Attached files
| file | filename |
|---|---|
| 10-Q - AMERICAN BILTRITE INC. - AMERICAN BILTRITE INC | eps3616.htm |
| EX-32.1 - AMERICAN BILTRITE INC | ex32.htm |
| EX-31.2 - AMERICAN BILTRITE INC | ex31-2.htm |
| EX-31.1 - AMERICAN BILTRITE INC | ex31-1.htm |
Exhibit
99.3
FOR
IMMEDIATE RELEASE
For
Further Information:
Howard
N. Feist
Chief
Financial Officer
(781)
237-6655
AMERICAN
BILTRITE REPORTS THIRD QUARTER RESULTS
WELLESLEY
HILLS, MA, NOVEMBER 11, 2009 - American Biltrite Inc. (NYSE Amex: ABL) reported
its results for the third quarter of 2009 today. Net sales for the three months
ended September 30, 2009 were $83.9 million, down 13.8% from $97.4 million in
the third quarter of 2008. The net loss attributable to controlling
interests for the
three months ended September 30, 2009 was $676 thousand or $0.20 per share
(basic and diluted) compared with $10.4 million or $3.01 per share (basic and
diluted) in the third quarter of 2008. For the nine months ended September 30,
2009, American Biltrite’s net sales were $235.3 million compared with net sales
of $294.3 million for the same period in 2008. The net loss attributable to
controlling interests for the nine months
ended September 30, 2009 was $8.3 million, or $2.42 per share (basic and
diluted), compared with $9.5 million, or $2.75 per share (basic and diluted),
for the same period last year. The net loss attributable to controlling
interests for the three and nine months ended September 30, 2008 includes an
$11.5 million charge for Congoleum for asbestos related reorganization
costs.
American
Biltrite’s consolidated results include the results of its 55% owned subsidiary
Congoleum Corporation, which is in Chapter 11 bankruptcy reorganization
proceedings. American Biltrite anticipates its ownership interest in Congoleum
will be eliminated upon the conclusion of such proceedings. Accordingly,
American Biltrite believes its financial results excluding Congoleum to be a
more meaningful presentation to investors. Excluding the results of Congoleum,
American Biltrite’s net sales for the three months ended September 30, 2009 were
$46.5 million, down 9.2% from $51.3 million for the three months ended September
30, 2008, and its net income attributable to controlling interests for the three
months ended September 30, 2009 was $376 thousand compared to a net loss
attributable to controlling interests of $258 thousand for the three months
ended September 30, 2008. For the nine months ended September 30, 2009,
excluding the results of Congoleum, American Biltrite’s net loss attributable to
controlling interests was $4.5 million on net sales of $128.5 million compared
with $1.2 million on sales of $153.4 million for the nine months ended September
30, 2008. Congoleum comprises the flooring products segment in American
Biltrite’s reported results.
Roger
S. Marcus, Chairman of the Board, commented “Business conditions remained
challenging across our end markets during the third quarter. Although sales were
at or below year earlier levels, operating results (before Congoleum’s
reorganization charges) improved at all our operations except
Congoleum.”
“The
Tape division reduced its loss versus the third quarter of 2008, in spite of a
decline in sales, primarily in Europe. Sales at our Jewelry business were
essentially level with the third quarter of last year, while pre-tax income in
the business improved due to operating expense reductions that have been
implemented over the past year.”
“Sales
at our Canadian business declined 20% due to lower demand for rubber products
used in industrial applications and the negative effect of currency translation,
but pre-tax income improved slightly as the sales mix was more profitable,
pricing caught up with previous raw material cost increases, and expenses were
reduced. Congoleum’s sales were 19% below year earlier levels reflecting
weakness in manufactured housing, remodel, and new construction. Its pre-tax
results were $2.1 million worse than the third quarter of 2008 (excluding the
$11.5 million asbestos charge in that quarter). Congoleum’s third quarter 2009
performance was negatively affected by a program to reduce inventories, which
meant less production to absorb manufacturing overhead, as well as significantly
higher pension expense versus last year. Without these two issues, Congoleum
would have shown both improved results and a pre-tax profit.”
Warning
regarding forward-looking statements
The
above news release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, that involve
risks, uncertainties and assumptions. These forward-looking statements are based
on American Biltrite's expectations, as of the date of this release, of future
events. American Biltrite undertakes no obligation to update any of these
forward-looking statements. Although American Biltrite believes that its
expectations are based on reasonable assumptions, within the bounds of its
knowledge of its business and experience, there can be no assurance that actual
results will not differ materially from expectations. Any or all of these
statements may turn out to be incorrect. Any forward-looking statements made in
this Current Report on Form 8-K speak only as of the date of such statement. It
is not possible to predict or identify all factors that could potentially cause
actual results to differ materially from expected and historical results.
Readers are cautioned not to place undue reliance on any forward-looking
statements. Actual results could differ significantly as a result of various
factors. For example, the above news release may imply that the current economic
conditions are a cause of American Biltrite's operating results and that
American Biltrite's results will improve when economic conditions improve.
However, American Biltrite's results may be driven by other factors beyond
economic conditions and its results may not improve when economic conditions
improve. Moreover, although the U.S. economy may have grown in the third quarter
of 2009, it is unclear the extent to which any such growth may be sustainable,
how long any possible improvement in economic conditions may last, and whether
and the extent to which the conditions in the particular industries in which the
Company and Congoleum conduct
business
may improve and whether any such improvement would be sustainable. In addition,
the news release also states that operating results improved at all of American
Biltrite's operations, except Congoleum, which may imply that the improvements
may be sustainable or that results will improve further. However, any improved
operating results may not be sustained or further improved and operating results
could deteriorate due to economic or industry conditions or otherwise. In
addition, this news release refers to certain factors that affected Congoleum's
results, the absence of which, Congoleum would have shown both improved results
and a pre-tax profit. There can be no assurance that those, similar or other
factors will not continue or arise in the future and prevent Congoleum from
realizing improved operating results or pre-tax profit.
Some
additional factors that could cause actual results to differ from expectations
include: (i) American Biltrite's and Congoleum's ability to comply with the
covenants imposed on them under their respective credit facilities and the
availability of borrowings under those facilities; (ii) the ability of American
Biltrite's and Congoleum's customers to timely pay for product purchased on
credit; (iii) the future cost and timing of payments associated with and
availability of insurance coverage for environmental and non-asbestos related
product and general liability claims; (iv) increases in raw material prices and
availability of raw materials; (v) increased competitive activity from
competitors, some of which have greater resources and broader distribution
channels; (vi) continued difficult or any worsening conditions in the national
economy in general or in the industries in which American Biltrite and its
subsidiaries conduct business; (vii) shipment delays, depletion of inventory and
increased production costs resulting from unforeseen disruptions of operations
at any of American Biltrite's or its subsidiaries' facilities or distributors;
(viii) the incurrence of product warranty costs; (ix) changes in customers for
American Biltrite's or its subsidiaries' products; (x) any discontinuation of
American Biltrite's intercompany arrangements with Congoleum on terms
substantially consistent with those currently in effect and as would have been
revised as contemplated by previously proposed plans of reorganization for
Congoleum in connection with Congoleum's Chapter 11 case, which is referred to
further below; and (xi) the loss of any key executives.
American
Biltrite and Congoleum have significant asbestos related liabilities. On
December 31, 2003, Congoleum filed a voluntary petition with the United States
Bankruptcy Court for the District of New Jersey (Case No. 03-51524) seeking
relief under Chapter 11 of the United States Bankruptcy Code as a means to
resolve claims asserted against it related to the use of asbestos in its
products decades ago, and on August 17, 2009, the United States District Court
for the District of New Jersey withdrew Congoleum's Chapter 11 case from the
Bankruptcy Court and assumed authority over the proceedings. Congoleum's Chapter
11 case is pending. Some additional factors that may cause American Biltrite and
Congoleum to not realize their plan for resolving asbestos liabilities include:
(i) the future cost and timing of estimated asbestos liabilities and payments;
(ii) the availability of insurance coverage and reimbursement from insurance
companies that underwrote the applicable insurance policies for asbestos-related
claims, including insurance coverage and reimbursement for asbestos claimants
under any plan of reorganization for Congoleum, which certain insurers have
objected to in the
applicable
courts adjudicating Congoleum's Chapter 11 case and are litigating in New Jersey
state court; (iii) the costs relating to the execution and implementation of any
plan of reorganization for Congoleum; (iv) timely reaching agreement with other
creditors, or classes of creditors, that exist or may emerge; (v) satisfaction
of the conditions and obligations under American Biltrite's and Congoleum's
outstanding debt instruments, and amendment or waiver of those outstanding debt
instruments, as necessary, to permit Congoleum and American Biltrite to satisfy
their obligations under any plan of reorganization for Congoleum; (vi) the
response from time-to-time of the lenders, customers, suppliers, holders of
Congoleum's Senior Notes and other creditors and constituencies to the Chapter
11 process and related developments arising from the strategy to resolve
asbestos liability; (vii) Congoleum's ability to maintain debtor-in-possession
financing sufficient to provide it with funding that may be needed during the
pendency of its Chapter 11 case and to obtain exit financing sufficient to
provide it with funding that may be needed for its operations after emerging
from the bankruptcy process, in each case, on reasonable terms; (viii) timely
obtaining sufficient creditor and court approval (including the results of any
relevant appeals) of any reorganization plan and the court overruling any
objections to that reorganization plan that may be filed; (ix) developments in,
costs associated with and the outcome of insurance coverage litigation pending
in New Jersey state court involving Congoleum and certain insurers; (x)
compliance with the United States Bankruptcy Code, including section 524(g);
(xi) the impact any adopted federal legislation addressing asbestos claims may
have on American Biltrite's or Congoleum's businesses, results of operations or
financial conditions; and (xii) the possible adoption of another party's plan of
reorganization, which may prove to be unfeasible. In addition, in view of
American Biltrite's relationships with Congoleum, American Biltrite could be
affected by the litigation regarding Congoleum's Chapter 11 case and insurance
coverage and Congoleum's negotiations regarding its pursuit of a plan of
reorganization, and there can be no assurance as to what that impact, positive
or negative, might be. In any event, the failure of Congoleum to obtain
confirmation and consummation of a plan of reorganization would have a material
adverse effect on Congoleum's business, results of operations or financial
condition and could have a material adverse effect on American Biltrite's
business, results of operations or financial condition.
Actual
results could differ significantly as a result of these and other factors
discussed in American Biltrite's Annual Report on Form 10-K for the year ended
December 31, 2008, Quarterly Report on Form 10-Q for the quarter ended June 30,
2009 and its subsequent filings with the Securities and Exchange
Commission.
AMERICAN
BILTRITE INC.
RESULTS
FOR THE THREE AND NINE MONTHS ENDED
SEPTEMBER
30, 2009 AND 2008
($000,
except share and per share amounts)
|
Three
Months Ended
September
30,
|
Nine
Months Ended
September
30,
|
|||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||
|
Net
sales
|
$ | 83,883 | $ | 97,351 | $ | 235,266 | $ | 294,347 | ||||||||
|
Cost
of products sold
|
65,234 | 75,330 | 186,338 | 225,600 | ||||||||||||
|
Selling,
general & administrative expenses
|
19,602 | 21,269 | 59,223 | 67,234 | ||||||||||||
|
Asbestos-related
reorganization charge
|
- | 11,491 | - | 11,491 | ||||||||||||
|
Loss
from operations
|
(953 | ) | (10,739 | ) | (10,295 | ) | (9,978 | ) | ||||||||
|
Interest
and other expenses, net
|
(142 | ) | (1,241 | ) | (804 | ) | (1,110 | ) | ||||||||
|
Provision
for (benefit from) income taxes
|
324 | (1,631 | ) | 292 | (549 | ) | ||||||||||
|
Noncontrolling
interests
|
743 | (17 | ) | 3,061 | 50 | |||||||||||
|
Loss
from continuing operations
|
(676 | ) | (10,366 | ) | (8,330 | ) | (10,489 | ) | ||||||||
|
Discontinued
operation
|
- | - | - | 1,025 | ||||||||||||
|
Net
loss attributable to controlling interests
|
$ | (676 | ) | $ | (10,366 | ) | $ | (8,330 | ) | $ | (9,464 | ) | ||||
|
Basic
and diluted loss per share:
|
||||||||||||||||
|
Loss
from continuing operations per common share
|
$ | (0.20 | ) | $ | (3.01 | ) | $ | (2.42 | ) | $ | (3.05 | ) | ||||
|
Discontinued
operation
|
- | - | - | .30 | ||||||||||||
|
Net
loss attributable to controlling interests per common
share
|
$ | (0.20 | ) | $ | (3.01 | ) | $ | (2.42 | ) | $ | (2.75 | ) | ||||
|
Weighted
average number of common and equivalent shares outstanding
|
||||||||||||||||
|
Basic
|
3,441,551 | 3,441,551 | 3,441,551 | 3,441,551 | ||||||||||||
|
Diluted
|
3,441,551 | 3,441,551 | 3,441,551 | 3,441,551 | ||||||||||||
AMERICAN
BILTRITE INC.
RESULTS
FOR THE THREE AND NINE MONTHS ENDED
SEPTEMBER
30, 2009 AND 2008
BY
SEGMENT
($000)
|
Three
Months Ended
September
30,
|
Nine
Months Ended
September
30,
|
|||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||
|
Revenues
from external customers
|
||||||||||||||||
|
Flooring
products
|
$ | 37,359 | $ | 46,085 | $ | 106,815 | $ | 140,948 | ||||||||
|
Tape
products
|
20,094 | 21,835 | 55,827 | 70,320 | ||||||||||||
|
Jewelry
|
14,619 | 14,587 | 37,618 | 39,043 | ||||||||||||
|
Canadian
division
|
11,811 | 14,844 | 35,006 | 44,036 | ||||||||||||
|
Total
revenues from external customers
|
$ | 83,883 | $ | 97,351 | $ | 235,266 | $ | 294,347 | ||||||||
|
Segment
(loss) profit before taxes
|
||||||||||||||||
|
Flooring
products
|
$ | (1,894 | ) | $ | (11,310 | ) | $ | (6,930 | ) | $ | (8,337 | ) | ||||
|
Tape
products
|
(590 | ) | (1,875 | ) | (4,276 | ) | (2,106 | ) | ||||||||
|
Jewelry
|
1,271 | 320 | 538 | (1,636 | ) | |||||||||||
|
Canadian
division
|
407 | 380 | 358 | 936 | ||||||||||||
|
Corporate
income (expense)
|
(289 | ) | 505 | (789 | ) | 55 | ||||||||||
|
Total
segment loss before taxes
|
$ | (1,095 | ) | $ | (11,980 | ) | $ | (11,099 | ) | $ | (11,088 | ) | ||||