outstanding under this facility at July 31, 1995 and 1994.
Long-term debt was as follows at July 31:
1995 1994 Bank installment loans due $4,750 Industrial revenue bonds due in 1999 with interest at 7% $1,000 1,000 State agency mortgages due through 2004 with interest averaging 3.6% 662 760 Industrial revenue mortgages due through	 2004 with interest at 5.5% 677 754 Other 164 314 2,503 7,578 Less current portion (243) (1,301) $2,260 $6,277
The bank revolving line of credit requires the maintenance of certain financial ratios. Borrowings aggregating $2.2 million under certain long-term loans are secured by $7.2 million in assets of the Company. Interest paid on all borrowings was $378, $461 and $511 in 1995, 1994, and 1993, respectively.
The aggregate amounts of long-term debt outstanding at July 31, 1995 which will become due in 1996 through 2000 are: $243, $246, $189, $1,142 and $143.
EMPLOYEE BENEFIT PLANS
The Company's stock incentive plan has reserved 3,032 common shares that may be awarded to key employees in the form of options to purchase Common shares, restricted shares and limited appreciation rights. The option price is set by the Company's Board of Directors and, for all options currently outstanding, is the fair market value of the shares on their date of grant.
The directors stock option plan provides for annual grants to each outside director of a single option to purchase six thousand shares of Common stock, providing the Company earned a net profit, before extraordinary items, for the prior year. The option price shall be equal to the shares' fair market value on their date of grant. An aggregate of 702 shares of Common stock is authorized to be issued under the plan.
Outstanding options and transactions involving the plans are summarized as follows:
1995 1994 Outstanding options at the beginning of the year 620 525 Options granted ($3.37 to $16.89 per share) 76 114 Options cancelled ($1.31 to $8.81 per share) (4) (2) Options exercised ($1.31 to $8.81 per share) (55) (17) Outstanding options at the end of the year 637 620 Exercisable options at the end of the year ($1.31 to $8.81 per share) 175 89
The Company has two discretionary, defined-contribution retirement plans covering all its eligible U.S. employees. The Company's policy is to fund these pension costs as accrued. Plan assets are invested in money market funds, government securities, mutual funds and the Company's Common stock. The aggregate expense relating to these plans was $2,298, $1,888 and $1,025 in 1995, 1994 and 1993, respectively.
ACCRUED EXPENSES
Components of accrued expenses were as follows at July 31:
	 1995 	1994 Salaries, wages and related taxes $ 6,609 $ 4,337 Income taxes 2,718 2,335 Contingent liabilities, current portion 2,378 1,965 Employee benefits 1,563 1,626 Other 5,625 3,748 $18,893 $14,011
INDUSTRY AND EXPORT DATA
The Company operates in one dominant industry segment - the manufacturing and selling of mobile, hydraulically-operated equipment. The Company's customers are predominantly U.S. based equipment rental firms. Additionally, its receivables from these customers are generally not collateralized. In 1995 and 1994, sales to one customer amounted to 13% and 12% of net sales, respectively. For 1993, no single customer represented 10% or more of net sales. Sales to customers outside the U. S. were 18%, 16% and 26% of net sales for 1995, 1994 and 1993, respectively.
COMMITMENTS AND CONTINGENCIES
The Company is a party to personal injury and property damage litigation arising out of incidents involving the use of its products. The Company's insurance program for fiscal year 1995 is comprised of a self-insured retention of $5 million and catastrophic coverage of $20 million in excess of the retention. The Company contracts with an independent insurance firm to provide claims handling and adjustment services. The Company's estimates with respect to claims are based on internal evaluations of the merits of individual claims and the reserves assigned by the Company's independent insurance carrier. The methods of making such estimates and establishing the resulting accrued liability are reviewed continually, and any adjustments resulting therefrom are reflected in current earnings. Claims are paid over varying periods, which generally do not exceed five years. Accrued liabilities for future claims are not discounted.
With respect to all claims of which the Company is aware, accrued liabilities of $8.4 million and $8.0 million were established at July 31, 1995 and 1994, respectively. While the Company's ultimate liability may exceed or be less than the amounts accrued, the Company believes that it is unlikely that it would experience losses that are materially in excess of such reserve amounts. As of July 31, 1995 and 1994, there were no insurance recoverables or offset implications and there were no claims by the Company being contested by insurers.
The Company leases equipment under operating leases expiring in various years. These leases require the Company to pay all maintenance and general operating costs. Future minimum lease payments are: $1,068, $527, $472 and $59 in 1996 through 1999, respectively. Rental expense for all operating leases was $906, $955, and $763 in 1995, 1994 and 1993, respectively.
UNAUDITED QUARTERLY FINANCIAL INFORMATION
Unaudited financial information was as follows for the fiscal quarters within the years ended July 31:
Net Net Income Net Sales Gross Profit Income per Share October 31 $ 53,724 $12,984 $ 3,863 $ .27 January 31 52,175 13,449 3,752 .27 April 30 75,809 18,082 6,089 .43 July 31 87,503 21,438 7,054 .50 $269,211 $65,953 $20,758 $1.47 October 31 $ 36,757 $ 8,629 $ 1,252 $ .09 January 31 34,172 7,765 1,095 .08 April 30 50,141 12,601 3,514 .25 July 31 55,373 13,159 3,675 .26 $176,443 $42,154 $ 9,536 $ .68
Gross profit for the first three quarters of fiscal 1994 has been restated from amounts previously reported by the Company in its interim financial statements. Restated amounts reflect the reclassification of certain costs between expense categories.
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
To The Board of Directors and Shareholders JLG Industries, Inc. McConnellsburg, Pennsylvania
We have audited the accompanying consolidated balance sheets of JLG Industries, Inc. as of July 31, 1995 and 1994, and the related consolidated statements of income, shareholders' equity, and cash flows for each of the three years in the period ended July 31, 1995. Our audits also included the financial statement schedule listed in the Index at Item 14(a). These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.
We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of JLG Industries, Inc. at July 31, 1995 and 1994, and the consolidated results of its operations and its cash flows for each of the three years in the period ended July 31, 1995 in conformity with generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein.
ERNST & YOUNG LLP Baltimore, Maryland September 7, 1995
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by this Item 10 relating to identification of directors is incorporated herein by reference from pages 2 through 4 of the Company's Proxy Statement under the caption "Election of Directors." Identification of officers is presented in Item 1 of this report under the caption "Executive Officers of the Registrant."
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item 11 relating to executive compensation is hereby incorporated by reference from pages 3 through 4, under the caption "Board of Directors," and pages 5 through 11, under the caption "Executive Compensation," of the Company's Proxy Statement.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this Item 12 relating to security ownership of certain beneficial owners and management is hereby incorporated by reference from pages 4 and 5 of the Company's Proxy Statement under the caption "Voting Securities and Principal Holders." There is no required disclosure regarding change in control.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this Item 12 relating to certain relationships and related transactions is hereby incorporated by reference from page 13 of the Company's Proxy Statement under the caption "Certain Transactions."
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) (1) and (2) The following consolidated financial statements of the registrant and its subsidiaries are included in Item 8.
Consolidated Balance Sheets - July 31, 1995 and 1994
Consolidated Statements of Income - Years ended July 31, 1995, 1994 and
Consolidated Statements of Shareholders' Equity - Years ended July 31, 1995, 1994 and 1993
Consolidated Statements of Cash Flows - Years ended July 31, 1995, 1994 and 1993
Notes to Consolidated Financial Statements - July 31, 1995
The following consolidated financial schedule of the registrant and its subsidiaries is included in Item 14(d):
Schedule II - Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and, therefore, have been omitted.
(a) (3) Listing of Exhibits
Exhibit Number Exhibit
3.1 Certificate of incorporation of JLG Industries, Inc., which appears as Exhibit 1 (a) to the Company's Form 10 Registration Statement (File No. 0-8454 -- filed April 22, 1977), is hereby incorporated by reference.
3.2 Amendment to Section 5 of the Company's Articles of Incorporation effective as of September 15, 1995.
3.3 By-Laws of JLG Industries, Inc., which appears as Exhibit 3 to the Company's Form 10-Q (File No. 0-8454 -- filed March 16, 1995), is hereby incorporated by reference.
4.1 Trust Indenture between the Bedford County, Pennsylvania Industrial Development Authority and the Fulton County National Bank and Trust Company, as Trustee, which appears as Exhibit B5 to the Company's Form 10-K (File No. 0-8454 -- filed October 24, 1979), is hereby incorporated by reference.
4.2 Installment Sale Agreement between Bedford County, Pennsylvania Industrial Development Authority and JLG Industries, Inc., which appears as Exhibit B6 to the Company's Form 10-K (File No. 0-8454 -- filed October 24, 1979), is hereby incorporated by reference.
4.3 Agreement to disclosed upon request.
10.1 Form of Deferred Compensation Benefit Agreement dated March 1, 1989 with certain retired key employees which appears as Exhibit 10.2 to the Company's 10-K (File No. 0-8454 -- filed October 18, 1989), is hereby incorporated by reference.
10.2 Form of Deferred Compensation Benefit Agreement dated March 1, 1990 with certain key employees, which appears as Exhibit 10.4 to the Company's Form 10-K (File No. 0-8454 -- filed October 18, 1990), is hereby incorporated by reference.
10.3 Form of Deferred Compensation Benefit Agreement dated August 15, 1990 between JLG Industries, Inc. and L. David Black, which appears as Exhibit 10.5 to the Company's Form 10-K (File No. 0-8454 -- filed October 18, 1990), is hereby incorporated by reference.
10.4 Stock Redemption Agreement dated August 27, 1980, between JLG Industries, Inc. and Paul K. Shockey, which appears as Exhibit 25 to the Company's Form S-7 (Registration No. 2-69194 -- filed September 18, 1980), is hereby incorporated by reference.
10.5 Directors' Deferred Compensation Plan date July 29, 1986, which appears as Exhibit 10.5 to the Company's Form 10-K (File No 0-8454 -- filed October 28, 1986), is hereby incorporated by reference.
10.6 JLG Industries, Inc. Stock Incentive Plan dated May 23, 1991 which appears as Exhibit 10.10 to the Company's Form 10-K (File No. 0- 8454 -- filed October 27, 1992), is hereby incorporated by reference.
10.7 Credit Agreement dated December 21, 1989 among JLG Industries, Inc., the First National Bank of Maryland, and Philadelphia National Bank, which appears as Exhibit 4.1 to the Company's 10-Q (File No. 0-8454 -- filed March 12, 1990), is hereby incorporated by reference.
10.8 First Modification Agreement, dated January 29, 1990 to the Credit Agreement dated December 21, 1989 among JLG Industries, Inc., the First National Bank of Maryland, and Philadelphia National Bank, which appears as Exhibit 4.3 to the Company's 10-Q (File No. 0-8454 -- filed March 12, 1990), is hereby incorporated by reference.
10.9 Second Modification Agreement, dated September 17, 1993 to the Credit Agreement dated December 21, 1989 among JLG Industries, Inc., the First National Bank of Maryland, and Philadelphia National Bank, which appears as Exhibit 10.12 to the Company's 10- K (File No. 0-8454 -- filed October 20, 1993), is hereby incorporated by reference.
10.10 JLG Industries, Inc. Directors Stock Option Plan amended and restated as of September 7, 1995.
22 Listing of subsidiaries.
23 Consent of independent auditors
(b) The Company was not required to file Form 8-K pursuant to requirements of such form in the fourth quarter of fiscal 1995.
	SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
JLG INDUSTRIES, INC. (Registrant)
By: /s/ L. David Black Date: October 19, 1995 L. David Black, Chairman of the Board, President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the dates indicated.
By: /s/ Charles H. Diller, Jr. Date: October 19, 1995 Charles H. Diller, Jr., Executive Vice President, Chief Financial Officer and Director
By: /s/ George R. Kempton Date: October 19, 1995 George R. Kempton, Director
By: /s/ Gerald Palmer Date: October 19, 1995 Gerald Palmer, Director
By: /s/ Stephen Rabinowitz Date: October 19, 1995 Stephen Rabinowitz, Director
By: /s/ Paul Shockey Date: October 19, 1995 Paul Shockey, Secretary and Director
By: /s/ Charles O. Wood, III Date: October 19, 1995 		 Charles O. Wood, III, Director
	
Note:
(1)Amounts written off and transferred to other accounts in the current year.
(2)Adjustment resulting from conversion of foreign currencies.