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Harley-Davidson Announces 3rd Quarter Results, Unveils Long-Term Business Strategy
 
Retail Harley-Davidson Motorcycle Sales Decline Moderates from 2nd Quarter

Operating Loss at Finance Unit Impacts Profit

Strategy Focuses on Extending Harley-Davidson Brand, Emphasizes Productivity and Strengthening Core Business

Company to Discontinue Buell Product Line, Divest MV Agusta

MILWAUKEE, Oct. 15 /PRNewswire-FirstCall/ -- Harley-Davidson, Inc. (NYSE: HOG) announced decreased revenue, net income and earnings per share for the third quarter of 2009 compared to the year-ago period, while reporting a moderation in the decline of retail new Harley-Davidson motorcycle sales compared to the second quarter.

Worldwide retail sales of new Harley-Davidson® motorcycles declined 21.3 percent in the third quarter compared to last year's third quarter, an improvement from the 30.1 percent decline in this year's second quarter. An 84.1 percent decline in net income and an 84.5 percent decline in diluted earnings per share from the year-ago quarter reflected lower motorcycle shipments and the effects of the economy on retail and wholesale loan performance at Harley-Davidson Financial Services.

Harley-Davidson also unveiled major elements of its go-forward business strategy to drive growth through a single-minded focus of efforts and resources on the unique strengths of the Harley-Davidson brand, and to enhance productivity and profitability through continuous improvement. As approved yesterday by Harley-Davidson's Board of Directors, the Company will discontinue its Buell product line and divest its MV Agusta unit as part of this strategy.

"While the environment remains challenging for us, we are mildly encouraged by the moderation in the decline of dealer retail Harley-Davidson motorcycle sales," said Keith Wandell, Chief Executive Officer of Harley-Davidson, Inc. "And moving forward, our strategy is designed to strengthen Harley-Davidson for long-term growth and deliver results through increased focus.

"As our announcement regarding Buell and MV Agusta indicates, we are moving with the speed and decisiveness required to bring our business strategy to life," said Wandell. "The fact is we must focus both our effort and our investment on the Harley-Davidson brand, as we believe this provides an optimal path to sustained, meaningful, long-term growth."

Third Quarter and Nine-Month Results

Net income for the third quarter was $26.5 million, compared to $166.5 million in the third quarter of 2008, on revenue of $1.12 billion, compared to $1.42 billion in the year-ago period. Diluted earnings per share were $0.11 for the third quarter of 2009 and $0.71 in the year-ago period.

Through nine months, Harley-Davidson, Inc. reported net income of $163.6 million, down 71.6 percent and diluted earnings per share of $0.70, down 71.4 percent from the year-ago period. Revenue through nine months was $3.57 billion, down 17.1 percent from the same period last year.

"Delivering Results Through Focus" Strategy

A key element of the Company's go-forward strategy is to focus on extending the Harley-Davidson brand by leveraging unique Harley-Davidson strengths. The strategy focuses company resources on Harley-Davidson products and experiences, global expansion, demographic outreach and commitment to core customers. In addition, the Company will continue to expand its initiatives to enhance profitability through continuous improvement in manufacturing, product development and business operations.

"We are refocusing our business with the expectation that we can provide growth that is both profitable and sustainable over the long term," said Wandell. "We believe we can create a bright long-term future for our stakeholders through a single-minded focus on the Harley-Davidson brand."

The Company said it would share additional details about the strategy during its investor conference call today.

Details of Buell and MV Agusta Actions

The Company will discontinue production of Buell motorcycles. Remaining inventories of Buell motorcycles, accessories and apparel, while they last, will continue to be sold through authorized dealerships. Warranty coverage will continue as normal for Buell motorcycles and the Company will provide replacement parts and service through dealerships.

The decision will result in a reduction over time of about 80 hourly production positions and about 100 salaried positions at Buell. Employment will end for a majority of Buell employees Dec. 18, 2009.

Harley-Davidson, Inc. expects to incur approximately $125 million in one-time costs related to the discontinuation of the Buell product line. The Company expects to incur approximately $115 million of that amount this year.

Relative to MV Agusta, the Company will immediately commence efforts to sell the business, which is based in Varese, Italy.

In the third quarter, Harley-Davidson, Inc. recorded a one-time fixed-asset impairment charge of $14.2 million related to Buell and a goodwill impairment charge of $18.9 million related to MV Agusta.

"Buell and MV Agusta are great companies, with proud brands, high-quality exciting products and passionate enthusiasm for the motorcycle business. Buell has introduced many innovative advancements in motorcycle design and technology over the years and MV Agusta is known in Europe for its premium, high-performance sport motorcycles. However, our strategy to focus on the Harley-Davidson brand reflects the fact that we believe our investments in that brand are a better utilization of overall company resources," said Wandell.

Motorcycles and Related Products Segment

Third Quarter. Revenue from Harley-Davidson motorcycles during the third quarter of 2009 was $803.3 million, down 22.1 percent compared to the year-ago period. The Company shipped 54,236 Harley-Davidson motorcycles to dealers and distributors worldwide, down 27.4 percent from the third quarter of 2008 but in line with previous guidance of 52,000 to 57,000 units. Revenue from Parts and Accessories totaled $221.8 million during the quarter, down 14.4 percent and revenue from General Merchandise was $70.7 million during the quarter, down 15.9 percent compared to the year-ago period. Gross margin was 33.1 percent of revenue for the quarter compared to 34.0 percent in the year-ago quarter. Operating margin was 9.5 percent compared to 16.4 percent in the third quarter of 2008. Operating margin was affected largely by lower gross margin, restructuring charges and impairment charges.

Nine Months. Through nine months, revenue from Harley-Davidson motorcycles was $2.62 billion compared to $3.23 billion in 2008 on shipments of 187,085 Harley-Davidson motorcycles, compared to 226,898 motorcycles in 2008. Revenue from Parts and Accessories totaled $623.1 million during the first nine months, down 11.8 percent and revenue from General Merchandise was $215.5 million during the nine-month period, down 12.0 percent compared to the year-ago period. Gross margin was 34.6 percent and operating margin was 14.1 percent, compared to 35.4 percent and 18.9 percent respectively in the year-ago period.

Retail Motorcycle Sales. During the third quarter, retail sales of Harley-Davidson motorcycles decreased 21.3 percent worldwide, 24.3 percent in the U.S. and 13.1 percent in international markets, compared to the prior-year quarter. Industry-wide U.S. retail heavyweight (651cc+) motorcycle sales declined 35.9 percent during the quarter, compared to the year-ago period.

For 2009 compared to 2008 through nine months, retail sales of Harley-Davidson motorcycles decreased 22.9 percent worldwide, 25.5 percent in the U.S. and 16.5 percent in international markets. Industry-wide U.S. retail heavyweight motorcycle sales declined 38.7 percent year to date in 2009, compared to 2008.

Harley-Davidson Financial Services

Harley-Davidson Financial Services recorded an operating loss of $31.5 million for the third quarter of 2009 compared to an operating profit of $35.6 million in the third quarter of 2008. This decrease of $67.2 million was due to a higher provision for credit losses in both the retail and wholesale portfolios as well as increased interest expense. Year to date through the third quarter, HDFS reported an operating loss of $110.8 million, compared to operating income of $107.7 million for the prior year period. The nine-month operating loss includes two non-cash charges recorded in the second quarter of 2009: a $72.7 million credit loss provision for a one-time reclassification of motorcycle loan receivables; and a one-time $28.4 million charge to write off goodwill associated with HDFS.

HDFS continues to successfully access the credit markets to fund its lending activities. On October 9, HDFS completed a $700 million term securitization transaction with a weighted average interest rate of 1.2 percent.

Update on Restructuring Activities

On a combined basis, the Company expects previously announced restructuring activities, together with the discontinuation of Buell operations, to result in one-time charges of $215 million to $245 million over 2009 and 2010, or an increase of $55 million from the estimate provided July 16, 2009. The Company estimates annual ongoing savings from restructuring of approximately $140 million to $150 million.

The Company continues to pursue its previously announced "two path" study to determine whether additional major restructuring at York, Pa. facility can make those operations competitive and sustainable long term, or alternatively, whether the Company will relocate those operations to another U.S. location. As part of the restructuring analysis, the Company has begun contract talks with the union representing employees at York and expects to make a final decision on the status of the York operations by the end of this year.

Income Tax Rate

The Company's third-quarter effective income tax rate was 61.8 percent compared to 38.2 percent in the same quarter last year. This increase was due primarily to the tax implications of MV Agusta, including the non-deductible write down of goodwill, and the impact of reduced Company earnings. The Company expects its full-year 2009 effective tax rate on continuing operations, excluding MV Agusta, to be approximately 59 percent due to the previously reported one-time charges for the Wisconsin tax law change and the non-deductible goodwill write-off for Harley-Davidson Financial Services, as well as the impact of reduced earnings for the remainder of the year.

Cash Flow

Cash and cash equivalents totaled $1.52 billion as of Sept. 27, 2009, compared to $504.4 million at the end of the year-ago period. Cash provided by operations was $511.1 million and capital expenditures were $89.4 million during the first nine months of 2009. For the full year, capital expenditures are now expected to be $125 million to $145 million, including $15 million to $25 million related to restructuring activities.

Guidance

The Company is narrowing its guidance for full-year 2009 shipments, and now expects to ship 222,000 to 227,000 Harley-Davidson motorcycles to dealers, including 35,000 to 40,000 during the fourth quarter. The Company continues to expect full-year gross margins to be between 30.5 percent and 31.5 percent.

Company Background

Harley-Davidson, Inc. is the parent company for the group of companies doing business as Harley-Davidson Motor Company (HDMC), Buell Motorcycle Company (Buell), MV Agusta and Harley-Davidson Financial Services (HDFS). Harley-Davidson Motor Company produces heavyweight custom, touring and cruiser motorcycles. Buell produces American sport performance motorcycles. MV Agusta produces premium, high-performance sport motorcycles sold under the MV Agusta® brand and lightweight sport motorcycles sold under the Cagiva® brand. HDFS provides wholesale and retail financing and insurance programs primarily to Harley-Davidson and Buell dealers and customers.

Forward-Looking Statements

The Company intends that certain matters discussed in this release are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified as such because the context of the statement will include words such as the Company "believes," "anticipates," "expects," "plans," or "estimates" or words of similar meaning. Similarly, statements that describe future plans, objectives, outlooks, targets, guidance or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated as of the date of this release. Certain of such risks and uncertainties are described below. Shareholders, potential investors, and other readers are urged to consider these factors in evaluating the forward-looking statements and cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this release are only made as of the date of this release, and the Company disclaims any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

The Company's ability to meet the targets and expectations noted depends upon, among other factors, the Company's ability to (i) execute its strategy and successfully exit certain product lines and divest certain company assets (ii) effectively execute the Company's restructuring plans within expected costs and timing, (iii) successfully achieve with our labor union partners flexible and cost-effective agreements to accomplish restructuring goals and long-term competitiveness, (iv) manage the risks that our independent dealers may have difficulty obtaining capital, and adjusting to the recession and slowdown in consumer demand, (v) manage supply chain issues, (vi) anticipate the level of consumer confidence in the economy, (vii) continue to have access to reliable sources of capital funding and adjust to fluctuations in the cost of capital, (viii) manage the credit quality, the loan servicing and collection activities, and the recovery rates of HDFS' loan portfolio, (ix) continue to realize production efficiencies at its production facilities and manage operating costs including materials, labor and overhead, (x) manage production capacity and production changes, (xi) provide products, services and experiences that are successful in the marketplace, (xii) develop and implement sales and marketing plans that retain existing retail customers and attract new retail customers in an increasingly competitive marketplace, (xiii) sell all of its motorcycles and related products and services to its independent dealers, (xiv) continue to develop the capabilities of its distributor and dealer network, (xv) manage changes and prepare for requirements in legislative and regulatory environments for its products, services and operations, (xvi) adjust to fluctuations in foreign currency exchange rates, interest rates and commodity prices, (xvii) adjust to healthcare inflation, pension reform and tax changes, (xviii) retain and attract talented employees, (xix) detect any issues with our motorcycles or manufacturing processes to avoid delays in new model launches, recall campaigns, increased warranty costs or litigation, and (xx) implement and manage enterprise-wide information technology solutions and secure data contained in those systems.

In addition, the Company could experience delays or disruptions in its operations as a result of work stoppages, strikes, natural causes, terrorism or other factors. Other factors are described in risk factors that the Company has disclosed in documents previously filed with the Securities and Exchange Commission. Many of these risk factors are impacted by the current turbulent capital, credit and retail markets and our ability to adjust to the recession.

The Company's ability to sell its motorcycles and related products and services and to meet its financial expectations also depends on the ability of the Company's independent dealers to sell its motorcycles and related products and services to retail customers. The Company depends on the capability and financial capacity of its independent dealers and distributors to develop and implement effective retail sales plans to create demand for the motorcycles and related products and services they purchase from the Company. In addition, the Company's independent dealers and distributors may experience difficulties in operating their businesses and selling Harley-Davidson motorcycles and related products and services as a result of weather, economic conditions or other factors.



                                Harley-Davidson, Inc.
                     Condensed Consolidated Statements of Income
                       (In thousands, except per share amounts)
                                     (Unaudited)

                             Three months ended           Nine months ended
                     September 27,  September 28, September 27,  September 28,
                          2009           2008          2009        2008
                          ----           ----          ----        ----

    Net revenue       $1,121,275     $1,422,834    $3,565,568  $4,301,716
    Gross profit         371,086        484,072     1,234,147   1,522,133
    Selling,
     administrative and
     engineering
     expense             194,973        249,120       611,864     697,945
    Restructuring
     expense and other
     impairments          50,745            926       100,738      12,475
    Goodwill
     impairment           18,888              -        18,888           -
                          ------            ---        ------         ---
      Operating income
       from motorcycles &
       related products  106,480        234,026       502,657     811,713

    Financial services
     income              136,993        111,966       365,627     312,095
    Financial services
     expense             167,333         76,333       446,881     204,408
    Restructuring
     expense               1,204              -         1,204           -
    Goodwill impairment        -              -        28,387           -
                             ---            ---        ------         ---
    Operating (loss)
     income from
     financial services  (31,544)        35,633      (110,845)    107,687

    Corporate expense      5,288          1,657        19,370      14,482
                           -----          -----        ------      ------
    Income from
     operations           69,648        268,002       372,442     904,918
    Investment income        947          2,751         3,217       7,033
    Interest expense (1)   1,312          1,226        13,110       1,226
                           -----          -----        ------       -----
    Income before
     provision for
     income taxes         69,283        269,527       362,549     910,725
    Provision for
     income taxes         42,800        102,986       198,969     333,816
                          ------        -------       -------     -------
    Net income           $26,483       $166,541      $163,580    $576,909
                         =======       ========      ========    ========

    Earnings per common share:
      Basic                $0.11          $0.71         $0.70       $2.45
      Diluted              $0.11          $0.71         $0.70       $2.45

    Weighted-average common shares:
      Basic              232,677        233,081       232,527     235,068
      Diluted            233,875        233,420       233,357     235,321

    Cash dividends per
     common share          $0.10          $0.33         $0.30       $0.96

    (1) Interest expense for the nine months ended September 27, 2009 includes
        $8.0 million related to the Company's $600.0 million senior unsecured
        notes (Notes) issued in February 2009.   This interest expense
        represents a portion of the total interest incurred on the Notes
        during the first quarter and corresponds to the initial temporary
        investment of proceeds at corporate.  Prior to the end of the first
        quarter, the full proceeds were transferred to HDFS and, as a result,
        the balance of interest expense on the Notes for the period has been
        included in financial services expense.



                               Harley-Davidson, Inc.
                      Condensed Consolidated Balance Sheets
                                   (In thousands)

                         (Unaudited)                (Unaudited)
                        September 27, December 31, September 28,
                             2009         2008          2008
                             ----         ----          ----
    ASSETS
    ------
    Current assets:
        Cash and cash
         equivalents       $1,524,382     $593,558      $504,385
        Marketable
         securities                 -            -           524
        Accounts
         receivable,
         net                  339,163      296,258       331,388
        Finance
         receivables held
         for sale (2)               -    2,443,965     2,245,015
        Finance
         receivables held
         for investment,
         net                1,525,164    1,378,461     1,115,035
        Inventories           432,691      400,908       401,277
        Other current
         assets               423,684      264,731       222,890
                              -------      -------       -------
    Total current
     assets                 4,245,084    5,377,881     4,820,514

    Finance
     receivables held
     for investment,
     net                    3,652,987      817,102       906,244
    Other long-term
     assets                 1,454,997    1,633,642     1,472,979
                            ---------    ---------     ---------
                            9,353,068    7,828,625     7,199,737
                            =========    =========     =========

    LIABILITIES AND SHAREHOLDERS' EQUITY
    ------------------------------------
    Current liabilities:
        Accounts payable &
         accrued
         liabilities          953,112      865,108     1,070,770
        Short-term debt     1,325,303    1,738,649       737,886
        Current portion of
         long-term debt       668,205            -       401,096
                              -------          ---       -------
    Total current
     liabilities            2,946,620    2,603,757     2,209,752

    Long-term debt          3,176,648    2,176,238     2,033,000
    Pension liability
     and postretirement
     healthcare
     benefits                 768,474      758,411       275,959
    Other long-term
     liabilities              171,354      174,616       180,667

    Total shareholders'
     equity                 2,289,972    2,115,603     2,500,359
                            ---------    ---------     ---------
                           $9,353,068   $7,828,625    $7,199,737
                           ==========   ==========    ==========

    (2) During the second quarter of 2009, the Company reclassified its
        finance receivables held for sale to finance receivables held for
        investment, net due to a change in the Company's intent to structure
        future securitization transactions in a manner that does not qualify
        for accounting sale treatment under the provisions of Statement of
        Financial Accounting Standards No. 140, "Accounting for Transfers and
        Servicing of Financial Assets and Extinguishment of Liabilities."



                               Harley-Davidson, Inc.
                Condensed Consolidated Statements of Cash Flows
                                  (In thousands)
                                    (Unaudited)

                              Nine months ended
                          September 27,  September 28,
                               2009           2008
                               ----           ----

    Net cash provided
     by (used by)
     operating
     activities              $511,052      $(221,222)

    Cash flows from
     Investing
     activities:
      Capital
       expenditures           (89,411)      (153,687)
      Finance
       receivables held
       for investment,
       net                   (519,916)      (111,250)
      Collection of
       retained
       securitization
       interests               45,843         75,379
      Net change in
       marketable
       securities                   -          2,019
      Acquisition of
       business, net of
       cash acquired                -        (95,224)
      Other, net               (4,566)        (1,192)
                               ------         ------
    Net cash used by
     investing
     activities              (568,050)      (283,955)

    Cash flows from
     financing activities:
      Proceeds from
       issuance of medium
       term notes                   -        993,550
      Proceeds from
       issuance of senior
       unsecured notes        589,030              -
      Net borrowings of
       securitization
       debt                 1,088,779              -
      Net (decrease)
       increase in credit
       facilities
       and unsecured
       commercial
       paper                 (556,101)        88,538
      Net borrowings of
       asset-backed
       commercial paper        56,691              -
      Net change in
       restricted cash       (127,462)             -
      Dividends               (70,329)      (225,243)
      Purchase of common
       stock for
       treasury                  (296)      (250,008)
      Excess tax
       benefits from
       share-based
       payments                   148            301
      Issuance of common stock
       under employee stock
       option plans                11          1,179
                                   --          -----
    Net cash provided
     by financing
     activities               980,471        608,317

    Effect of exchange rate
     changes on cash and cash
     equivalents                7,351         (1,609)

    Net increase in
     cash and cash
     equivalents              930,824        101,531

    Cash and cash equivalents:
      At beginning of
       period                 593,558        402,854
                              -------        -------
      At end of period     $1,524,382       $504,385
                           ==========       ========



                            Net Revenue and Motorcycle
                                   Shipment Data
                                    (Unaudited)

                             Three months ended          Nine months ended
                       September 27, September 28, September 27, September 28,
                            2009          2008          2009          2008
                            ----          ----          ----          ----
    NET REVENUE (in
     thousands)
    Harley-Davidson( R )
     motorcycles         $803,256    $1,031,247    $2,622,774   $3,229,085
    Buell( R ) & MV
     Agusta( R )
     motorcycles           21,800        26,111        92,999       89,704
    Parts & Accessories   221,832       259,033       623,058      706,640
    General Merchandise    70,671        84,034       215,463      244,830
    Other                   3,716        22,409        11,274       31,457
                            -----        ------        ------       ------
                       $1,121,275    $1,422,834    $3,565,568   $4,301,716
                       ==========    ==========    ==========   ==========

    MOTORCYCLE SHIPMENTS:
      Harley-Davidson
        United States      36,524        49,953       124,428      149,228
        International      17,712        24,751        62,657       77,670
                           ------        ------        ------       ------
          Total Harley-
           Davidson        54,236        74,704       187,085      226,898
                           ======        ======       =======      =======

      Buell & MV Agusta     1,853         2,760         8,753        9,224
                            =====         =====         =====        =====

    MOTORCYCLE PRODUCT MIX:
      Harley-Davidson
        Touring            22,360        24,008        69,324       75,691
        Custom             20,969        34,322        75,133      105,316
        Sportster( R )     10,907        16,374        42,628       45,891
                           ------        ------        ------       ------
          Total Harley-
           Davidson        54,236        74,704       187,085      226,898
                           ======        ======       =======      =======



             Retail Sales of Harley-Davidson Motorcycles

                             Three months ended          Nine months ended
                       September 27, September 28, September 27, September 28,
                            2009          2008          2009          2008
                            ----          ----          ----          ----
    North America Region
    --------------------
      United States        44,650        59,000       141,101      189,437
      Canada                3,494         3,682        10,376       14,552
                            -----         -----        ------       ------
        Total North
         America Region    48,144        62,682       151,477      203,989

    Europe Region (Includes Middle East and Africa)
    -----------------------------------------------
      Europe*               5,058         8,481        27,952       34,284
      Other                 2,941         1,006         4,733        3,483
                            -----         -----         -----        -----
        Total Europe
         Region             7,999         9,487        32,685       37,767

    Asia Pacific Region
    -------------------
      Japan                 3,948         4,697        10,240       11,502
      Other                 2,184         2,310         7,235        7,722
                            -----         -----         -----        -----
        Total Asia Pacific
         Region             6,132         7,007        17,475       19,224

    Latin America
     Region                 1,454         1,776         4,243        6,034
    -------------           -----         -----         -----        -----

        Total Worldwide
         Retail Sales      63,729        80,952       205,880      267,014
                           ======        ======       =======      =======

    Data Source (subject to update)
    -------------------------------
    Data source for all 2008 and 2009 retail sales figures shown above is
    sales warranty and registration information provided by Harley-Davidson
    dealers and compiled by the Company.  The Company must rely on information
    that its dealers supply concerning retail sales, and this information is
    subject to revision.

    Only Harley-Davidson( R ) motorcycles are included in the Harley-Davidson
    Motorcycle Sales data.

    * Data for Europe include Austria, Belgium, Denmark, Finland, France,
    Germany, Greece, Italy, Netherlands, Norway, Portugal, Spain, Sweden,
    Switzerland, and the United Kingdom.



                          Heavyweight Market Data

                              Nine months ended
                         September 27, September 28,
                             2009          2008
                             ----          ----
    United States(1)        260,842       425,732

                            Eight months ended
                          August 31,    August 31,
                             2009          2008
                             ----          ----
    Europe(2)              253,694       317,065

    1 - United States industry data includes 651+cc models, derived from
    submission of motorcycle retail sales by each major manufacturer to an
    independent third party.  This data is subject to revision and update.  As
    of the second quarter 2009, industry data includes three-wheeled vehicles
    retroactive to 2008.

    2 - Europe data includes Austria, Belgium, Denmark, Finland, France,
    Germany, Greece, Italy, Netherlands, Norway, Portugal, Spain, Sweden,
    Switzerland, and the United Kingdom.  Industry retail motorcycle
    registration data includes 651+cc models, derived from information
    provided by Giral S.A., an independent agency.  Europe market data is
    reported on a one-month lag.  This data is subject to revision and update.




SOURCE Harley-Davidson, Inc.