HD 2012 ChairmansLetter

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    CHAIRMANS LETTER2012 ANNUAL REVIEW

    1

    W E A R E U N I F I E D I N P U R P O S E

    Every ve years, the global Harley-Davidson world

    comes together to celebrate the companys anniversary

    with a force and energy youll experience with no other

    brand. As we celebrate 110 years of Harley-Davidson

    motorcycles in 2013, our entire team takes pride in all

    that has been accomplished over the past several years

    to build an enduring company and brand, not just for

    today but for generations of riders far into the future.

    2012 was a pivotal year for Harley-Davidson, marked by solid

    growth in earnings and retail new motorcycle sales, and the

    achievement of key milestones in our ambitious strategy to

    improve operating efciency, exibility and responsiveness toour customers.

    Among the performance and operational highlights:

    These are just some of the proof points of the many improvements

    in operations and performance we are realizing through Harley-

    Davidsons strategy to implement world-class manufacturing and

    Earnings per share increased 16.7 percent compared to 2011

    Worldwide retail sales of new Harley-Davidson motorcycles grew 6.2

    percent year-over-year

    We largely completed the transformational restructuring of our

    manufacturing and product development operations

    Sales to outreach customers in the U.S. grew faster than sales to our core

    customers for the rst time, and we continued our international growth,including strong gains in emerging markets

    Shareholder value grew, as the share price of Harley-Davidson stock rose

    more than 25 percent in 2012, dividends increased more than 30 percent

    compared to the prior year and we repurchased six-and-a-half million

    shares of the companys stock

    To Our Stakeholders

    Motorcycle and RelatedProducts Revenue

    6.0

    +

    %TOTAL REVENUE GROWTHYEAR-OVER-YEAR

    Keith Wandell, Chairman, President and

    Chief Executive Ofcer, Harley-Davidson,Inc., shares his thoughts on 2012s

    company milestones.

    WATCH VIDEO

    http://www.youtube.com/watch%3Ffeature%3Dplayer_embedded%26v%3DwtvFv4TFiDshttp://www.youtube.com/watch%3Ffeature%3Dplayer_embedded%26v%3DwtvFv4TFiDshttp://www.youtube.com/watch%3Ffeature%3Dplayer_embedded%26v%3DwtvFv4TFiDshttp://www.youtube.com/watch%3Ffeature%3Dplayer_embedded%26v%3DwtvFv4TFiDshttp://www.youtube.com/watch%3Ffeature%3Dplayer_embedded%26v%3DwtvFv4TFiDshttp://www.youtube.com/watch%3Ffeature%3Dplayer_embedded%26v%3DwtvFv4TFiDs
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    CHAIRMANS LETTER2012 ANNUAL REVIEW

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    product development capabilities, enrich the retail experience and

    grow our reach among new groups of customers globally.

    At its core, our strategy is all about doing the best possible job

    for customers.

    Since our beginnings in 1903, Harley-Davidsons bold and unique

    purpose has been to fulll dreams of personal freedom for people

    around the world the kind of freedom a person experiences

    when he or she throws a leg over the seat, heads down the road

    and leaves the routines of everyday life behind.

    Throughout our 110 years as a company, we have been a central

    part of customers lives a way for people to express their

    individuality and experience the liberation that comes only with the

    Harley-Davidson experience.

    Today, Harley-Davidson is leaner, more agile and more responsive

    to our customers and the changing marketplace than ever. And

    we continue to move aggressively to raise our performance to

    new levels.

    In manufacturing, the ambitious restructuring of our operations

    was largely behind us as we exited 2012. The changes we have

    implemented improve the responsiveness of our production and

    deliver greater operating efciency in the process.

    Our advanced manufacturing system provides the exibility toproduce closer to customer demand, allowing us to increasingly

    deliver the right motorcycle to the right customer at the right

    time. We are implementing surge manufacturing and are able

    to take production volumes up and down to better match retail

    seasonality. We also are signicantly more nimble at adjusting

    the mix of models coming off the line to better align with market

    demand; our goal is to be able to build any bike on any line,

    any time.

    As with manufacturing, we have revamped our approach to

    developing new products to reduce time to market and grow ourleadership for bringing exceptional products to market.

    Our 2012 and 2013 model-year motorcycles again hit the mark

    with bigger power, bolder paint, the 110th Anniversary limited

    edition motorcycles, the CVO Breakout custom cruiser, expanded

    H-D1 Factory Customization and more. And there are more

    high-impact products in the pipeline.

    Outstanding products are a key reason together with the efforts

    of our dealers for the growth in retail Harley-Davidson motorcycle

    Everything we do is

    driven by a passion for

    continuous improvement

    in all of the ways we

    fulll dreams.

    280$

    M.In 2012, Harley-Davidson realized

    $280 million in annual savings fromrestructuring. In 2013, the company

    expects savings of $305 million

    from restructuring activities initiatedsince 2009, rising to annual ongoing

    savings of approximately $320

    million beginning in 2014.

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    sales among both new customers and our extraordinarily loyal

    repeat customers.

    In the U.S., our largest market, dealer sales of new Harley-

    Davidson motorcycles were up 6.6 percent from 2011 and Harley-Davidsons share of the heavyweight (651cc+) motorcycles market

    grew to a record 57.2 percent.

    In 2012, we achieved our goal to grow U.S. sales to outreach

    customers young adults 18-34, females, African American

    riders and Hispanic riders faster than to our traditional core

    customers. Sales to U.S. outreach customers grew at twice the

    rate of core in 2012. This milestone reects the success of our

    strategy to introduce Harley-Davidson to new generations of

    riders. In fact, Harley-Davidson is the U.S. market share leader

    among each of these demographic segments.

    International retail new Harley-Davidson motorcycle sales grew

    5.6 percent compared to 2011, in large part the result of strong

    product appeal and numerous improvements in our operations

    and distribution network over the last few years. This includes

    our prudent investment in emerging markets, where retail

    Harley-Davidson motorcycle sales grew nearly 30 percent

    year over year, helping offset softness in the macro-economic

    environment in Europe.

    We opened 31 dealerships in 18 countries in 2012, including

    Malaysia, Russia, Turkey, India, China, Bolivia, Croatia and

    Taiwan. We continue to see great opportunity in international

    markets and expect international new Harley-Davidson motorcycle

    sales to grow faster than sales in the U.S. through 2014.

    We also continue to work with our dealers to further increase

    Harley-Davidson leadership at retail. Our retail strategy is all about

    strengthening retail support systems, dealer capabilities and

    distribution channels to ensure that customers have a distinctly

    personal and custom experience whenever and wherever theytouch the brand whether in store or online.

    One of the ways we enable customers to fulll their dreams is

    through nancing and insurance from Harley-Davidson Financial

    Services. HDFS provides a strategic competitive advantage for

    Harley-Davidson, our U.S. and Canadian dealers and increasingly

    to our international dealers through afliate relationships. In

    2012, HDFS nanced more than half of all new Harley-Davidson

    motorcycles sold in the U.S. HDFS also generated nearly $285

    Worldwide Retail Sales ofHarley-Davidson Motorcycles

    6.2

    39.2

    3.0

    14.3

    +

    +

    --

    +

    %

    %

    %

    %

    NORTH AMERICA

    LATIN AMERICA

    EUROPE, MIDDLE

    EAST & AFRICA

    ASI A PACIF IC

    OUTREACH AND INTERNATIONAL GROWTH STORIES

    http://ar.harley-davidson.com/manufacturing.phphttp://ar.harley-davidson.com/manufacturing.php
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    million in operating income a record that speaks to the strength

    of the business.

    It goes without saying that all of Harley-Davidsons achievements

    are possible only through the efforts and dedication of ouremployees, dealers and suppliers. Our entire team takes great

    pride in these achievements. They are doing a truly outstanding

    job, working as one team and moving in one direction to deliver for

    our customers and all stakeholders.

    While we are pleased by our achievements in 2012 and over the

    last several years, more important is the road ahead. Harley-

    Davidsons strategy provides the road map for how we will

    continue to deliver exceptional product and brand experiences

    that foster deep emotional connections with customers and create

    opportunities for growth.

    When I came to Harley-Davidson four years ago, I knew this

    company had tremendous untapped potential and incredible

    opportunities. That has never been more true than today.

    To be sure, there continue to be concerns over the macro-

    economic environment. But, when I look at all we have achieved

    and all the great things yet to come through our strategic focus,

    I believe Harley-Davidson has never been better positioned

    than we are today to deliver on the promise of fullling dreams of

    personal freedom.

    2013 is shaping up to be an exciting year for Harley-Davidson,

    especially with our year-long global 110th Anniversary

    celebrations. Hundreds of thousands of customers participate

    in our anniversaries and every one of them has their own

    unique story of dreams fullled. We invite everyone to join in the

    celebration and enjoy the ride.

    Keith WandellChairman, President and Chief Executive Officer,Harley-Davidson, Inc.

    Statements regarding expected savings from restructuring and international sales growthare forward-looking statements that are subject to risks that could cause actual results to

    be materially different. Those risks include matters we have noted in our latest earnings

    release and lings with the U.S. SEC. Unless otherwise noted, the information presented,

    including all forward-looking statements, speaks only as of January 29, 2013 and does notreect subsequent developments. Inclusion of such statements also does not constitute a

    reafrmation of such statements as of any later date.