Cautionary Statement About Forward-Looking Statements

This Management's Discussion and Analysis of Financial Condition and Results of Operations and other sections of this Quarterly Report on Form 10-Q contain statements that Oshkosh Corporation (the "Company") believes to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Quarterly Report on Form 10-Q, including, without limitation, statements regarding the Company's future financial position, business strategy, targets, projected sales, costs, earnings, capital expenditures, debt levels and cash flows, and plans and objectives of management for future operations, including those under the caption "Executive Overview" are forward-looking statements. When used in this Quarterly Report on Form 10-Q, words such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "project" or "plan" or the negative thereof or variations thereon or similar terminology are generally intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond the Company's control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include the cyclical nature of the Company's access equipment, commercial and fire & emergency markets, which are particularly impacted by the strength of U.S. and European economies and construction seasons; the Company's ability to increase prices or impose surcharges to raise margins or to offset higher input costs, including increased commodity, raw material, labor and freight costs; the Company's estimates of access equipment demand which, among other factors, is influenced by customer historical buying patterns and rental company fleet replacement strategies; the strength of the U.S. dollar and its impact on Company exports, translation of foreign sales and the cost of purchased materials; the expected level and timing of U.S. Department of Defense (DoD) and international defense customer procurement of products and services and acceptance of and funding or payments for such products and services; the Company's ability to predict the level and timing of orders for indefinite delivery/indefinite quantity contracts with the U.S. federal government; risks related to reductions in government expenditures in light of U.S. defense budget pressures and an uncertain DoD tactical wheeled vehicle strategy; the impact of any DoD solicitation for competition for future contracts to produce military vehicles; risks related to facilities expansion, consolidation and alignment, including the amounts of related costs and charges and that anticipated cost savings may not be achieved; projected adoption rates of work at height machinery in emerging markets; the impact of severe weather or natural disasters that may affect the Company, its suppliers or its customers; performance issues with suppliers or subcontractors; risks related to the collectability of receivables, particularly for those businesses with exposure to construction markets; the cost of any warranty campaigns related to the Company's products; risks associated with international operations and sales, including compliance with the Foreign Corrupt Practices Act; risks that a trade war and related tariffs could reduce the competitiveness of the Company's products; the Company's ability to comply with complex laws and regulations applicable to U.S. government contractors; cybersecurity risks and costs of defending against, mitigating and responding to data security threats and breaches; the Company's ability to successfully identify, complete and integrate acquisitions and to realize the anticipated benefits associated with the same; and risks related to the Company's ability to successfully execute on its strategic road map and meet its long-term financial goals. Additional information concerning these and other factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in the Company's U.S. Securities and Exchange Commission (SEC) filings, including, but not limited to, the Company's Current Report on Form 8-K filed with the SEC on January 29, 2020 and Item 1A. of Part II of this Quarterly Report on Form 10-Q.

All forward-looking statements, including those under the caption "Executive Overview," speak only as of the date the Company files this Quarterly Report on Form 10-Q with the SEC. The Company assumes no obligation, and disclaims any obligation, to update information contained in this Quarterly Report on Form 10-Q. Investors should be aware that the Company may not update such information until the Company's next quarterly earnings conference call, if at all.

All references herein to earnings per share refer to earning per share assuming dilution.




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General

Major products manufactured and marketed by each of the Company's business segments are as follows:

Access equipment - aerial work platforms and telehandlers used in a wide variety of construction, industrial, institutional and general maintenance applications to position workers and materials at elevated heights, as well as carriers and wreckers. Access equipment customers include equipment rental companies, construction contractors, manufacturing companies, home improvement centers and towing companies in the U.S. and abroad.

Defense - tactical trucks, trailers and supply parts and services sold to the U.S. military and to other militaries around the world.

Fire & emergency - custom and commercial firefighting vehicles and equipment, ARFF vehicles, snow removal vehicles, simulators and other emergency vehicles primarily sold to fire departments, airports and other governmental units, and broadcast vehicles sold to broadcasters and TV stations in the U.S. and abroad.

Commercial - concrete mixers, refuse collection vehicles, portable and stationary concrete batch plants and vehicle components sold to ready-mix companies and commercial and municipal waste haulers in the Americas and other international markets and field service vehicles and truck-mounted cranes sold to mining, construction and other companies in the U.S. and abroad.

Executive Overview

The Company reported earnings per share of $1.10 in the first quarter of fiscal 2020, in line with the Company's expectations and down compared to earnings per share of $1.51 in the first quarter of fiscal 2019. Results for the first quarter of fiscal 2019 included $7.0 million, or $0.10 per share, of charges related to adjustments to the repatriation tax on deemed repatriated earnings of foreign subsidiaries (the "Transition Tax'') required under the U.S. Tax Cuts and Jobs Act (the "Tax Reform Act") enacted in the United States in December 2017. Positive access equipment performance was not enough to offset lower defense segment results, primarily as a result of lower cumulative catch-up adjustments on contract awards and adverse product mix, and the impact of lower consolidated sales. The first quarter of fiscal 2020 benefited by $0.06 per share compared to the first quarter of fiscal 2019 as a result of share repurchases, including $9.4 million of share repurchases in the first quarter of fiscal 2020.

Consolidated net sales in the first quarter of fiscal 2020 decreased $108.3 million, or 6.0%, to $1.70 billion compared to the first quarter of fiscal 2019 primarily due to lower access equipment sales. The lower sales volume in North America reflected rental company customers in this region slowing down their capital expenditures for fleet growth.

Consolidated operating income decreased $51.4 million to $109.1 million, or 6.4% of sales, in the first quarter of fiscal 2020 compared to $160.5 million, or 8.9% of sales, in the first quarter of fiscal 2019. The decrease in consolidated operating income was primarily due to lower defense segment results and lower gross margin associated with lower consolidated sales, offset in part by improved access equipment segment performance.

The decline in defense segment results was due in large part to lower cumulative catch-up adjustments on contract awards. In the first quarter of fiscal 2019, the defense segment received a very large order for Joint Light Tactical Vehicles (JLTV). Upon receipt of that order, the defense segment recorded a cumulative adjustment to the program margin to reflect a near doubling of the number of units on contract for that program. The defense segment received a JLTV order again in the first quarter fiscal 2020, but the quantity of units ordered was not as large as the first quarter of fiscal 2019. Consequently, the impact of the cumulative adjustment to the program margin was not as large. For comparison, the order in first quarter of fiscal 2020 only increased the quantity of units ordered life to date of the program by slightly more than 25%.

As a result of the Company's first quarter results that were in line with the Company's expectations; the successful conclusion of negotiations with most of access equipment segment's key rental company customers in the first quarter; backlog of over $1 billion in each of the Company's three largest segments and signs of stabilization of macro-economic data in the United States, the Company reaffirmed its fiscal 2020 earnings per share estimate range of $7.30 to $8.10. The Company also continues to expect fiscal 2020 consolidated net sales to be between $7.9 billion and $8.2 billion and consolidated operating income to be in the range of $690 million to $765 million.


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The Company slightly reduced the high end of the access equipment segment fiscal 2020 sales estimate range by $50 million to reflect lower expected sales in the Europe, Africa and Middle East region versus the Company's previous expectations. The Company now expects access equipment segment fiscal 2020 sales to be between $3.5 billion and $3.75 billion. The Company also increased the high end of its fiscal 2020 operating income margin estimate range for the access equipment segment by 25 basis points as the Company believes the access equipment segment can deliver the previous implied operating income on the slightly lower sales levels. The Company now expects access equipment segment operating income margin in the range of 11.25% to 12.5%.

The Company continues to expect defense segment fiscal 2020 sales to be approximately $2.2 billion with operating income margin of approximately 9.0%.

The Company's fiscal 2020 sales and operating income margin expectations for the fire & emergency segment remain unchanged at approximately $1.2 billion and a range of 14.5% to 15.0%, respectably.

The Company also did not change its commercial segment expectations for fiscal 2020 of approximately $1.05 billion of sales at an operating income margin in the range of 7.0% to 7.25%.

The Company expects flat sales in the second quarter of fiscal 2020 as compared to the second quarter of fiscal 2019 as expected defense segment sales growth should offset expected lower access equipment segment sales. The Company expects earnings in the second quarter of fiscal 2020 will be modestly lower compared to the second quarter of fiscal 2019, reflecting the mix impact of higher defense segment sales and lower access equipment segment sales.

Results of Operations

Analysis of Consolidated Net Sales

The following table presents net sales by business segment (in millions):



                                        First Quarter Fiscal
                                         2020           2019
Net sales:
Access equipment                      $     717.9     $   826.5
Defense                                     493.1         464.1
Fire & emergency                            262.4         295.5
Commercial                                  224.2         222.2

Intersegment eliminations and other (2.5 ) (4.9 )

$   1,695.1     $ 1,803.4

First Quarter Fiscal 2020 Compared to 2019

Consolidated net sales in the first quarter of fiscal 2020 decreased $108.3 million, or 6.0%, compared to the first quarter of fiscal 2019 primarily due to lower access equipment segment sales.

Access equipment segment net sales in the first quarter of fiscal 2020 decreased $108.6 million, or 13.1%, compared to the first quarter of fiscal 2019. The decrease in sales, which was expected, was due to lower sales volumes for both aerial work platforms and telehandlers in North America and the Europe Africa and Middle East region, offset in part by continued strong sales growth in the Asia Pacific region. The lower sales volume in North America reflected rental company customers in this region slowing down their capital expenditures for fleet growth.

Defense segment net sales in the first quarter of fiscal 2020 increased $29.0 million, or 6.2%, compared to the first quarter of fiscal 2019. The increase in sales was due to the continued ramp up of JLTV sales to the U.S. government, offset in part by lower Family of Heavy Tactical Vehicle program sales.

Fire & emergency segment net sales in the first quarter of fiscal 2020 decreased $33.1 million, or 11.2%, compared to the first quarter of fiscal 2019 due to favorable sales timing in the prior year quarter.


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Commercial segment net sales in the first quarter of fiscal 2020 increased $2.0 million, or 0.9%, compared to the first quarter of fiscal 2019 due to a higher mix of package sales, which include third party chassis, offset in part by lower concrete placement unit volumes.

Analysis of Consolidated Cost of Sales

The following table presents cost of sales by business segment (in millions):



                                        First Quarter Fiscal
                                         2020           2019
Cost of sales:
Access equipment                      $     582.7     $   695.5
Defense                                     435.4         369.5
Fire & emergency                            207.0         234.3
Commercial                                  182.3         181.3

Intersegment eliminations and other (1.8 ) (5.5 )

$   1,405.6     $ 1,475.1

First Quarter Fiscal 2020 Compared to 2019

Consolidated cost of sales in the first quarter of fiscal 2020 was $1.41 billion, or 82.9% of sales, compared to $1.48 billion, or 81.8% of sales, in the first quarter of fiscal 2019. The 110 basis point increase in cost of sales as a percentage of sales was primarily due to a larger cumulative catch-up adjustments on contracts in the defense segment in the prior year first quarter, primarily as a result of the dollar amount of orders received in the quarter (120 basis points), higher new product development spending (50 basis points), unfavorable absorption (50 basis points) and a favorable resolution of contract compliance matters in the defense segment in the prior year quarter (40 basis points), offset in part by improved price/cost dynamics (180 basis points).

Access equipment segment cost of sales in the first quarter of fiscal 2020 was $582.7 million, or 81.2% of sales, compared to $695.5 million, or 84.2% of sales, in the first quarter of fiscal 2019. The 300 basis point decrease in cost of sales as a percentage of sales was largely due to improved price/cost dynamics (190 basis points) and favorable product mix (170 basis points).

Defense segment cost of sales in the first quarter of fiscal 2020 was $435.4 million, or 88.3% of sales, compared to $369.5 million, or 79.6% of sales, in the first quarter of fiscal 2019. The 870 basis point increase in cost of sales as a percentage of sales was largely attributable to a larger cumulative catch-up adjustments on contracts in the prior year first quarter, primarily as a result of the dollar amount of orders received in the quarter (420 basis points), unfavorable product mix (200 basis points), a favorable resolution of contract compliance matters in the defense segment in the prior year quarter (120 basis points) and higher new product development spending (90 basis points).

Fire & emergency segment cost of sales in the first quarter of fiscal 2020 was $207.0 million, or 78.9% of sales, compared to $234.3 million, or 79.3% of sales, in the first quarter of fiscal 2019. The 40 basis point decrease in cost of sales as a percentage of sales was primarily attributable to improved pricing (270 basis points) offset in part by adverse product mix (110 basis points) and product inefficiencies associated with a supplier part shortage (90 basis points).

Commercial segment cost of sales in the first quarter of fiscal 2020 was $182.3 million, or 81.3% of sales, compared to $181.3 million, or 81.6% of sales, in the first quarter of fiscal 2019. The 30 basis point decrease in cost of sales as a percentage of sales was primarily attributable to improved price/cost dynamics (310 basis points), offset in part by adverse product mix (110 basis points), higher new product development costs (90 basis points) and the absence of a favorable warranty reserve adjustment experienced in the first quarter of fiscal 2019 (60 basis points).

Intersegment eliminations and other includes intercompany profit on inter-segment sales not yet sold to third party customers.


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