UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May 2, 2008
THE
TORO COMPANY
(Exact
name of registrant as specified in its charter)
|
Delaware
|
1-8649
|
41-0580470
|
|
(State
of Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification Number)
|
|
8111
Lyndale Avenue South
Bloomington,
Minnesota
(Address
of principal executive offices)
|
55420
(Zip Code)
|
Registrant’s
telephone number, including area code: (952) 888-8801
Not
Applicable
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section
7 — Regulation FD
Item
7.01 Regulation FD Disclosure.
On May 2,
2008, The Toro Company announced revised net earnings per share guidance for the
three months ended May 2, 2008 and also announced revised net earnings per share
and revenue guidance for the full fiscal year ending October 31, 2008. Attached
to this Current Report on Form 8-K as Exhibit 99.1 is a copy of The Toro
Company’s press release in connection with the announcement. The information in
this Item 7.01, including the exhibit attached hereto, is furnished pursuant to
Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933 or the Securities Exchange Act of 1934, except
as shall be expressly set forth by specific reference in such
filing.
Section
9 — Financial Statements and Exhibits
Item
9.01 Financial Statements and
Exhibits
(d) Exhibits.
|
Exhibit
No.
|
Description
|
|
99.1
|
Press
release dated May 2, 2008 (furnished
herewith).
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
THE TORO
COMPANY
(Registrant)
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Date: May
2, 2008
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By
/s/ Stephen P.
Wolfe
|
|
Stephen
P. Wolfe
|
|
|
Vice
President, Finance
|
|
|
and
Chief Financial Officer
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|
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(duly
authorized officer and principal financial
officer)
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EXHIBIT
INDEX
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EXHIBIT
NUMBER
|
DESCRIPTION
|
|
99.1
|
Press
release dated May 2, 2008 (furnished
herewith).
|
Investor
Relations
John
Wright
Director,
Investor Relations
(952)
887-8865, invest@toro.com
Media
Relations
Branden
Happel
Manager,
Public Relations
(952)
887-8930, pr@toro.com
www.thetorocompany.com
For
Immediate Release
TORO REVISES EARNINGS
OUTLOOK
Weak
Economic Conditions, Late Spring and a Reduction of Channel Inventory Dampen
Results
BLOOMINGTON,
Minn. (May 2, 2008) – The Toro Company (NYSE: TTC) said today that it now
expects net earnings per share for its fiscal second quarter ending May 2, 2008
to range from $1.55 to $1.60 compared to its previous guidance for the period of
$1.87 to $1.93. In the comparable fiscal 2007 period, the company reported net
earnings per share of $1.77.
Weak
economic conditions, a late-arriving spring in much of the country, and cautious
ordering by the company’s domestic customers has resulted in lower than expected
domestic shipments. “We are disappointed in having to reduce our
earnings outlook, but we believe these market conditions will persist for the
remainder of the year. We continue to take prudent actions to manage
through these challenging times by addressing spending, production adjustments
and working capital management,” said Michael J. Hoffman, Toro’s chairman and
chief executive officer.
For the
fiscal year ending October 31, 2008, the company said it now expects net
earnings per share to be even to down 5 percent from the previous fiscal year’s
$3.40, on approximately flat revenues. Toro will release second quarter earnings
on May 22, 2008 and will discuss its results in greater detail at that
time.
The Toro
Company is a leading worldwide provider of outdoor maintenance and
beautification products for home, recreation and commercial
landscapes.
--more--
2—Toro
Adjusts Earnings Outlook
Safe
Harbor
Statements
made in this news release, which are forward-looking, are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements involve risks and uncertainties that could cause
actual results to differ materially from those projected or implied. These
uncertainties include factors that affect all businesses operating in a global
market as well as matters specific to Toro. Particular risks and uncertainties
that may affect the company’s operating results or overall financial position at
the present include: slow growth rates in global and domestic economies,
resulting in rising unemployment and weakened consumer confidence; the threat of
further terrorist acts and war, which may result in contraction of the U.S. and
worldwide economies; fluctuations in the cost and availability of raw materials,
including steel, resins and other commodities; rising fuel and other costs of
transportation; the impact of abnormal weather patterns and natural disasters;
the level of growth in our markets, including the golf market; reduced
government spending for grounds maintenance equipment due to reduced tax revenue
and tighter government budgets; dependence on The Home Depot as a customer for
the residential segment; elimination of shelf space for our products at
retailers; inventory adjustments or changes in purchasing patterns by our
customers; market acceptance of existing and new products; increased
competition; our ability to achieve the goals for our current three-year growth,
profit and asset management initiative called “GrowLean” which is intended to
improve our revenue growth, after-tax return on sales and working capital
efficiency; our increased dependence on international sales and the risks
attendant to international operations; interest rates and currency movements
including, in particular, our exposure to foreign currency risk; our
relationships with our distribution channel partners, including the financial
viability of distributors and dealers; our ability to successfully achieve our
plans for and integrate acquisitions and manage alliances; the costs and effects
of complying with changes in tax, fiscal, government and other regulatory
policies, including rules relating to environmental, health and safety matters;
unforeseen product quality problems in the development, production and usage of
new and existing products; loss of or changes in executive management or key
employees; ability of management to manage around unplanned events; our reliance
on our intellectual property rights and the absence of infringement of the
intellectual property rights of others; the occurrence of litigation
or claims, including the previously disclosed pending litigation against the
company and other defendants that challenges the horsepower ratings of
lawnmowers, of which the company is currently unable to assess whether the
litigation would have a material adverse effect on the company’s consolidated
operating results or financial condition, although an adverse result might be
material to operating results in a particular reporting period. In
addition to the factors set forth in this paragraph, market, economic,
financial, competitive, weather, production and other factors identified in
Toro's quarterly and annual reports filed with the Securities and Exchange
Commission, could affect the forward-looking statements in this press release.
Toro undertakes no obligation to update forward-looking statements made in this
release to reflect events or circumstances after the date of this
statement.
###