Prepared by MERRILL CORPORATION
QuickLinks -- Click here to rapidly navigate through this document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-Q


/x/

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended October 31, 2001

/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                to               

Commission file number 1-12557


CASCADE CORPORATION
(Exact name of registrant as specified in its charter)

Oregon
(State or other jurisdiction of
incorporation or organization)
  93-0136592
(I.R.S. Employer Identification No.)

2201 N.E. 201st Ave.
Fairview, Oregon

(Address of principal executive office)

 

97024-9718
(Zip Code)

Registrant's telephone number, including area code: (503) 669-6300


    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 /x/  No / /

    The number of shares outstanding of the registrant's common stock as of October 31, 2001 was 11,312,890.





PART I FINANCIAL INFORMATION

Item 1. Financial Statements

CASCADE CORPORATION

CONSOLIDATED BALANCE SHEET

(in thousands except share and per share data)

 
  October 31
2001

  January 31
2001

 
 
  (Unaudited)

   
 
ASSETS              
Current assets:              
  Cash and cash equivalents   $ 19,473   $ 12,418  
  Accounts receivable, less allowance for doubtful accounts of $1,431 and $1,574     48,281     53,846  
  Inventories     36,618     40,278  
  Deferred income taxes     2,177     3,802  
  Prepaid expenses and other     4,504     3,595  
   
 
 
    Total current assets     111,053     113,939  
Property, plant and equipment, net     71,679     77,235  
Goodwill, net     61,815     68,175  
Deferred income taxes     11,044     11,244  
Other assets     10,223     12,027  
   
 
 
    Total assets   $ 265,814   $ 282,620  
   
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY              
Current liabilities:              
  Notes payable to banks   $ 2,124   $ 5,099  
  Current portion of long-term debt     828     2,107  
  Accounts payable     15,182     19,438  
  Accrued payroll and payroll taxes     6,416     6,626  
  Accrued environmental expenses     865     5,440  
  Other accrued expenses     10,647     10,482  
   
 
 
    Total current liabilities     36,062     49,192  
Long-term debt     77,970     87,513  
Accrued environmental expenses     10,450     10,954  
Deferred income taxes     2,613     2,613  
Other liabilities     4,873     4,471  
   
 
 
    Total liabilities     131,968     154,743  
   
 
 
Exchangeable convertible preferred stock and minority interest     11,374     11,374  
   
 
 
Shareholders' equity:              
Common stock, $.50 par value, authorized 20,000,000 shares; 11,312,890 and 11,439,890 shares issued and outstanding     5,656     5,720  
Additional paid-in capital         234  
Retained earnings     144,166     132,337  
Accumulated other comprehensive loss:              
    Cumulative foreign currency translation adjustments     (27,350 )   (21,788 )
   
 
 
    Total shareholders' equity     122,472     116,503  
   
 
 
    Total liabilities and shareholders' equity   $ 265,814   $ 282,620  
   
 
 

The accompanying notes to consolidated financial statements are an integral part of this statement.

2


CASCADE CORPORATION

CONSOLIDATED STATEMENT OF INCOME

(Unaudited—in thousands except share and per share data)

 
  Three Months Ended
October 31

  Nine Months Ended
October 31

 
 
  2001
  2000
  2001
  2000
 
Net sales   $ 70,536   $ 85,381   $ 226,728   $ 262,418  
                           
Costs and expenses:                          
  Cost of goods sold     49,299     58,517     156,346     178,098  
  Amortization     1,080     1,167     3,269     3,355  
  Selling and administrative expenses     13,236     20,850     42,332     56,315  
   
 
 
 
 
      63,615     80,534     201,947     237,768  
                           
Operating income     6,921     4,847     24,781     24,650  
Interest expense     1,592     2,004     5,052     6,120  
Interest income     (331 )   (298 )   (863 )   (994 )
Other expense (income), net     (180 )   561     126     1,304  
   
 
 
 
 
                           
Income before income taxes     5,840     2,580     20,466     18,220  
Income taxes     2,219     1,788     7,777     7,653  
   
 
 
 
 
Net income   $ 3,621   $ 792   $ 12,689   $ 10,567  
   
 
 
 
 
                           
Basic earnings per share   $ 0.32   $ 0.06   $ 1.12   $ 0.90  
   
 
 
 
 
Diluted earnings per share   $ 0.30   $ 0.06   $ 1.04   $ 0.86  
   
 
 
 
 
Diluted weighted average shares outstanding     12,129,324     12,320,158     12,161,480     12,261,753  
   
 
 
 
 

The accompanying notes to consolidated financial statements are an integral part of this statement.

3


CASCADE CORPORATION

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited—in thousands)

 
  Nine Months Ended
October 31

 
 
  2001
  2000
 
Cash flows from operating activities:              
  Net income   $ 12,689   $ 10,567  
  Adjustments to reconcile net income to net cash provided by operating activities:              
    Depreciation and amortization     12,504     13,601  
    Deferred income taxes     1,825     (295 )
    Loss on disposal of property         897  
Changes in operating assets and liabilities:              
  Accounts receivable     5,565     (6,038 )
  Inventories     3,660     8,621  
  Prepaid expenses and other     191     (473 )
  Accounts payable and accrued expenses     (9,380 )   (2,875 )
  Other liabilities     402     (713 )
   
 
 
    Net cash provided by operating activities     27,456     23,292  
   
 
 
Cash flows from investing activities:              
  Acquisition of property, plant and equipment     (4,968 )   (4,383 )
  Proceeds from disposition of property, plant and equipment     396     246  
  Other assets     704     (97 )
   
 
 
    Net cash used in investing activities     (3,868 )   (4,234 )
   
 
 
Cash flows from financing activities:              
  Payments on long-term debt     (10,822 )   (24,211 )
  Notes payable to banks     (2,975 )   (1,317 )
  Repurchase of common stock     (1,158 )    
  Cash dividends         (2,448 )
   
 
 
    Net cash used in financing activities     (14,955 )   (27,976 )
   
 
 
Effect of exchange rate changes     (1,578 )   (2,145 )
   
 
 
Increase (decrease) in cash and cash equivalents     7,055     (11,063 )
Cash and cash equivalents at beginning of year     12,418     23,188  
   
 
 
Cash and cash equivalents at end of period   $ 19,473   $ 12,125  
   
 
 
Supplemental disclosure of cash flow information:              
  Cash paid during the period for:              
    Interest   $ 4,291   $ 4,822  
    Income taxes   $ 5,161   $ 11,457  

The accompanying notes to consolidated financial statements are an integral part of this statement.

4


CASCADE CORPORATION

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

(Unaudited—in thousands)

 
  Common Stock
   
   
  Accumulated
Other
Comprehensive
Income

   
 
 
  Additional
Paid-in
Capital

  Retained
Earnings

  Nine Months
Comprehensive
Income

 
 
  Shares
  Amount
 
Balance at January 31, 2001   11,440   $ 5,720   $ 234   $ 132,337   $ (21,788 ) $  
Net income               12,689         12,689  
Translation adjustment                   (5,562 )   (5,562 )
Repurchase of common stock   (127 )   (64 )   (234 )   (860 )        
   
 
 
 
 
 
 
Balance at October 31, 2001   11,313   $ 5,656   $   $ 144,166   $ (27,350 ) $ (7,127 )
   
 
 
 
 
 
 

The accompanying notes to consolidated financial statements are an integral part of this statement.

5


CASCADE CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited—in thousands)

Note 1—Information About Operations

Nine months ended October 31, 2001

  North America
  Europe
  Other
  Eliminations
  Consolidated
Sales to unaffiliated customers   $ 143,271   $ 58,061   $ 25,396   $   $ 226,728
Transfers between areas     11,201     3,997     88     (15,286 )  
   
 
 
 
 
Net sales   $ 154,472   $ 62,058   $ 25,484   $ (15,286 ) $ 226,728
   
 
 
 
 
Net income   $ 10,630   $ 1,116   $ 943   $   $ 12,689
   
 
 
 
 
Identifiable assets   $ 165,315   $ 71,195   $ 29,244   $   $ 265,814
   
 
 
 
 
Nine months ended October 31, 2000
                             
Sales to unaffiliated customers   $ 166,961   $ 64,929   $ 30,528   $   $ 262,418
Transfers between areas     12,144     4,604     233     (16,981 )  
   
 
 
 
 
Net sales   $ 179,105   $ 69,533   $ 30,761   $ (16,981 ) $ 262,418
   
 
 
 
 
Net income (loss)   $ 11,769   $ 110   $ (1,312 ) $   $ 10,567
   
 
 
 
 
Identifiable assets   $ 178,695   $ 72,137   $ 31,510   $   $ 282,342
   
 
 
 
 

Three months ended October 31, 2001


 

North America


 

Europe


 

Other


 

Eliminations


 

Consolidated

Sales to unaffiliated customers   $ 44,921   $ 17,264   $ 8,351   $   $ 70,536
Transfers between areas     3,444     1,398     6     (4,849 )  
   
 
 
 
 
Net sales   $ 48,365   $ 18,662   $ 8,357   $ (4,849 ) $ 70,536
   
 
 
 
 
Net income (loss)   $ 3,299   $ (115 ) $ 436   $   $ 3,621
   
 
 
 
 
Three months ended October 31, 2000

                             
Sales to unaffiliated customers   $ 55,935   $ 19,556   $ 9,890   $   $ 85,381
Transfers between areas     4,574     1,302     56     (5,932 )  
   
 
 
 
 
Net sales   $ 60,509   $ 20,858   $ 9,946   $ (5,932 ) $ 85,381
   
 
 
 
 
Net income (loss)   $ 3,895   $ (1,005 ) $ (2,098 ) $   $ 792
   
 
 
 
 

Note 2—Inventories

                           
            
       
      
   October 31,
2001

  January 31,
2001

Finished goods and components                            $  25,446   $ 28,899
Work in process                 993     1,448
Raw materials                 10,179     9,931
               
 
                $ 36,618   $ 40,278
               
 

Note 3—Reclassifications

    Certain reclassifications have been made to the prior year consolidated financial statements to conform to the current year presentation.

6


Note 4—Contingencies

    The Company is subject to environmental laws and regulations, which include obligations to remove or mitigate environmental effects of past disposal and release of certain wastes and substances at various sites. The Company records liabilities for affected sites when environmental assessments indicate probable cleanup and the costs can be reasonably estimated. Other than for costs of assessments themselves, the timing and amount of these liabilities is generally based on the Company's commitment to a formal plan of action, such as an approved remediation plan. The reliability and precision of the loss estimates are affected by numerous factors, such as different stages of site evaluation and reevaluation of the degree of remediation required. The Company adjusts its liabilities as new remediation requirements are defined, as information becomes available permitting reasonable estimates to be made and to reflect new and changing facts. Unasserted claims are not reflected in the Company's environmental remediation liabilities.

    The Company and The Boeing Company are defendants in U.S. District Court for Oregon litigation brought in December 1999 by the City of Portland, Oregon (City), alleging damages arising from the proximity of a City wellfield to groundwater contamination in the area of their respective Portland plant sites. The Company and The Boeing Company are remedying the contamination in question, which does not affect water pumped by the City from the wellfield. The City's complaint alleged damages of approximately $6.6 million. In November 2000, the City raised new theories which increased its claimed damages against both defendants by up to $19 million. In October 2001, it withdrew claims based on these new theories for $2 million to $4 million representing alleged diminution in wellfield value, and asserted an alternative theory which would reduce a $15 million lost revenue claim to $6.6 million. The Company continues to believe these additional damage claims are without merit. Motions directed at the City's new theories have been filed with the U.S. District Court, and rulings are expected within the next few months.

    The U.S. District Court for Oregon granted a partial summary judgment to the City on certain liability issues in its original claim. The partial summary judgment will lead to a damage judgment in some amount; however, at the present time the Company cannot estimate the amount of potential loss. The Company believes it has substantial defenses to the damage amounts sought by the City and intends to defend itself vigorously. A damage judgment would be subject to allocation between the Company and The Boeing Company. That allocation is not currently determinable.

Note 5—New Accounting Standards

    In July 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 141 (SFAS 141), "Business Combinations." SFAS 141 addresses financial accounting and reporting for business combinations. This Statement requires that all business combinations be accounted for the purchase method. As required by SFAS 141, we will adopt this new accounting standard for all business combinations initiated after June 30, 2001. The adoption of SFAS 141 will not have a material impact on our financial statements.

    In July 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 142 (SFAS 142), "Goodwill and Other Intangible Assets." SFAS 142 addresses financial accounting and reporting for intangible assets and goodwill. The Statement requires that goodwill and intangible assets having indefinite useful lives not be amortized, rather tested at least annually for impairment. Intangible assets that have finite useful lives will continue to be amortized over their useful lives. As required by SFAS 142, we will adopt this new accounting standard February 1, 2002. We are currently analyzing the provisions of SFAS 142 and have not yet determined the impact on our financial statements.

    In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 143 (SFAS 143), "Accounting for Asset Retirement Obligations." SFAS 143 addresses financial accounting and reporting for obligations associated with the retirement of tangible, long-lived

7


assets and the associated asset retirement costs. This Statement requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred by capitalizing it as part of the carrying amount of the long-lived assets. As required by SFAS 143, we will adopt this new accounting standard on February 1, 2003. We believe the adoption of SFAS 143 will not have a material impact on our financial statements.

    In August 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 144 (SFAS 144), "Accounting for the Impairment or Disposal of Long-Lived Assets. " This Statement establishes a single accounting model for the impairment or disposal of long-lived assets. As required by SFAS 144, we will adopt this new accounting standard on February 1, 2002. We believe the adoption of SFAS 144 will not have a material impact on our financial statements.

8


Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

    The Company has classified all depreciation expense amounts as a component of cost of goods sold or selling and administrative expenses. The Company had previously classified depreciation and amortization expense separately in its consolidated statement of income. This change will have no impact on net income for the current quarter or any prior periods. All of the Company's future filings will reflect this change.

    All historical net sales and cost of goods sold amounts for the three and nine month periods ended October 31, 2000 have been restated to reflect the requirements of Emerging Issues Task Force Issue 00-10 (EITF 00-10), "Accounting for Shipping and Handling Fees and Costs." Net sales and cost of goods sold amounts for the three and nine month periods ended October 31, 2001 are presented in accordance with EITF 00-10.

    The table below summarizes the restatements of the Company's consolidated statements of income for the three and nine month periods ended October 31, 2000 for the reclassifications of depreciation expense and freight costs (in thousands):

 
  Three Months
Ended October 31, 2000

  Nine Months
Ended October 31, 2000

 
  Net Sales
  Cost of
Goods Sold

  Selling and
Administrative
Expenses

  Net Sales
  Cost of
Goods Sold

  Selling and
Administrative
Expenses

Amounts as previously reported   $ 82,947   $ 53,732   $ 19,934   $ 254,936   $ 163,239   $ 53,446
Reclassification of freight costs     2,434     2,434         7,482     7,482    
Reclassification of depreciation expense         2,351     916         7,377     2,869
   
 
 
 
 
 
Amounts as currently reported   $ 85,381   $ 58,517   $ 20,850   $ 262,418   $ 178,098   $ 56,315
   
 
 
 
 
 

    All references to fiscal periods are defined as periods ending in the year ended January 31, 2001 (fiscal 2001) and year ended January 31, 2002 (fiscal 2002).

Results of Operations

    Consolidated net sales for the three months ended October 31, 2001 totaled $70.5 million, a decrease of 17.4% compared to net sales of $85.4 million for the three months ended October 31, 2000. Consolidated net sales for the nine months ended October 31, 2001 totaled $226.7 million, a decrease of 13.6% compared to net sales of $262.4 million for the nine months ended October 31, 2000. The decrease in net sales in both the third quarter and the first nine months of fiscal 2002 is the result of decreased order rates for lift trucks throughout the world, primarily in North America.

    Net income for the third quarter of fiscal 2002 was $3.6 million ($.30 per share), as compared to $0.8 million ($0.06 per share) in the third quarter of fiscal 2001. Net income as a percentage of consolidated net sales was 5.1% in the third quarter of fiscal 2002 as compared to 0.9% in the third quarter of fiscal 2001. For the nine month periods ended October 31, 2001 and 2000, net income was $12.7 million and $10.6 million, respectively. The increases in net income for the third quarter and the nine month period were primarily due to certain expenses, restructuring costs, environmental expenses, and Special Board Committee costs, incurred only in fiscal 2001. Lower sales volume in fiscal 2002 has resulted in lower income levels than would have been expected if sales had continued at the levels experienced in fiscal 2001.

9


    The Company's sales in North America for the third quarter of fiscal 2002 decreased 19.7% in comparison with the third quarter of fiscal 2001. Sales in North America represent approximately two-thirds of the Company's consolidated sales. Order rates for applicable lift truck classes in North America have decreased 42% in the third quarter of fiscal 2002 compared to fiscal 2001. Shipping rates in North America for the same periods have reflected a 40% decrease. The Company has historically found that changes in the level of its net sales do not correspond directly to the percentage changes in lift truck industry order rates and shipments due to fluctuating inventory levels and market competition. However, industry statistics do provide a strong indicator of the level of business activity in the Company's various markets. Given the severity of the current industry trend, the Company expects sales in North America for the remaining three months of fiscal 2002 to be less than sales in the comparable period of fiscal 2001. Fourth quarter sales in North America will also fall short of sales levels in each of the first three quarters of fiscal 2002 due to the continuation of reduced order rates and planned holiday shutdowns in all North American facilities. Due to these holiday shutdown periods the Company's fourth quarter historically has the lowest sales level in comparison with other quarterly periods.

    Net sales in Europe decreased 11.7% in the third quarter of fiscal 2002 as compared to fiscal 2001. The decrease is primarily the result of decreased order rates, primarily related to fork products. Lift truck industry order rates for Europe in the third quarter of fiscal 2002 were 3% below prior year levels and shipping rates were consistent with prior year levels.

    The majority of the Company's other net sales are in Asia and Australia. Net sales in these markets decreased 15.6% in the third quarter of fiscal 2002 as compared to fiscal 2001. Excluding the impact of weakened foreign currencies in Asia, net sales have been consistent with the prior year period. Australia's net sales have decreased primarily due to the elimination of the tire and battery business and other unprofitable product lines as part of the Company's fiscal 2001 restructuring efforts.

    The Company's gross margin as a percentage of net sales in the third quarter of fiscal 2002 and 2001 was 30.1% and 31.5%, respectively. Gross margin as a percentage of net sales in the first nine months of fiscal 2002 was 31.0% as compared to 32.1% in fiscal 2001. The decrease in fiscal 2002 gross margins relates to lower sales volumes through the first nine months in comparison with the prior year. The Company has implemented aggressive cost management initiatives, which include plant shutdowns and reduced work schedules, staffing reductions and other operating efficiencies, which have enabled the gross profit margins to remain in line with expectations.

    The Company's selling and administrative expenses decreased 36.5% in the third quarter of fiscal 2002 to $13.2 million, 18.8% of net sales, from $20.9 million, 24.4% of net sales, during the third quarter of fiscal 2001. Year-to-date selling and administrative expenses in fiscal 2002 were $42.3 million, 18.7% of net sales, a decrease of 24.8% from expenses of $56.3 million, 21.5% of net sales, in fiscal 2001. Fiscal 2001 expenses include costs related to restructuring activities in Europe and Australia, environmental expenses and Special Board Committee activities. The selling and administrative costs related to these activities totaled $4.9 million and $6.6 million for the three month and nine month periods ended October 31, 2000, respectively. Selling and administrative expenses in first nine months of fiscal 2001 also included $1.2 million related to bad debt expense related to the bankruptcy of a major OEM customer. Excluding these costs from fiscal 2001, the Company's selling and administrative expenses in fiscal 2001 were $48.5 million as compared to fiscal 2002 expenses of $42.3 million. The 12.8% decrease in fiscal 2002 costs is due to various cost control initiatives implemented by the Company and staffing reductions in fiscal 2002.

    Interest expense in both the third quarter and first nine months of fiscal 2002 has decreased when compared to fiscal 2001 interest expense due to lower debt levels. See "Liquidity and Capital Resources" for discussion of debt levels and payments.

10


    The Company's effective tax rate of 38% for the third quarter and first nine months of fiscal 2002 has approximated the effective tax rate for the comparable prior year periods.

    As previously noted, the lift truck industry in fiscal 2002 is experiencing a significant decline in order rates in all parts of the world. Through the remaining three months of fiscal 2002, the Company expects consolidated net sales to be less than fiscal 2001 net sales for the comparable period and also below the sales levels experienced in the first three quarters of fiscal 2002. The Company expects its cost management initiatives to partially offset the lower profitability from these declining sales volumes. Overall, the Company expects its net income in the remaining three months of fiscal 2002 to fall below the net income for the last three months of fiscal 2001, excluding the effects of fiscal 2001 restructuring and Special Board Committee activities and environmental charges.

Liquidity and Capital Resources

    During the nine months ended October 31, 2001, the Company generated $26.4 million in cash from operating activities, compared with $23.3 million in the first nine months of fiscal 2001. Cash and cash equivalents at October 31, 2001 totaled $19.5 million as compared to $12.4 million at January 31, 2001.

    Working capital at October 31, 2001 was $75 million in comparison with $64.7 million at January 31, 2001. The Company's current ratio was 3.1 to 1 at October 31, 2001 compared to 2.3 to 1 at January 31, 2001.

    Total outstanding debt at October 31, 2001 was $80.9 million in comparison with $94.7 million at January 31, 2001. The Company's debt to equity ratio improved to .66 to 1 at October 31, 2001 from .81 to 1 at January 31, 2001. As of October 31, 2001, the Company had short-term lines of credit with commercial banks totaling $56.2 million, of which $2.1 million was used. During the nine months ended October 31, 2001, the Company paid down debt and revolving credit facilities by $13.8 million. The Company believes its available cash and credit facilities are more than sufficient to meet its short-term requirements.

    Capital expenditures for the nine months ended October 31, 2001 were $5 million, which was comparable to the level of capital expenditures in the first nine months of the prior year. Planned capital expenditures for fiscal 2002 are expected to be less than $8 million. The Company plans to use operating cash flows and existing credit facilities to fund current year capital expenditures.

    The Company discontinued payment of dividends in fiscal 2001 as a condition of the merger agreement with the Lift Group as was previously disclosed in the Company's filings. The Board of Directors has taken no action to date regarding the Company's dividend policy since the merger agreement was terminated on April 17, 2001.

    On September 17, 2001, the Company's Board of Directors authorized management to purchase up to 600,000 common shares over the following 12 months. As of October 31, 2001, the Company has purchased 127,000 shares for $1.4 million.

    During the first nine months of fiscal 2002, weakened foreign currencies resulted in a cumulative translation adjustment that reduced shareholders' equity by $5.6 million.

    On January 1, 1999, 11 of 15 countries that are members of the European Union introduced a new currency called the "euro", which will ultimately replace the national currencies of these 11 countries. The conversion rates between the euro and the participating nations' currencies were fixed irrevocably as of January 1, 1999, and participating national currencies will be removed from circulation between January 1, 2002 and June 30, 2002 and replaced by the euro.

    The Company modified its internal systems that were affected by the initial introduction of the euro without incurring material costs. Further internal system changes are currently being made in preparation for the ending of the bilateral rates in January 2002 and the withdrawal of the currencies

11


thereafter. The costs of these changes are not expected to be material. While the Company continues to evaluate the impact of the ongoing euro conversion over time, based on currently available information, management does not believe that the euro conversion will have a material adverse impact on our financial condition or overall trends in results of operations.

New Accounting Standards

    In July 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 141 (SFAS 141), "Business Combinations." SFAS 141 addresses financial accounting and reporting for business combinations. This Statement requires that all business combinations be accounted for the purchase method. As required by SFAS 141, we will adopt this new accounting standard for all business combinations initiated after June 30, 2001. The adoption of SFAS 141 will not have a material impact on our financial statements.

    In July 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 142 (SFAS 142), "Goodwill and Other Intangible Assets." SFAS 142 addresses financial accounting and reporting for intangible assets and goodwill. The Statement requires that goodwill and intangible assets having indefinite useful lives not be amortized, rather tested at least annually for impairment. Intangible assets that have finite useful lives will continue to be amortized over their useful lives. As required by SFAS 142, we will adopt this new accounting standard February 1, 2002. We are currently analyzing the provisions of SFAS 142 and have not yet determined the impact on our financial statements.

    In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 143 (SFAS 143), "Accounting for Asset Retirement Obligations." SFAS 143 addresses financial accounting and reporting for obligations associated with the retirement of tangible, long-lived assets and the associated asset retirement costs. This Statement requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred by capitalizing it as part of the carrying amount of the long-lived assets. As required by SFAS 143, we will adopt this new accounting standard on February 1, 2003. We believe the adoption of SFAS 143 will not have a material impact on our financial statements.

    In August 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 144 (SFAS 144), "Accounting for the Impairment or Disposal of Long-Lived Assets." This Statement establishes a single accounting model for the impairment or disposal of long-lived assets. As required by SFAS 144, we will adopt this new accounting standard on February 1, 2002. We believe the adoption of SFAS 144 will not have a material impact on our financial statements.

Forward-Looking Statements

    Forward-looking statements throughout this report are based upon assumptions involving a number of risks and uncertainties. Factors which could cause actual results to differ materially from these forward-looking statements include, but are not limited to, competitive factors in, and the cyclical nature of, the lift truck industry; fluctuations in lift truck orders or deliveries, availability and cost of raw materials; general business and economic conditions in North America, Europe, Australia and Asia; foreign currency fluctuations; and the effectiveness of the Company's cost reduction initiatives.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

    Market risk is the potential loss arising from adverse changes in market rates and prices, such as foreign currency exchange rate and interest rate fluctuations. The Company does enter into foreign currency forward exchange contracts to offset the impact of currency fluctuations on certain nonfunctional currency assets and liabilities. The principal currencies hedged are denominated in Japanese, Canadian, Korean, Australian, New Zealand and several European currencies, primarily the euro and British pound. The Company's foreign currency forward exchange contracts have terms normally lasting less than one month. The Company does not enter into derivatives or other financial instruments for trading or speculative purposes. See Note 12 to the Consolidated Financial Statements in Item 8 of the prior year Form 10-K.

    The Company's risk associated with fluctuating interest rates is limited, however, to the exposure related to those debt instruments and credit instruments and credit facilities which are tied to market rates and the Company does not consider its interest rate risk to be material.

12


CASCADE CORPORATION


PART II OTHER INFORMATION

Item 1. Legal Proceedings

    Neither the Company nor any of its subsidiaries are involved in any material pending legal proceedings other than the environmental litigation discussed below. The Company and its subsidiaries are insured against product liability, personal injury and property damage claims which may occasionally arise.

    The Company and The Boeing Company are defendants in U.S. District Court for Oregon litigation brought in December 1999 by the City of Portland, Oregon (City), alleging damages arising from the proximity of a City wellfield to groundwater contamination in the area of their respective Portland plant sites. The Company and The Boeing Company are remedying the contamination in question, which does not affect water pumped by the City from the wellfield. The City's complaint alleged damages of approximately $6.6 million. In November 2000, the City raised new theories which increased its claimed damages against both defendants by up to $19 million. In October 2001, it withdrew claims based on these new theories for $2 million to $4 million representing alleged diminution in wellfield value, and asserted an alternative theory which would reduce a $15 million lost revenue claim to $6.6 million. The Company continues to believe these additional damage claims are without merit. Motions directed at the City's new theories have been filed with the U.S. District Court, and rulings are expected within the next few months.

    The U.S. District Court for Oregon granted a partial summary judgment to the City on certain liability issues in its original claim. The partial summary judgment will lead to a damage judgment in some amount; however, at the present time the Company cannot estimate the amount of potential loss. The Company believes it has substantial defenses to the damage amounts sought by the City and intends to defend itself vigorously. A damage judgment would be subject to allocation between the Company and The Boeing Company. That allocation is not currently determinable.

Item 2. Changes in Securities

    None

Item 3. Defaults Upon Senior Securities

    None

Item 4. Submission of Matters to a Vote of Security Holders

    None

Item 5. Other Information

    On September 17, 2001, the Company's Board of Directors authorized management to purchase up to 600,000 common shares over the following 12 months.

Item 6. Exhibits and Reports on Form 8-K

(A)
Exhibits

11.
Computation of Earnings Per Share

(B)
Reports on Form 8-K

    During the quarter ended October 31, 2001, the Company filed a report on Form 8-K dated September 20, 2001, which disclosed management's authorization to purchase common stock as discussed in Item 5 above.

13




QuickLinks

PART I FINANCIAL INFORMATION
CASCADE CORPORATION CONSOLIDATED BALANCE SHEET (in thousands except share and per share data)
CASCADE CORPORATION CONSOLIDATED STATEMENT OF INCOME (Unaudited—in thousands except share and per share data)
CASCADE CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited—in thousands)
CASCADE CORPORATION CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited—in thousands)
CASCADE CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited—in thousands)
PART II OTHER INFORMATION