PACCAR 10-Q 2023-09-30

Filed 2023-11-02. 8 sections, 224K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

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 September 30, 2023

OR

☐Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission File No. 001-14817

PACCAR Inc

(Exact name of registrant as specified in its charter)

Delaware91-0351110
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
777 - 106th Ave. N.E.****, Bellevue**,** WA98004
(Address of principal executive offices)(Zip Code)

(425) 468-7400

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common stock, $1 par valuePCARThe Nasdaq Stock Market

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 every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit 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☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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 — 523,075,842 shares as of October 30, 2023

PACCAR Inc – Form 10-Q

INDEX

Page
PART I.FINANCIAL INFORMATION:
ITEM 1.FINANCIAL STATEMENTS:
Consolidated Statements of Comprehensive Income – Three and Nine Months Ended September 30, 2023 and 2022 (Unaudited)3
Consolidated Balance Sheets – September 30, 2023 (Unaudited) and December 31, 20224
Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2023 and 2022 (Unaudited)6
Consolidated Statements of Stockholders’ Equity – Three and Nine Months Ended September 30, 2023 and 2022 (Unaudited)7
Notes to Consolidated Financial Statements (Unaudited)8
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS33
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK50
ITEM 4.CONTROLS AND PROCEDURES50
PART II.OTHER INFORMATION:
ITEM 1.LEGAL PROCEEDINGS51
ITEM 1A.RISK FACTORS51
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES51
ITEM 3.DEFAULTS UPON SENIOR SECURITIES51
ITEM 4.MINE SAFETY DISCLOSURES51
ITEM 5.OTHER INFORMATION51
ITEM 6.EXHIBITS52
INDEX TO EXHIBITS52
SIGNATURE55

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PART I – FINANCI****AL INFORMATION

Item 1. FINANCIAL STATEMENTS

Consolidated Statements of Com****prehensive Income (Unaudited)

(Millions, Except Per Share Amounts)

Three Months EndedNine Months Ended
September 30September 30
2023202220232022
TRUCK, PARTS AND OTHER:
Net sales and revenues$8,232.3$6,687.0$24,723.7$19,579.6
Cost of sales and revenues6,626.75,689.319,971.516,785.8
Research and development103.582.9302.0241.3
Selling, general and administrative143.6137.7448.3430.6
Interest and other (income) expense, net**(**16.3)(35.0)544.8(89.4)
6,857.55,874.921,266.617,368.3
Truck, Parts and Other Income Before Income Taxes1,374.8812.13,457.12,211.3
FINANCIAL SERVICES:
Interest and fees269.8160.4716.5443.6
Operating lease, rental and other revenues194.3211.5610.6667.0
Revenues464.1371.91,327.11,110.6
Interest and other borrowing expenses138.555.8347.8142.0
Depreciation and other expenses146.9137.4427.0426.3
Selling, general and administrative38.733.3110.9100.9
Provision for losses on receivables6.2(.8)14.13.8
330.3225.7899.8673.0
Financial Services Income Before Income Taxes133.8146.2427.3437.6
Investment income80.821.4192.524.3
Total Income Before Income Taxes1,589.4979.74,076.92,673.2
Income taxes360.9210.3893.4582.9
Net Income$1,228.5$769.4$3,183.5$2,090.3
Net Income Per Share
Basic$2.35$1.47$6.08$4.00
Diluted$2.34$1.47$6.07$3.99
Weighted Average Number of Common Shares Outstanding
Basic524.1522.7523.8522.5
Diluted525.3523.3524.8523.3
Comprehensive Income$1,068.7$488.0$3,199.3$1,618.3

See Notes to Consolidated Financial Statements.

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Consolidated Balance Sheets (Millions)

September 30December 31
20232022 *
(Unaudited)
ASSETS
TRUCK, PARTS AND OTHER:
Current Assets
Cash and cash equivalents$5,696.9$4,544.7
Trade and other receivables, net (allowance for losses: 2023 - $.8, 2022 - $.6)2,303.61,919.8
Marketable securities1,743.11,614.2
Inventories, net2,622.42,198.8
Other current assets710.5682.0
Total Truck, Parts and Other Current Assets13,076.510,959.5
Equipment on operating leases, net146.7190.8
Property, plant and equipment, net3,613.73,468.4
Other noncurrent assets, net1,642.31,477.2
Total Truck, Parts and Other Assets18,479.216,095.9
FINANCIAL SERVICES:
Cash and cash equivalents209.4146.2
Finance and other receivables, net (allowance for losses: 2023 - $124.8, 2022 - $121.1)16,260.413,791.9
Equipment on operating leases, net2,189.42,612.5
Other assets901.1629.0
Total Financial Services Assets19,560.317,179.6
$38,039.5$33,275.5
  • The December 31, 2022 consolidated balance sheet has been derived from audited financial statements.

See Notes to Consolidated Financial Statements.

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Consolidated Balance Sheets (Millions)

September 30December 31
20232022 *
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
TRUCK, PARTS AND OTHER:
Current Liabilities
Accounts payable, accrued expenses and other$5,237.9$4,511.7
Dividend payable974.6
Total Truck, Parts and Other Current Liabilities5,237.95,486.3
Residual value guarantees and deferred revenues162.4209.2
Other liabilities1,971.01,490.1
Total Truck, Parts and Other Liabilities7,371.37,185.6
FINANCIAL SERVICES:
Accounts payable, accrued expenses and other1,074.1826.8
Commercial paper and bank loans5,019.23,604.9
Term notes7,906.47,866.7
Deferred taxes and other liabilities645.4624.4
Total Financial Services Liabilities14,645.112,922.8
STOCKHOLDERS' EQUITY:
Preferred stock, no par value - authorized 1.0 million shares, none issued
Common stock, $1 par value - authorized 1.2 billion shares, issued 523.1 and 522.0 million shares523.1522.0
Additional paid-in capital258.3196.1
Treasury stock, at cost - .04 million and nil shares**(**3.1)
Retained earnings16,182.413,402.4
Accumulated other comprehensive loss**(**937.6

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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW:

PACCAR is a global technology company whose Truck segment includes the design and manufacture of high-quality light-, medium- and heavy-duty commercial trucks. In North America, trucks are sold under the Kenworth and Peterbilt nameplates, in Europe, under the DAF nameplate and in Australia and South America, under the Kenworth and DAF nameplates. The Parts segment includes the distribution of aftermarket parts for trucks and related commercial vehicles. The Company’s Financial Services segment derives its earnings primarily from financing or leasing PACCAR products in North America, Europe, Australia and South America. The Company’s Other business includes the manufacturing and marketing of industrial winches.

Third Quarter Financial Highlights:

Worldwide net sales and revenues were $8.70 billion in 2023 compared to $7.06 billion in 2022, primarily due to higher truck and parts revenues.

Truck revenues were $6.64 billion in 2023 compared to $5.20 billion in 2022, reflecting higher truck deliveries and price realization in all markets.

Parts sales were $1.58 billion in 2023 compared to $1.47 billion in 2022, primarily reflecting higher price realization in the U.S. and Europe.

Financial Services revenues were $464.1 million in 2023 compared to $371.9 million in 2022, primarily due to portfolio growth and higher portfolio yields.

Net income was $1.23 billion ($2.34 per diluted share) in 2023 compared to $769.4 million ($1.47 per diluted share) in 2022 due to higher Truck and Parts operating results.

Capital investments were $174.5 million in 2023 compared to $115.0 million in 2022.

Research and development (R&D) expenses were $103.5 million in 2023 compared to $82.9 million in 2022.

First Nine Months Financial Highlights:

Worldwide net sales and revenues were $26.05 billion in 2023 compared to $20.69 billion in 2022, primarily due to higher truck and parts revenues.

Truck revenues were $19.88 billion in 2023 compared to $15.23 billion in 2022, primarily due to higher truck deliveries and price realization in all markets.

Parts sales were $4.80 billion in 2023 compared to $4.30 billion in 2022 reflecting higher price realization in all markets.

Financial Services revenues were $1.33 billion in 2023 compared to $1.11 billion in 2022, primarily due to portfolio growth and higher portfolio yields.

Net income was $3.18 billion ($6.07 per diluted share) in 2023 compared to $2.09 billion ($3.99 per diluted share) in 2022 due to higher Truck and Parts operating results.

Adjusted net income (non-GAAP), excluding a $446.4 million after-tax non-recurring charge related to civil litigation in Europe in the first quarter of this year, was $3.63 billion ($6.92 per diluted share). See Reconciliation of GAAP to Non-GAAP Financial Measures on page 48.

Capital investments were $486.5 million in 2023 compared to $349.5 million in 2022.

Research and development (R&D) expenses were $302.0 million in 2023 compared to $241.3 million in 2022.

PACCAR has begun construction of a new 240,000 square-foot PACCAR Parts Distribution Center (PDC) to be opened in Massbach, Germany, in 2024. This PDC will improve parts delivery to dealers and customers in the region.

PACCAR, Cummins, Daimler Trucks and EVE Energy are partnering to create state of the art commercial vehicle battery cell production in the United States. The joint venture partners expect growing demand for zero emissions vehicles throughout the decade. The planned battery cell factory will provide cost effective scale and industry leading battery cell technology, which will benefit our commercial vehicle customers. The total investment is expected to be in the range of $2-3 billion, subject to regulatory approval, for

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the 21-gigawatt hour (GWh) factory, of which PACCAR's share is 30%. PACCAR, Cummins and Daimler Truck will each own 30% of the joint venture, which will initially focus on the lithium-iron-phosphate (LFP) battery technology for commercial battery-electric trucks. EVE Energy will serve as the technology partner in the joint venture with 10% ownership and will contribute its industry leading battery cell design and manufacturing expertise.

The PACCAR Financial Services (PFS) group of companies has operations covering four continents and 26 countries. The global breadth of PFS and its rigorous credit application process support a portfolio of loans and leases with total assets of $19.56 billion. PFS issued $2.14 billion in medium-term notes during the first nine months of 2023 to support new business volume and repay maturing debt.

Truck Outlook

Truck industry heavy-duty retail sales in the U.S. and Canada in 2023 are expected to be 295,000 to 315,000 units compared to 283,500 in 2022. Estimates for the U.S. and Canada truck industry retail sales in 2024 are in the range of 260,000 to 300,000 units. In Europe, 2023 truck industry registrations for over 16-tonne vehicles are expected to be 310,000 to 330,000 units compared to 297,500 in 2022. The European truck industry registrations in the above 16-tonne truck market for 2024 are projected to be in a range of 260,000 to 300,000. In South America, heavy-duty truck industry registrations in 2023 are projected to be 105,000 to 115,000 as compared to 137,100 in 2022, and in a similar range in 2024.

The Company has been affected by an industry-wide undersupply of component parts and anticipates the shortages may continue to affect deliveries in 2023.

Parts Outlook

In 2023, PACCAR Parts sales are expected to increase 10-13% compared to 2022 levels reflecting good retail demand. In 2024, PACCAR Parts sales could increase 4-8% from 2023 levels, depending on economic conditions.

Financial Services Outlook

In 2023, average earning assets are expected to increase 8-10% compared to 2022 due to strong new business volume and dealer wholesale financing. If current freight transportation conditions decline due to weaker economic conditions, then past due accounts, truck repossessions and credit losses would likely increase from the current low levels and new business volume would likely decline. In 2024, average earning assets are expected to increase 3-5% compared to 2023.

Capital Investments and R&D Outlook

Capital investments in 2023 are expected to be $650 to $675 million and R&D is expected to be $410 to $420 million. In 2024, capital investments are projected to be $675 to $725 million and R&D is expected to be $470 to $520 million. The Company is increasing its investment in fuel efficient diesel and electric powertrain technologies, autonomous systems, connected vehicle services, and next-generation manufacturing and parts and distribution capabilities.

See the Forward-Looking Statements section of Management’s Discussion and Analysis for factors that may affect these outlooks.

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RESULTS OF OPERATIONS:

The Company’s results of operations for the three and nine months ended September 30, 2023 and 2022 are presented below.

Three Months EndedNine Months Ended
September 30September 30
($ in millions, except per share amounts)2023202220232022
Net sales and revenues:
Truck$6,636.4$5,198.2$19,877.7$15,231.7
Parts1,582.21,471.54,804.14,295.1
Other13.717.341.952.8
Truck, Parts and Other8,232.36,687.024,723.7

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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in the Company’s market risk during the three months ended September 30, 2023. For additional information, refer to Item 7A as presented in the 2022 Annual Report on Form 10‑K.

Item 4. CONTROLS AND PROCEDURES

The Company’s management, with the participation of the Principal Executive Officer and Principal Financial Officer, conducted an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.

There have been no changes in the Company’s internal controls over financial reporting that occurred during the fiscal quarter covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II – OTHE****R INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Refer to Note M – “Commitments and Contingencies” in the Notes to Consolidated Financial Statements (Part I, Item 1) for discussion on litigation matters, which is incorporated by reference herein.

Item 1A. RISK FACTORS

For information regarding risk factors, refer to Part I, Item 1A as presented in the 2022 Annual Report on Form 10-K. There have been no material changes in the Company’s risk factors during the three months ended September 30, 2023.

ITEM 2. UNREGISTERED SALES OF EQUI****TY SECURITIES, USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES

For Items 2(a) and (b), there was no reportable information for the three months ended September 30, 2023.

(c)

Issuer purchases of equity securities.

On December 4, 2018, PACCAR’s Board of Directors approved the repurchase of up to $500.0 million of the Company’s outstanding common stock. As of September 30, 2023, the Company has repurchased $110.0 million of shares under this plan. There were no repurchases made under this plan during the first nine months of 2023.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

Item 5. OTHER INFORMATION

None of the Company's directors or officers adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's quarter ended September 30, 2023, as such terms are defined under Item 408(a) of Regulation S-K.

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Item 6. EXHIBITS

Any exhibits filed herewith are listed in the accompanying index to exhibits.

INDEX TO EXHIBITS

Exhibit NumberExhibit DescriptionFormDate of First FilingExhibit NumberFile Number
(3) (i)Articles of Incorporation:
Amended and Restated Certificate of Incorporation of PACCAR Inc8-KMay 4, 20183(i)001-14817
Certificate of Amendment of the Amended and Restated Certificate of Incorporation of PACCAR Inc8-KApril 24, 20203(i)001-14817
Certificate of Amendment of the Amended and Restated Certificate of Incorporation of PACCAR Inc8-KApril 29, 20223(i)001-14817
(ii)Bylaws:
Seventh Amended and Restated Bylaws of PACCAR Inc8-KJuly 26, 20223(ii)001-14817
(4)Instruments defining the rights of security holders, including indentures**:
(a)Indenture for Senior Debt Securities dated as of November 20, 2009 between PACCAR Financial Corp. and The Bank of New York Mellon Trust Company, N.A.S-3November 20, 20094.1333-163273
(b)Forms of Medium-Term Note, Series P (PACCAR Financial Corp.)S-3November 2, 20184.2 and 4.3333-228141
(c)Forms of Medium-Term Note, Series Q (PACCAR Financial Corp.)S-3November 1, 20214.3 and 4.4333-260663
(d)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated May 29, 202010-QAugust 3, 20204(h)001-14817
(e)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated July 15, 202110-QAugust 2, 20214(g)001-14817
(f)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated July 13, 202210-QAugust 2, 20224(h)001-14817
(g)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated September 20, 2023*
(h)Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 193410-KFebruary 19, 20204(j)001-14817
**Pursuant to the Instructions to Exhibits, certain instruments defining the rights of holders of long-term debt securities of the Company and its wholly owned subsidiaries are not filed because the total amount of securities authorized under any such instrument does not exceed 10 percent of the Company’s total assets. The Company will file copies of such instruments upon request of the Commission.

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Exhibit NumberExhibit DescriptionFormDate of First FilingExhibit NumberFile Number
(10)Material Contracts:
(a)PACCAR Inc Amended and Restated Supplemental Retirement Plan10-KFebruary 27, 200910(a)001-14817
(b)Amended and Restated Deferred Compensation Plan10-QMay 10, 201210(b)001-14817
(c)Deferred Incentive Compensation Plan (Amended and Restated as of December 31, 2004)10-KFebruary 27, 200610(b)001-14817
(d)Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors10-KFebruary 22, 202310(d)001-14817
(e)PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Deferred Restricted Stock Unit Agreement for Non-Employee Directors8-KDecember 10, 200799.3001-14817
(f)Amendment to Compensatory Arrangement with Non-Employee Directors10-KFebruary 26, 201510(g)001-14817
(g)PACCAR Inc Senior Executive Yearly Incentive Compensation Plan10-KFebruary 19, 202010(g)001-14817
(h)PACCAR Inc Long Term Incentive Plan10-KFebruary 22, 202310(h)001-14817
(i)Amendment One to PACCAR Inc Long Term Incentive Plan, Nonstatutory Stock Option Agreement and Form of Option Grant Agreement10-QAugust 7, 201310(k)001-14817
(j)PACCAR Inc Long Term Incentive Plan, 2018 Form of Restricted Stock Award Agreement10-KFebruary 21, 201910(m)001-14817
(k)PACCAR Inc Long Term Incentive Plan, Form of Restricted Stock Unit Agreement10-KFebruary 21, 201910(n)001-14817
(l)PACCAR Inc Savings Investment Plan, Amendment and Restatement effective September 1, 201610-QNovember 4, 201610(q)001-14817
(m)Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Amended Deferred Restricted Stock Unit Grant Agreement10-KFebruary 26, 201510(t)001-14817
(n)Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Amended Restricted Stock Grant Agreement10-KFebruary 26, 201510(u)001-14817
(31)Rule 13a-14(a)/15d-14(a) Certifications:
(a)Certification of Principal Executive Officer*
(b)Certification of Principal Financial Officer*
(32)Section 1350 Certifications:
Certification pursuant to rule 13a-14(b) and section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. section 1350)*
(101.INS)Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

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Exhibit NumberExhibit DescriptionFormDate of First FilingExhibit NumberFile Number
(101.SCH)Inline XBRL Taxonomy Extension Schema Document*
(101.CAL)Inline XBRL Taxonomy Extension Calculation Linkbase Document*
(101.DEF)Inline XBRL Taxonomy Extension Definition Linkbase Document*
(101.LAB)Inline XBRL Taxonomy Extension Label Linkbase Document*
(101.PRE)Inline XBRL Taxonomy Extension Presentation Linkbase Document*
(104)Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)*
  • filed herewith

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SIGNA****TURE

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.

PACCAR Inc
(Registrant)
DateNovember 2, 2023By/s/ B. J. Poplawski
B. J. Poplawski
Vice President and Controller
(Authorized Officer and Chief Accounting Officer)

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