UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ |
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended June 30, 2018
Commission File No. 001-14817
PACCAR Inc
(Exact name of registrant as specified in its charter)
Delaware |
91-0351110 |
(State or other jurisdiction of |
(I.R.S. Employer Identification No.) |
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777 - 106th Ave. N.E., Bellevue, WA |
98004 |
(Address of principal executive offices) |
(Zip Code) |
(425) 468-7400
(Registrant's telephone number, including area code)
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 ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b‑2 of the Exchange Act.
Large accelerated filer |
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Accelerated filer |
☐ |
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Non-accelerated filer |
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Smaller reporting company |
☐ |
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Emerging growth company |
☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Common Stock, $1 par value — 350,543,255 shares as of July 31, 2018
PACCAR Inc – Form 10-Q
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Page |
PART I. |
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ITEM 1. |
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3 |
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Consolidated Balance Sheets – |
4 |
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6 |
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7 |
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ITEM 2. |
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
31 |
ITEM 3. |
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47 |
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ITEM 4. |
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47 |
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PART II. |
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47 |
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ITEM 1. |
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47 |
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ITEM 1A. |
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47 |
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ITEM 2. |
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47 |
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ITEM 6. |
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48 |
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48 |
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51 |
- 2 -
PACCAR Inc – Form 10-Q
PART I – FINANCIAL INFORMATION
Consolidated Statements of Comprehensive Income (Unaudited)
(Millions Except Per Share Amounts)
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Three Months Ended |
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Six Months Ended |
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June 30 |
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June 30 |
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2018 |
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2017 |
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2018 |
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2017 |
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TRUCK, PARTS AND OTHER: |
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Net sales and revenues |
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$ |
5,467.2 |
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$ |
4,397.9 |
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$ |
10,789.0 |
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$ |
8,333.6 |
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Cost of sales and revenues |
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4,647.3 |
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3,764.0 |
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9,182.8 |
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7,154.9 |
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Research and development |
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76.7 |
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66.1 |
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152.7 |
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127.1 |
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Selling, general and administrative |
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127.0 |
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111.8 |
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264.1 |
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226.3 |
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Interest and other (income), net |
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(16.4 |
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(11.9 |
) |
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(35.1 |
) |
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(25.9 |
) |
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4,834.6 |
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3,930.0 |
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9,564.5 |
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7,482.4 |
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Truck, Parts and Other Income Before Income Taxes |
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632.6 |
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467.9 |
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1,224.5 |
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851.2 |
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FINANCIAL SERVICES: |
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Interest and fees |
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121.6 |
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104.2 |
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237.3 |
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206.4 |
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Operating lease, rental and other revenues |
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216.4 |
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202.1 |
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432.9 |
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402.1 |
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Revenues |
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338.0 |
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306.3 |
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670.2 |
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608.5 |
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Interest and other borrowing expenses |
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45.7 |
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37.4 |
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87.0 |
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71.5 |
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Depreciation and other expenses |
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185.5 |
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172.8 |
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371.9 |
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352.5 |
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Selling, general and administrative |
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29.8 |
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26.9 |
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60.9 |
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52.6 |
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Provision for losses on receivables |
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4.6 |
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6.8 |
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10.5 |
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12.7 |
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265.6 |
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243.9 |
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530.3 |
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489.3 |
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Financial Services Income Before Income Taxes |
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72.4 |
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62.4 |
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139.9 |
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119.2 |
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Investment income |
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14.6 |
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8.7 |
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24.6 |
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16.8 |
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Total Income Before Income Taxes |
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719.6 |
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539.0 |
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1,389.0 |
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987.2 |
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Income taxes |
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160.0 |
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166.0 |
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317.3 |
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303.9 |
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Net Income |
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$ |
559.6 |
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$ |
373.0 |
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$ |
1,071.7 |
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$ |
683.3 |
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Net Income Per Share |
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Basic |
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$ |
1.59 |
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$ |
1.06 |
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$ |
3.04 |
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$ |
1.94 |
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Diluted |
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$ |
1.59 |
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$ |
1.06 |
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$ |
3.04 |
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$ |
1.94 |
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Weighted Average Number of Common Shares Outstanding |
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Basic |
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351.7 |
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351.8 |
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352.1 |
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351.7 |
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Diluted |
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352.5 |
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352.7 |
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353.0 |
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352.7 |
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Dividends declared per share |
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$ |
.28 |
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$ |
.25 |
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$ |
.53 |
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$ |
.49 |
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Comprehensive Income |
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$ |
384.2 |
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$ |
505.8 |
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$ |
971.6 |
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$ |
886.2 |
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See Notes to Consolidated Financial Statements.
- 3 -
PACCAR Inc – Form 10-Q
Consolidated Balance Sheets (Millions)
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June 30 |
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December 31 |
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2018 |
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2017* |
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(Unaudited) |
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ASSETS |
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TRUCK, PARTS AND OTHER: |
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Current Assets |
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Cash and cash equivalents |
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$ |
2,411.5 |
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$ |
2,254.8 |
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Trade and other receivables, net |
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1,546.9 |
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1,127.9 |
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Marketable debt securities |
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1,033.3 |
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1,367.1 |
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Inventories, net |
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1,258.5 |
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928.4 |
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Other current assets |
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492.9 |
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404.4 |
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Total Truck, Parts and Other Current Assets |
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6,743.1 |
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6,082.6 |
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Equipment on operating leases, net |
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711.0 |
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1,265.7 |
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Property, plant and equipment, net |
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2,397.4 |
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2,464.4 |
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Other noncurrent assets, net |
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673.4 |
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425.2 |
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Total Truck, Parts and Other Assets |
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10,524.9 |
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10,237.9 |
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FINANCIAL SERVICES: |
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Cash and cash equivalents |
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95.3 |
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109.9 |
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Finance and other receivables, net |
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10,185.5 |
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9,697.1 |
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Equipment on operating leases, net |
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2,781.4 |
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2,876.3 |
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Other assets |
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568.7 |
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519.0 |
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Total Financial Services Assets |
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13,630.9 |
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13,202.3 |
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$ |
24,155.8 |
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$ |
23,440.2 |
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* |
The December 31, 2017 consolidated balance sheet has been derived from audited financial statements. |
See Notes to Consolidated Financial Statements.
- 4 -
PACCAR Inc – Form 10-Q
Consolidated Balance Sheets (Millions)
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June 30 |
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December 31 |
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2018 |
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2017* |
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(Unaudited) |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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TRUCK, PARTS AND OTHER: |
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Current Liabilities |
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Accounts payable, accrued expenses and other |
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$ |
3,096.0 |
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$ |
2,569.5 |
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Dividend payable |
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422.1 |
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Total Truck, Parts and Other Current Liabilities |
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3,096.0 |
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2,991.6 |
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Residual value guarantees and deferred revenues |
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758.2 |
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1,339.0 |
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Other liabilities |
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1,115.3 |
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939.8 |
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Total Truck, Parts and Other Liabilities |
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4,969.5 |
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5,270.4 |
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FINANCIAL SERVICES: |
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Accounts payable, accrued expenses and other |
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517.1 |
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466.2 |
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Commercial paper and bank loans |
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3,130.6 |
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2,933.9 |
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Term notes |
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6,077.1 |
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5,945.5 |
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Deferred taxes and other liabilities |
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682.1 |
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773.7 |
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Total Financial Services Liabilities |
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10,406.9 |
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10,119.3 |
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STOCKHOLDERS' EQUITY: |
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Preferred stock, no par value - authorized 1.0 million shares, none issued |
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Common stock, $1 par value - authorized 1.2 billion shares, issued 352.2 and 351.8 million shares |
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352.2 |
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351.8 |
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Additional paid-in capital |
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143.8 |
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123.2 |
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Treasury stock, at cost - 1.5 million and nil shares |
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(94.2 |
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Retained earnings |
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9,271.3 |
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8,369.1 |
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Accumulated other comprehensive loss |
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(893.7 |
) |
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(793.6 |
) |
Total Stockholders' Equity |
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8,779.4 |
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8,050.5 |
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$ |
24,155.8 |
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$ |
23,440.2 |
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* |
The December 31, 2017 consolidated balance sheet has been derived from audited financial statements. |
See Notes to Consolidated Financial Statements.
- 5 -
PACCAR Inc – Form 10-Q
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Millions)
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Six Months Ended |
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June 30 |
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2018 |
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2017 |
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OPERATING ACTIVITIES: |
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Net income |
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$ |
1,071.7 |
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$ |
683.3 |
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Adjustments to reconcile net income to cash provided by operations: |
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Depreciation and amortization: |
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Property, plant and equipment |
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179.8 |
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151.5 |
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Equipment on operating leases and other |
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362.0 |
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376.7 |
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Provision for losses on financial services receivables |
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10.5 |
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12.7 |
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Other, net |
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(2.7 |
) |
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(8.8 |
) |
Pension contributions |
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(80.7 |
) |
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(10.4 |
) |
Change in operating assets and liabilities: |
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Trade and other receivables |
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(518.7 |
) |
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(425.2 |
) |
Wholesale receivables on new trucks |
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(234.5 |
) |
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(176.0 |
) |
Sales-type finance leases and dealer direct loans on new trucks |
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38.5 |
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105.8 |
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Inventories |
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(388.5 |
) |
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(126.8 |
) |
Accounts payable and accrued expenses |
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661.4 |
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422.2 |
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Income taxes, warranty and other |
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99.7 |
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180.2 |
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Net Cash Provided by Operating Activities |
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1,198.5 |
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1,185.2 |
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INVESTING ACTIVITIES: |
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Originations of retail loans and direct financing leases |
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(1,930.1 |
) |
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(1,347.5 |
) |
Collections on retail loans and direct financing leases |
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1,464.9 |
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1,324.0 |
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Net decrease in wholesale receivables on used equipment |
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15.3 |
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1.6 |
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Purchases of marketable debt securities |
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(252.3 |
) |
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(435.3 |
) |
Proceeds from sales and maturities of marketable debt securities |
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569.2 |
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|
359.0 |
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Payments for property, plant and equipment |
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(221.6 |
) |
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(188.3 |
) |
Acquisitions of equipment for operating leases |
|
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(697.0 |
) |
|
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(728.0 |
) |
Proceeds from asset disposals |
|
|
308.3 |
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|
|
244.2 |
|
Other, net |
|
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(1.9 |
) |
|
|
|
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Net Cash Used in Investing Activities |
|
|
(745.2 |
) |
|
|
(770.3 |
) |
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|
|
|
|
|
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FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
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Payments of cash dividends |
|
|
(608.5 |
) |
|
|
(382.5 |
) |
Purchases of treasury stock |
|
|
(94.2 |
) |
|
|
|
|
Proceeds from stock compensation transactions |
|
|
10.9 |
|
|
|
18.8 |
|
Net increase in commercial paper and short-term bank loans |
|
|
230.1 |
|
|
|
336.9 |
|
Proceeds from term debt |
|
|
1,327.7 |
|
|
|
959.8 |
|
Payments on term debt |
|
|
(1,144.6 |
) |
|
|
(1,440.8 |
) |
Net Cash Used in Financing Activities |
|
|
(278.6 |
) |
|
|
(507.8 |
) |
Effect of exchange rate changes on cash |
|
|
(32.6 |
) |
|
|
57.0 |
|
Net Increase (Decrease) in Cash and Cash Equivalents |
|
|
142.1 |
|
|
|
(35.9 |
) |
Cash and cash equivalents at beginning of period |
|
|
2,364.7 |
|
|
|
1,915.7 |
|
Cash and cash equivalents at end of period |
|
$ |
2,506.8 |
|
|
$ |
1,879.8 |
|
See Notes to Consolidated Financial Statements.
- 6 -
PACCAR Inc – Form 10-Q
Notes to Consolidated Financial Statements (Unaudited) |
(Millions, Except Share Amounts) |
NOTE A - Basis of Presentation
The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) 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 GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. For further information, refer to the consolidated financial statements and footnotes included in PACCAR Inc’s (PACCAR or the Company) Annual Report on Form 10‑K for the year ended December 31, 2017.
Earnings per Share: Basic earnings per common share are computed by dividing earnings by the weighted average number of common shares outstanding, plus the effect of any participating securities. Diluted earnings per common share are computed assuming that all potentially dilutive securities are converted into common shares under the treasury stock method. The dilutive and antidilutive options are shown separately in the table below.
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Three Months Ended |
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Six Months Ended |
|
||||||||||
|
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June 30 |
|
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June 30 |
|
||||||||||
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2018 |
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2017 |
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2018 |
|
|
2017 |
|
||||
Additional shares |
|
|
779,300 |
|
|
|
933,300 |
|
|
|
897,300 |
|
|
|
1,013,700 |
|
Antidilutive options |
|
|
1,175,100 |
|
|
|
616,800 |
|
|
|
1,173,700 |
|
|
|
649,300 |
|
New Accounting Pronouncements
New Revenue Standard
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers, including subsequently issued ASUs to clarify the implementation guidance in ASU 2014-09. Under the new revenue recognition model, a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company adopted this ASU for outstanding contracts on a modified retrospective basis on January 1, 2018.
The most significant effect of the standard relates to certain trucks sold in Europe that are subject to a residual value guarantee (RVG) and were accounted for as an operating lease in the Truck, Parts and Other section of the Company’s Consolidated Balance Sheets. Prior to the adoption of ASU 2014-09, these sales were recognized on a straight-line basis over the guarantee period. Under the new standard, revenues are recognized upon transfer of control for certain of these RVG contracts that allow customers the option to return their truck and for which there is no economic incentive to do so. The estimate of customers’ economic incentive to return the truck is based on an analysis of historical guaranteed buyback value and estimated market value. A return asset and liability is recognized for estimated returns. Return rates are estimated by using a historical weighted average return rate over a four-year period. Also as required by the new standard, the Company recognized an asset for the value of expected returned aftermarket parts which had previously been netted with the related liabilities.
The cumulative effect of the changes made to the Company’s Consolidated Balance Sheet on January 1, 2018 for the adoption of ASU 2014-09 was as follows:
|
|
BALANCE AT DECEMBER 31, 2017 |
|
|
CHANGE DUE TO NEW STANDARD |
|
|
BALANCE AT JANUARY 1, 2018 |
|
|||
Consolidated Balance Sheets |
|
|
|
|
|
|
|
|
|
|
|
|
TRUCK, PARTS AND OTHER: |
|
|
|
|
|
|
|
|
|
|
|
|
Other current assets |
|
$ |
404.4 |
|
|
$ |
100.0 |
|
|
$ |
504.4 |
|
Equipment on operating assets, net |
|
|
1,265.7 |
|
|
|
(668.8 |
) |
|
|
596.9 |
|
Other noncurrent assets, net |
|
|
425.2 |
|
|
|
115.0 |
|
|
|
540.2 |
|
Accounts payable, accrued expenses and other |
|
|
2,569.5 |
|
|
|
103.1 |
|
|
|
2,672.6 |
|
Residual value guarantees and deferred revenue |
|
|
1,339.0 |
|
|
|
(703.8 |
) |
|
|
635.2 |
|
Other liabilities |
|
|
939.8 |
|
|
|
129.8 |
|
|
|
1,069.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
Retained earnings |
|
|
8,369.1 |
|
|
|
17.1 |
|
|
|
8,386.2 |
|
- 7 -
PACCAR Inc – Form 10-Q
Notes to Consolidated Financial Statements (Unaudited) |
(Millions, Except Share Amounts) |
The following reconciles pro forma amounts as they would have been reported under the prior standard to current reporting:
Three Months Ended June 30, 2018 |
|
PRO FORMA UNDER PRIOR STANDARD |
|
|
EFFECTS OF NEW STANDARD |
|
|
CURRENTLY REPORTED |
|
|||
Consolidated Statements of Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
TRUCK, PARTS AND OTHER: |
|
|
|
|
|
|
|
|
|
|
|
|
Net sales and revenues |
|
$ |
5,453.1 |
|
|
$ |
14.1 |
|
|
$ |
5,467.2 |
|
Cost of sales and revenues |
|
|
4,636.0 |
|
|
|
11.3 |
|
|
|
4,647.3 |
|
Truck, Parts and Other Income Before Income Taxes |
|
|
629.8 |
|
|
|
2.8 |
|
|
|
632.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income Before Income Taxes |
|
|
716.8 |
|
|
|
2.8 |
|
|
|
719.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes |
|
|
159.3 |
|
|
|
.7 |
|
|
|
160.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
557.5 |
|
|
|
2.1 |
|
|
|
559.6 |
|
Comprehensive Income |
|
|
383.4 |
|
|
|
.8 |
|
|
|
384.2 |
|
Six Months Ended June 30, 2018 |
|
PRO FORMA UNDER PRIOR STANDARD |
|
|
EFFECTS OF NEW STANDARD |
|
|
CURRENTLY REPORTED |
|
|||
Consolidated Statements of Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
TRUCK, PARTS AND OTHER: |
|
|
|
|
|
|
|
|
|
|
|
|
Net sales and revenues |
|
$ |
10,767.3 |
|
|
$ |
21.7 |
|
|
$ |
10,789.0 |
|
Cost of sales and revenues |
|
|
9,168.3 |
|
|
|
14.5 |
|
|
|
9,182.8 |
|
Truck, Parts and Other Income Before Income Taxes |
|
|
1,217.3 |
|
|
|
7.2 |
|
|
|
1,224.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Income Before Income Taxes |
|
|
1,381.8 |
|
|
|
7.2 |
|
|
|
1,389.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes |
|
|
315.5 |
|
|
|
1.8 |
|
|
|
317.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
1,066.3 |
|
|
|
5.4 |
|
|
|
1,071.7 |
|
Comprehensive Income |
|
|
966.9 |
|
|
|
4.7 |
|
|
|
971.6 |
|
At June 30, 2018 |
|
PRO FORMA UNDER PRIOR STANDARD |
|
|
EFFECTS OF NEW STANDARD |
|
|
CURRENTLY REPORTED |
|
|||
Consolidated Balance Sheets |
|
|
|
|
|
|
|
|
|
|
|
|
TRUCK, PARTS AND OTHER: |
|
|
|
|
|
|
|
|
|
|
|
|
Other current assets |
|
$ |
383.9 |
|
|
$ |
109.0 |
|
|
$ |
492.9 |
|
Equipment on operating leases, net |
|
|
1,426.3 |
|
|
|
(715.3 |
) |
|
|
711.0 |
|
Other noncurrent assets, net |
|
|
543.5 |
|
|
|
129.9 |
|
|
|
673.4 |
|
Accounts payable, accrued expenses and other |
|
|
2,983.9 |
|
|
|
112.1 |
|
|
|
3,096.0 |
|
Residual value guarantees and deferred revenue |
|
|
1,513.8 |
|
|
|
(755.6 |
) |
|
|
758.2 |
|
Other liabilities |
|
|
970.0 |
|
|
|
145.3 |
|
|
|
1,115.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
STOCKHOLDERS' EQUITY: |
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders' equity |
|
|
8,757.6 |
|
|
|
21.8 |
|
|
|
8,779.4 |
|
- 8 -
PACCAR Inc – Form 10-Q
Notes to Consolidated Financial Statements (Unaudited) |
(Millions, Except Share Amounts) |
New Pension Standard
In March 2017, FASB issued ASU 2017-07 Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost. The amendment disaggregates the service cost component from non-service cost components of pension expense and prescribes where to present the various components of pension cost on the income statement. This ASU also allows only the service cost component to be eligible for capitalization, when applicable (e.g. as a cost of manufactured inventory or self-constructed assets). The Company adopted this ASU in January 2018 and accordingly applied the income statement presentation of service and non-service components of pension expense retrospectively and the capitalization of service cost prospectively. Adoption of this ASU had no impact on net income. The retrospective application of this ASU had the following effects on the Consolidated Statement of Comprehensive Income:
Three Months Ended June 30, 2017 |
|
PREVIOUSLY REPORTED |
|
|
EFFECTS OF NEW STANDARD |
|
|
CURRENTLY REPORTED |
|
|||
Consolidated Statements of Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
TRUCK, PARTS AND OTHER: |
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales and revenues |
|
$ |
3,755.2 |
|
|
$ |
8.8 |
|
|
$ |
3,764.0 |
|
Selling, general and administrative |
|
|
107.8 |
|
|
|
4.0 |
|
|
|
111.8 |
|
Interest and other (income), net |
|
|
1.5 |
|
|
|
(13.4 |
) |
|
|
(11.9 |
) |
Truck, Parts and Other Income Before Income Taxes |
|
|
467.3 |
|
|
|
.6 |
|
|
|
467.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCIAL SERVICES: |
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative |
|
|
26.3 |
|
|
|
.6 |
|
|
|
26.9 |
|
Financial Services Income Before Income Taxes |
|
|
63.0 |
|
|
|
(.6 |
) |
|
|
62.4 |
|
Six Months Ended June 30, 2017 |
|
PREVIOUSLY REPORTED |
|
|
EFFECTS OF NEW STANDARD |
|
|
CURRENTLY REPORTED |
|
|||
Consolidated Statements of Comprehensive Income |
|
|
|
|
|
|
|
|
|
|
|
|
TRUCK, PARTS AND OTHER: |
|
|
|
|
|
|
|
|
|
|
|
|