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8-K - 8-K - KEMET CORPa10-14532_18k.htm
EX-99.2 - EX-99.2 - KEMET CORPa10-14532_1ex99d2.htm

Exhibit 99.1

 

News Release

GRAPHIC

 

FOR IMMEDIATE RELEASE

 

Contact:

William M. Lowe, Jr.

Dean W. Dimke

 

Executive Vice President and

Director of Corporate and

 

Chief Financial Officer

Investor Communications

 

williamlowe@KEMET.com

deandimke@KEMET.com

 

864-963-6484

954-766-2800

 

KEMET REPORTS FIRST QUARTER OF FISCAL YEAR 2011 RESULTS

 

·                  Net sales up 14.5% to $243.8 million compared to $213.0 million for the prior quarter ended March 31, 2010

·                  Gross margin up significantly to 25.0% compared to 20.2% for the prior quarter ended March 31, 2010

·                  Non-GAAP Adjusted net income of $0.28 per basic share and $0.15 per diluted share for the current quarter

·                  Adjusted EBITDA of $45.2 million

 

Greenville, South Carolina (July 28, 2010) - KEMET Corporation (NYSE Amex: KEM) today reported preliminary results for the first fiscal quarter ended June 30, 2010.  Net sales for the quarter ended June 30, 2010 were $243.8 million, which is a 62.3% increase over the same quarter last fiscal year and a 14.5% increase over the prior fiscal quarter ended March 31, 2010.

 

On a U.S. GAAP basis, the net loss was $20.1 million, or $(0.25) per basic and diluted share for the first quarter of fiscal year 2011 compared to net income of $25.1 million or $0.31 per basic and diluted share for the same quarter last year and compared to net income of $0.3 million or $0.00 per basic and diluted share for the prior fiscal quarter ended March 31, 2010.  The current fiscal quarter includes a $38.2 million non-cash loss on early extinguishment of debt and $1.8 million of restructuring charges primarily associated with the relocation of equipment.  Conversely, the first quarter of fiscal year 2010 included a $38.9 million non-cash gain on early extinguishment of debt.

 

Non-GAAP Adjusted net income was $22.3 million or $0.28 per basic share and $0.15 per diluted share for the current fiscal quarter compared to an Adjusted net loss of $10.3 million, or $(0.13) per basic and diluted share for the same quarter last year and compared to an Adjusted net income of $8.8 million, or $0.11 per basic share and $0.06 per diluted share for the prior fiscal quarter ended March 31, 2010.

 

“It was a great quarter as we saw our revenue return to pre-recession levels and our gross margins increase significantly,” said Per Loof, KEMET’s Chief Executive Officer.  “Our efforts to improve operating efficiencies, maintain our cost controls established over the past year, reestablish a strong Balance Sheet, and our ability to meet the strong volume demands of our customers have combined to drive our financial results,” continued Loof.

 

About KEMET

 

As announced on June 21, 2010, the Company’s common stock was approved for listing on the NYSE Amex. Trading commenced on the NYSE Amex on Tuesday, June 22, 2010 under the ticker symbol ‘KEM’ (NYSE Amex: KEM).  At the Investor Relations section of our web site at http://www.KEMET.com/IR, users may subscribe to KEMET news releases and find additional information about our Company.  KEMET applies world class service and quality to deliver industry leading, high performance capacitance solutions to its customers around the world and offers the world’s most complete line of surface mount and through hole capacitor technologies across tantalum, ceramic, film, aluminum, electrolytic, and paper dielectrics. Additional information about KEMET can be found at http://www.kemet.com.

 



 

In this news release, the Company makes reference to certain Non-GAAP financial measures, including “Adjusted net income (loss)”, “Adjusted net income (loss) per share” and “Adjusted EBITDA”.  Management believes that investors may find it useful to review the Company’s financial results as adjusted to exclude items as determined by management.  “Adjusted net income (loss)” and “Adjusted net income (loss) per share” represent net income/loss and net income/loss per share excluding gain/loss on early extinguishment of debt, ERP integration costs, restructuring charges related primarily to equipment moves and employee severance, gain/loss on sales and disposals of assets, and amortization related to debt issuance costs and debt discount.  Management believes that these Non-GAAP financial measures are useful to investors because they provide a supplemental way to understand the underlying operating performance of the Company.  Management uses these Non-GAAP financial measures to evaluate operating performance.  Non-GAAP financial measures should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with GAAP.

 

The following table provides reconciliation from GAAP net income/loss to Non-GAAP adjusted net income/loss:

 

 

 

Quarters Ended

 

 

 

June 30, 2010

 

March 31, 2010

 

June 30, 2009

 

 

 

(Unaudited) (Amounts in thousands, except per share data)

 

 

 

 

 

 

 

 

 

Net sales

 

$

243,794

 

$

212,980

 

$

150,167

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(20,099

)

$

317

 

$

25,090

 

Basic net income (loss) per share

 

$

(0.25

)

$

 

$

0.31

 

Diluted net income (loss) per share

 

$

(0.25

)

$

 

$

0.31

 

 

 

 

 

 

 

 

 

Excluding the following items (Non-GAAP)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(20,099

)

$

317

 

$

25,090

 

Adjustments:

 

 

 

 

 

 

 

Restructuring charges

 

1,792

 

6,609

 

 

Amortization included in interest expense

 

1,924

 

3,806

 

2,564

 

(Gain) loss on early extinguishment of debt

 

38,248

 

 

(38,921

)

(Gain) loss on sales and disposals of assets

 

335

 

(1,501

)

206

 

ERP integration costs

 

280

 

 

 

Income tax effect of non-GAAP adjustments (1)

 

(155

)

(462

)

738

 

Adjusted net income (loss) (excluding adjustments)

 

$

22,325

 

$

8,769

 

$

(10,323

)

Adjusted net income (loss) per share (excluding adjustments)

 

 

 

 

 

 

 

Basic

 

$

0.28

 

$

0.11

 

$

(0.13

)

Diluted

 

$

0.15

 

$

0.06

 

$

(0.13

)

 


(1)  The income tax effect of the excluded items is calculated by applying the applicable jurisdictional income tax rate, considering the deferred tax valuation for each applicable jurisdiction.

 



 

QUIET PERIOD

 

Beginning October 1, 2010, we will observe a quiet period during which the information provided in this news release and our quarterly report on Form 10-Q will no longer constitute our current expectations. During the quiet period, this information should be considered to be historical, applying prior to the quiet period only and not subject to update by management. The quiet period will extend until the day when our next quarterly earnings release is published.

 

CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS

 

Certain statements included herein contain forward-looking statements within the meaning of federal securities laws about KEMET Corporation’s (the “Company”) financial condition and results of operations that are based on management’s current expectations, estimates and projections about the markets, in which the Company operates, as well as management’s beliefs and assumptions. Words such as “expects,” “anticipates,” “believes,” “estimates,” variations of such words and other similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in, or implied by, such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s judgment only as of the date hereof. The Company undertakes no obligation to update publicly any of these forward-looking statements to reflect new information, future events or otherwise.

 

Factors that may cause actual outcome and results to differ materially from those expressed in, or implied by, these forward-looking statements include, but are not necessarily limited to the following: (i) continued uncertainty of the economy could impact the Company’s ability to realize operating plans if the demand for the Company’s products declines and could adversely affect the Company’s liquidity and ability to continue to operate; (ii) adverse economic conditions could cause further reevaluation and the write down of long-lived assets; (iii) an increase in the cost or a decrease in the availability of the Company’s principle raw materials; (iv) changes in  the competitive environment of the Company; (v) uncertainty of the timing of customer product qualifications in heavily regulated industries; (vi) economic, political, or regulatory changes in the countries in which the Company operates; (vii) difficulties, delays or unexpected costs in completing the Company’s restructuring plan; (viii) the ability to attract, train and retain effective employees and management; (ix) the ability to develop innovative products to maintain customer relationships; (x) the impact of environmental issues, laws, and regulations; (xi) volatility of financial and credit markets which would affect the Company’s access to capital; (xii) exposure to foreign exchange gains and losses; (xiii) need to reduce costs to offset downward price trends; (xiv) potential limitation on use of net operating losses to offset possible future taxable income; (xv) dilution as a result of the warrant held by K Equity, LLC; and (xvi) exercise of the warrant by K Equity, LLC may result in the existence of a controlling stockholder.

 



 

KEMET CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(Unaudited - Amounts in thousands except per share data)

 

 

 

Quarters Ended

 

 

 

June 30, 2010

 

June 30, 2009

 

 

 

 

 

 

 

Net sales

 

$

243,794

 

$

150,167

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

Cost of sales

 

182,886

 

129,661

 

Selling, general and administrative expenses

 

24,215

 

18,022

 

Research and development

 

6,031

 

4,779

 

Restructuring charges

 

1,792

 

 

Net loss on sales and disposals of assets

 

335

 

206

 

Total operating costs and expenses

 

215,259

 

152,668

 

Operating income (loss)

 

28,535

 

(2,501

)

 

 

 

 

 

 

Other (income) expense:

 

 

 

 

 

Interest income

 

(21

)

(31

)

Interest expense

 

7,458

 

5,819

 

(Gain) loss on early extinguishment of debt

 

38,248

 

(38,921

)

Other expense, net

 

1,674

 

4,512

 

Income (loss) before income taxes

 

(18,824

)

26,120

 

Income tax expense

 

1,275

 

1,030

 

Net income (loss)

 

$

(20,099

)

$

25,090

 

 

 

 

 

 

 

Net income (loss) per share (basic and diluted)

 

$

(0.25

)

$

0.31

 

 



 

KEMET CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Amounts in thousands, except per share data)

 

 

 

June 30, 2010

 

March 31, 2010

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

65,968

 

$

79,199

 

Accounts receivable, net

 

156,897

 

141,795

 

Inventories, net

 

152,387

 

150,508

 

Prepaid expenses and other

 

10,675

 

14,380

 

Deferred income taxes

 

2,260

 

2,129

 

Total current assets

 

388,187

 

388,011

 

Property and equipment, net of accumulated depreciation of $719,045 and $686,958 as of June 30, 2010 and March 31, 2010, respectively

 

301,666

 

319,878

 

Intangible assets, net

 

19,967

 

21,806

 

Other assets

 

9,201

 

11,266

 

Total assets

 

$

719,021

 

$

740,961

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

4,959

 

$

17,880

 

Accounts payable, trade

 

69,363

 

78,829

 

Accrued expenses

 

61,142

 

63,606

 

Income taxes payable

 

955

 

1,096

 

Total current liabilities

 

136,419

 

161,411

 

Long-term debt, less current portion

 

267,440

 

231,629

 

Other non-current obligations

 

54,180

 

55,626

 

Deferred income taxes

 

7,335

 

8,023

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock, par value $0.01, authorized 300,000 shares, issued 88,525 shares at June 30, 2010 and March 31, 2010

 

885

 

885

 

Additional paid-in capital

 

479,363

 

479,115

 

Retained deficit

 

(170,888

)

(150,789

)

Accumulated other comprehensive income

 

1,216

 

11,990

 

Treasury stock, at cost (7,390 shares at June 30, 2010 and March 31, 2010)

 

(56,929

)

(56,929

)

Total stockholders’ equity

 

253,647

 

284,272

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

719,021

 

$

740,961

 

 



 

KEMET CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)

 

 

 

Quarters Ended June 30,

 

 

 

2010

 

2009

 

Sources (uses) of cash and cash equivalents

 

 

 

 

 

Operating activities:

 

 

 

 

 

Net income (loss)

 

$

(20,099

)

$

25,090

 

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

(Gain) loss on early extinguishment of debt

 

38,248

 

(38,921

)

Depreciation and amortization

 

14,510

 

12,264

 

Amortization of debt discount and debt issuance costs

 

1,924

 

2,564

 

Net loss on sales and disposals of assets

 

335

 

206

 

Stock-based compensation expense

 

149

 

241

 

Change in deferred income taxes

 

(65

)

(390

)

Change in operating assets

 

(23,018

)

4,523

 

Change in operating liabilities

 

(7,898

)

(1,946

)

Other

 

(148

)

344

 

Net cash provided by operating activities

 

3,938

 

3,975

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Capital expenditures

 

(6,857

)

(1,387

)

Net cash used in investing activities

 

(6,857

)

(1,387

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Proceeds from issuance of debt

 

226,975

 

47,873

 

Payments of long-term debt

 

(228,544

)

(47,563

)

Net borrowings (payments) under other credit facilities

 

(1,688

)

(324

)

Debt issuance costs

 

(6,593

)

(4,206

)

Debt extinguishment costs

 

(207

)

(3,605

)

Net cash used in financing activities

 

(10,057

)

(7,825

)

Net decrease in cash and cash equivalents

 

(12,976

)

(5,237

)

Effect of foreign currency fluctuations on cash

 

(255

)

168

 

Cash and cash equivalents at beginning of fiscal period

 

79,199

 

39,204

 

Cash and cash equivalents at end of fiscal period

 

$

65,968

 

$

34,135

 

 



 

Adjusted EBITDA-Non-GAAP Financial Measure

 

Adjusted EBITDA represents net income/loss before income tax expense, interest expense, and depreciation and amortization expense, adjusted to exclude restructuring charges, share-based compensation expense, loss on sales and disposals of assets, loss on early extinguishment of debt, ERP integration costs, and foreign exchange transaction gain/loss.  We use Adjusted EBITDA to monitor and evaluate our operating performance and to facilitate internal and external comparisons of the historical operating performance of our business.  We present Adjusted EBITDA as a supplemental measure of our performance and ability to service debt.  We also present Adjusted EBITDA because we believe such measure is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.

 

We believe Adjusted EBITDA is an appropriate supplemental measure of debt service capacity, because cash expenditures on interest are, by definition, available to pay interest, and tax expense is inversely correlated to interest expense because tax expense goes down as deductible interest expense goes up; depreciation and amortization are non-cash charges. The other items excluded from Adjusted EBITDA are excluded in order to better reflect our continuing operations.

 

In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses similar to the adjustments noted below.  Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by these types of adjustments.  Adjusted EBITDA is not a measurement of our financial performance under U.S. GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with U.S. GAAP or as an alternative to cash flow from operating activities as a measure of our liquidity.

 

Our Adjusted EBITDA measure has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under U.S. GAAP.  Some of these limitations are:

 

·                  it does not reflect our cash expenditures, future requirements for capital expenditures or contractual commitments;

 

·                  it does not reflect changes in, or cash requirements for, our working capital needs;

 

·                  it does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt;

 

·                  although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and our Adjusted EBITDA measure does not reflect any cash requirements for such replacements;

 

·                  it is not adjusted for all non-cash income or expense items that are reflected in our statements of cash flows;

 

·                  it does not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations;

 

·                  it does not reflect limitations on or costs related to transferring earnings from our subsidiaries to us; and

 

·                  other companies in our industry may calculate this measure differently than we do, limiting its usefulness as a comparative measure.

 

Because of these limitations, Adjusted EBITDA should not be considered as a measure of discretionary cash available to us to invest in the growth of our business or as a measure of cash that will be available to us to meet our obligations.  You should compensate for these limitations by relying primarily on our U.S. GAAP results and using Adjusted EBITDA only supplementally.

 



 

The following table provides reconciliation from U.S. GAAP net loss to Adjusted EBITDA (amounts in thousands):

 

 

 

Q1 FY11

 

Net loss

 

$

(20,099

)

Income tax expense

 

1,275

 

Interest expense, net

 

7,437

 

Depreciation and amortization expense

 

14,510

 

Share-based compensation expense

 

149

 

Loss on sales and disposals of assets

 

335

 

Loss on early extinguishment of debt

 

38,248

 

Foreign exchange transaction loss

 

1,272

 

ERP integration costs

 

280

 

Restructuring charges

 

1,792

 

Adjusted EBITDA

 

$

45,199