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8-K - FORM 8-K - BRIGHTPOINT INC | c62770e8vk.htm |
Exhibit 99.1
BRIGHTPOINT REPORTS FOURTH QUARTER AND YEAR END 2010
FINANCIAL RESULTS
FINANCIAL RESULTS
INDIANAPOLIS February 2, 2011 Brightpoint, Inc. (Nasdaq: CELL), a global leader in
providing supply chain solutions to the wireless industry, today announced its financial results
for the fourth quarter ended December 31, 2010. Unless otherwise noted, amounts pertain to the
fourth quarter of 2010.
FOR THE FOURTH QUARTER OF 2010:
Revenue was $1.1 billion for the fourth quarter of 2010, an increase of 24% compared to
the fourth quarter of 2009 and an increase of 26% compared to the third quarter of 2010.
Wireless
devices handled were 29.1 million for the fourth quarter of
2010, which was a record amount of units handled in a quarter for
Brightpoint. This represents an increase of 21%
compared to the fourth quarter of 2009 and an increase of 17% compared to the third quarter of
2010. The increase in wireless devices handled compared to the fourth quarter of 2009 and the third
quarter of 2010 was driven by an increase in wireless devices handled
through logistic services. Wireless devices handled through logistic
services were 23.8 million for the fourth quarter of 2010, which is
also a quarterly record for Brightpoint.
Income from continuing operations was $15.4 million or $0.22 per diluted share for the fourth
quarter of 2010 compared to $21.4 million or $0.27 per diluted share for the fourth quarter of 2009
and $11.4 million or $0.16 per diluted share for the third quarter of 2010. Income from continuing
operations for the fourth quarter of 2009 included a non-taxable gain of $7.7 million or $0.10 per
diluted share on the settlement of an indemnification claim with NC Telecom Holding A/S relating to
our purchase of Dangaard Telecom A/S.
Adjusted income from continuing operations (non-GAAP) was $24.0 million or $0.34 per diluted share
for the fourth quarter of 2010 compared to $17.8 million or $0.22 per diluted share for the fourth
quarter of 2009 and $16.4 million or $0.23 per diluted share for the third quarter of 2010.
Adjusted income from continuing operations (non-GAAP) of $0.34 per diluted share for the fourth
quarter of 2010 excludes the following items:
| $3.8 million (pre-tax) of non-cash amortization expense related to acquired intangible assets. | ||
| $2.9 million (pre-tax) of acquisition expenses related to the acquisition of Touchstone Wireless Repair and Logistics, L.P. (Touchstone). | ||
| $2.4 million (pre-tax) of non-cash stock based compensation expense. | ||
| $3.5 million (pre-tax) restructuring charge which primarily consists of lease termination charges and severance charges in connection with continued global entity consolidation and rationalization. | ||
| $0.2 million (pre-tax) charge related to a contingency that was assumed with the purchase of Dangaard Telecom in July 2007. | ||
| $4.0 million tax benefit related to the excluded expenses described above. | ||
| $0.1 million of discrete tax benefit. |
Gross margin was 8.5% for the fourth quarter of 2010 compared to 9.0% for the fourth quarter of
2009 and 8.6% for the third quarter of 2010.
SG&A expense was $62.3 million for the fourth quarter of 2010 compared to $55.1 million for the
fourth quarter of 2009 and $57.4 million for the third quarter of 2010. Foreign currency
fluctuations negatively impacted SG&A expense by approximately $2.0 million compared to the third
quarter of 2010. SG&A expenses for the fourth quarter of 2010 included approximately $1.0 million
of asset impairment charge as well as increases in equity compensation, travel, recruiting,
training, and charitable contribution expenses compared to the same period in prior year.
Total debt was $90.4 million at December 31, 2010, compared to $112.3 million at September 30, 2010
and $97.0 million at December 31, 2009. Total liquidity (unrestricted cash and unused borrowing
availability) was $446.7 million at December 31, 2010 compared to $355.5 million at September 30,
2010 and $426.2 million at December 31, 2009. Average daily debt outstanding for the fourth quarter
of 2010 was $192.8 million compared to average daily debt outstanding of $220.0 million for the
third quarter of 2010 and $167.7 million for the fourth quarter of 2009. Average daily debt for
January 2011 was $289.9 million.
Total debt and liquidity at December 31, 2010 and average daily debt for the fourth quarter of 2010
includes the impact of the acquisition of Touchstone for a net purchase price of $75.7 million as
well as the purchase of a Center of Excellence facility
in the United States for a purchase price of $18.4 million plus closing costs. Both of these
transactions closed in December 2010 and were financed with available funds from our amended Senior
Revolving Credit Facility.
Cash provided by operating activities was $160.4 million for the year ended December 31, 2010
compared to $163.8 million for the same period in the prior year. Cash provided by operating
activities was $137.1 million for the three months ended December 31, 2010 compared to cash
provided by operating activities of $51.1 million for the three months ended December 31, 2009 and
cash provided by operating activities of $42.1 million for the three months ended September 30,
2010.
The cash conversion cycle was negative 2 days for the fourth quarter of 2010, compared to 6 days
for the fourth quarter of 2009 and 9 days for the third quarter of 2010. During the fourth
quarter, invoicing issues from one of our key global vendors caused an unusually high accounts
payable balance as well as high days payable outstanding. We do not believe this negative cash
conversion cycle will continue in future periods. In 2010, the average quarterly cash conversion
cycle was 8 days.
EBITDA was $85.8 million for the year ended
December 31, 2010 compared to $68.2 million for the same period in the prior year.
EBITDA was $30.6 million for the fourth quarter of 2010 compared to
$31.9 million for the fourth quarter of 2009 and $21.3 million for the third quarter of 2010.
EBITDA for the three months ended December 31, 2009 included a non-cash, non-taxable gain of $7.7
million for the settlement of an indemnification claim with NC Telecom Holding A/S relating to
our purchase of Dangaard Telecom A/S.
I am very pleased with our fourth quarter and full year 2010 operating results, which reflect
our continued focus on execution and discipline in managing our business, said Robert J. Laikin,
Chairman of the Board and Chief Executive Officer of Brightpoint, Inc. Our comprehensive solutions
offerings enabled us to handle approximately 99 million wireless devices in 2010 which clearly
demonstrates our global leadership position. Our recent acquisition of Touchstone Wireless
provides us with new service offerings, which enhances our broad array of wireless supply chain
solutions. We will continue to invest in new services that are critical to support the
proliferation of smartphones and tablets in the global wireless industry. We expect the global
wireless handset market to grow by approximately 10% in 2011.
I am pleased we were able to deliver strong financial results for the fourth quarter and
throughout 2010, said Tony Boor, Brightpoints Chief Financial Officer and Treasurer.
Distribution average selling price was over $190 for the fourth quarter of 2010, which is an
increase of over 22% compared to the fourth quarter of 2009 and reflects our growing share of
smartphones sold. Through the teams diligent execution, we were able to generate $160 million of
operating cash flow for the year. This improvement in liquidity allowed us to pay down debt and to
capitalize on strategic opportunities, including the purchase of Touchstone Wireless, an additional
Center of Excellence facility in North America and the repurchase of over 12 million shares of
Brightpoint common stock.
ACQUISITION OF TOUCHSTONE WIRELESS
Brightpoint acquired Touchstone on December 23, 2010 for $75.7 million and incurred $2.9 million of
acquisition expenses. Results of operations related to the acquisition are included in our
consolidated results of operations beginning on December 24, 2010. The Company is currently in the
process of integrating the Touchstone operations. The following balance sheet sets forth the
preliminary valuation of major assets acquired and liabilities assumed in connection with the
Touchstone transaction (in thousands):
ASSETS |
||||
Current Assets: |
||||
Cash and cash equivalents |
$ | 2,616 | ||
Accounts receivable |
13,674 | |||
Inventory |
5,554 | |||
Other current assets |
1,083 | |||
Total current assets |
22,927 | |||
Property and equipment, net |
5,560 | |||
Goodwill and intangible assets |
66,507 | |||
Total assets acquired |
$ | 94,994 | ||
LIABILITIES |
||||
Total current liabilities |
$ | 18,528 | ||
Total long-term liabilities |
804 | |||
Total liabilities assumed |
$ | 19,332 | ||
Net assets acquired |
$ | 75,662 | ||
FISCAL YEAR 2011 EXPECTATIONS
The Company currently anticipates handling between 111 million and 114 million wireless devices in
2011. This range represents an increase of 12% to 14% compared to wireless devices handled by the
Company in 2010. The Companys current expectations for wireless devices handled do not include
devices handled by Touchstone, which primarily handles used devices for repair, remanufacture or
responsible disposition. The Companys current estimate of the expected growth in global sell-in for the wireless
device industry in 2011 is approximately 10% when compared to 2010.
We currently expect income from continuing operations (GAAP) of $0.58 to $0.73 per diluted share
and adjusted income from continuing operations (non-GAAP) of $0.90 to $1.05 per diluted share.
Adjusted earnings per share (non-GAAP) excludes $0.32 per diluted share of stock based
compensation, amortization of acquired intangible assets and restructuring charge (net of tax).
Adjusted earnings per share (non-GAAP) assumes 72.7 million of diluted weighted average shares
outstanding which includes 2.9 million shares of common stock related to stock based compensation
that are presumed to be repurchased under the U.S. GAAP treasury stock method. Please see the
supplemental information attached for the reconciliation of the range of estimated GAAP diluted
earnings per share to estimated as-adjusted (non-GAAP) diluted earnings per share.
Please see the attached Schedules and the Investors section at the Brightpoint website at
www.brightpoint.com for an explanation and reconciled presentation of the results for the quarter
ended December 31, 2010 prepared in accordance with U.S. GAAP and on an as adjusted non-GAAP basis.
The explanation includes the reasons why management believes such non-GAAP measures are useful
both to management and investors. Any financial measure other than those prepared in accordance
with U.S. GAAP should not be considered a substitute for, or superior to, measures of financial
performance prepared in accordance with U.S. GAAP. In addition, please see the attached
Supplemental Information for a reconciliation of EBITDA.
The consolidated statements of operations for all periods presented reflect the reclassification of
the results of operations of our Italy and France businesses to discontinued operations in
accordance with U.S. GAAP based on our decision to exit the Italy business in the first quarter of
2010 and the France business in the third quarter of 2009. Please see the Investors section at the
Brightpoint website at www.brightpoint.com for quarterly statements of operations for all periods
that have been reclassified.
(Amounts in thousands, except per share data)
Three Months Ended | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
Wireless devices handled |
29,096 | 24,070 | 24,907 | |||||||||
Revenue |
$ | 1,120,305 | $ | 904,518 | $ | 889,029 | ||||||
Gross profit |
$ | 94,960 | $ | 81,029 | $ | 76,486 | ||||||
Gross margin |
8.5 | % | 9.0 | % | 8.6 | % | ||||||
Selling, general and administrative expenses |
$ | 62,273 | $ | 55,058 | $ | 57,407 | ||||||
Operating income from continuing operations |
$ | 22,471 | $ | 19,149 | $ | 14,473 | ||||||
Income from continuing operations |
$ | 15,413 | $ | 21,385 | $ | 11,437 | ||||||
Net income attributable to common
shareholders |
$ | 15,873 | $ | 18,292 | $ | 9,805 | ||||||
Diluted per share: |
||||||||||||
Income from continuing operations
attributable
to common shareholders (1) |
$ | 0.22 | $ | 0.27 | $ | 0.16 | ||||||
Net income attributable to common
shareholders |
$ | 0.23 | $ | 0.23 | $ | 0.14 |
(1) | Income from continuing operations attributable to common shareholders for the three months ended December 31, 2009 includes a non-taxable gain of $7.7 million, or $0.10 per diluted share, on the settlement of an indemnification claim with NC Telecom Holding A/S relating to our purchase of Dangaard Telecom A/S. |
Conference Call Information
On Thursday, February 3, 2011, at approximately 8:00 a.m. EST, Brightpoint will conduct a
conference call to review the Companys operations and financial performance and will answer
participants questions. For those who prefer to join the conference call telephonically, use the
following information and dial in several minutes prior to the start of the call:
U.S. toll-free dial-in number: 888-710-4015
International dial-in number: 913-312-1521
The presentation of slides can be accessed through the Investors section of the Companys website
at www.brightpoint.com. Following the live presentation, an archive of the webcast will be
available through the Investors section of the Companys website at www.brightpoint.com for
approximately one year.
About Brightpoint, Inc.
Brightpoint, Inc. (NASDAQGS: CELL) is a global leader in providing end-to-end supply chain
solutions to leading stakeholders in the wireless industry. In 2010, Brightpoint handled
approximately 99 million wireless devices globally. Brightpoints innovative services include
distribution channel management, procurement, inventory management, repair services and reverse
logistics, software loading, kitting and customized packaging, fulfillment, product customization,
eBusiness solutions, and other outsourced services that integrate seamlessly with its customers.
Brightpoints effective and efficient platform allows its customers to benefit from quickly
deployed, flexible, and cost effective solutions. The Company has approximately 4,000 permanent
employees as well as a significant number of temporary employees in more than 25 countries. In
2010, Brightpoint generated revenue of $3.6 billion. Brightpoint provides distribution and
customized services to over 25,000 B2B customers worldwide. Additional information about
Brightpoint can be found on its website at www.brightpoint.com, or by calling its toll-free
Information and Investor Relations line at 877-IIR-CELL (877-447-2355).
Forward Looking and Cautionary Statements
Certain information in this presentation may contain forward-looking statements regarding future
events or the future performance of the Company, including estimates for wireless devices handled
and income from continuing operations (non-GAAP) per diluted share for 2011 that are subject to
change. These statements are only predictions and actual events or results may differ materially.
Please refer to the documents the Company files, from time to time, with the Securities and
Exchange Commission; specifically, the Companys most recent Form 10-K and Form 10-Q and the
cautionary statements and risk factors contained therein. These documents contain and identify
important risk factors that could cause the actual results to differ materially from those
contained in or implied by these forward-looking statements. These risk factors include, without
limitation, uncertainties relating to customer plans and commitments, including, without limitation
(i) fluctuations in regional demand patterns and economic factors could harm our operations; (ii)
we buy a significant amount of our products from a limited number of suppliers, and they may not
provide us with competitive products at reasonable prices when we need them in the future; (iii)
our dependence on our computer and communications systems; (iv) uncertainty regarding future
volatility in our Common Stock price; (v) our ability to expand and implement our future growth
strategy, including acquisitions; (vi) protecting our proprietary information; (vii) rapid
technological changes in the wireless industry could render our services or the products we handle
obsolete or less marketable; (viii) intense industry competition; (ix) the loss or reduction in
orders from principal customers or a reduction in the prices we are able to charge these customers
could cause our revenues to decline and impair our cash flows; (x) our ability to retain existing
logistic services customers at acceptable returns upon expiration or termination of existing
agreements; (xi) our business could be harmed by consolidation of mobile operators; (xii) we make
significant investments in the technology used in our business and rely on that technology to
function effectively without interruptions; (xiii) our future operating results will depend on our
ability to maintain volumes and margins; (xiv) the effect of natural disasters, epidemics,
hostilities or terrorist attacks on our operations;(xv) uncertainty regarding whether wireless
equipment manufacturers and wireless network operators will continue to outsource aspects of their
business to us;(xvi) the current economic downturn could cause a severe disruption in our
operations;(xvii) our implementation of European Centers of Excellence may not be successful;
(xviii) our ability to continue to enter into relationships and financing that may provide us with
minimal returns or losses on our investments; (xix) collections of our accounts receivable; (xx)
our ability to manage and sustain future growth at our historical or current rates; (xxi) our
ability to attract and retain qualified management and other personnel and the cost of complying
with labor agreements and high rate of personnel turnover; (xxii) our reliance upon third parties
to manufacture products which we distribute and reliance upon their quality control procedures;
(xxiii) our debt facilities could prevent us from borrowing additional funds, if needed; (xxiv) our
reliance on suppliers to provide trade credit facilities to adequately fund our on-going operations
and product purchases; (xxv) a significant percentage of our revenues are generated outside of the
United States in countries that may have volatile currencies or other risks;(xxvi) the impact that
seasonality may have on our business and results; (xxvii) potential dilution to existing
shareholders from the
issuance of securities under our long-term incentive plans; and (xxviii) the
existence of anti-takeover measures. Because of the aforementioned uncertainties affecting our
future operating results, past performance should not be considered to be a reliable indicator of
future performance, and investors should not use historical trends to anticipate future results or
trends. The words believe, expect, anticipate, estimate intend, likely, will,
should and plan and similar expressions identify forward-looking statements. Readers are
cautioned not to place undue reliance on any of these forward-looking statements, which speak only
as of the date that such statement was made. We undertake no obligation to update any
forward-looking statement.
BRIGHTPOINT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share data)
(Unaudited)
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share data)
(Unaudited)
Three Months Ended | Year Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||
Revenue |
||||||||||||||||
Distribution revenue |
$ | 1,022,090 | $ | 821,092 | $ | 3,258,474 | $ | 2,810,354 | ||||||||
Logistic services revenue |
98,215 | 83,426 | 334,765 | 356,225 | ||||||||||||
Total revenue |
1,120,305 | 904,518 | 3,593,239 | 3,166,579 | ||||||||||||
Cost of revenue |
||||||||||||||||
Cost of distribution revenue |
974,211 | 782,365 | 3,107,861 | 2,692,161 | ||||||||||||
Cost of logistic services revenue |
51,134 | 41,124 | 170,755 | 199,891 | ||||||||||||
Total cost of revenue |
1,025,345 | 823,489 | 3,278,616 | 2,892,052 | ||||||||||||
Gross profit |
94,960 | 81,029 | 314,623 | 274,527 | ||||||||||||
Selling, general and administrative expenses |
62,273 | 55,058 | 230,034 | 207,167 | ||||||||||||
Touchstone acquisition expenses |
2,931 | | 2,931 | | ||||||||||||
Impairment of long-lived assets |
| | | 1,452 | ||||||||||||
Amortization expense |
3,834 | 4,116 | 15,024 | 15,862 | ||||||||||||
Restructuring charge |
3,451 | 2,706 | 6,225 | 13,413 | ||||||||||||
Operating income from continuing operations |
22,471 | 19,149 | 60,409 | 36,633 | ||||||||||||
Interest, net |
2,404 | 1,913 | 7,766 | 8,677 | ||||||||||||
Loss on legal settlement |
| | 852 | | ||||||||||||
Gain on indemnification settlement |
| (7,700 | ) | | (7,700 | ) | ||||||||||
Other expense (income) |
1,406 | 1,665 | (51 | ) | 265 | |||||||||||
Income from continuing operations before income taxes |
18,661 | 23,271 | 51,842 | 35,391 | ||||||||||||
Income tax expense (benefit) |
3,248 | 1,886 | 12,997 | (5,434 | ) | |||||||||||
Income from continuing operations |
15,413 | 21,385 | 38,845 | 40,825 | ||||||||||||
Discontinued operations, net of income taxes: |
||||||||||||||||
Gain (loss) from discontinued operations |
383 | (3,524 | ) | (8,681 | ) | (13,746 | ) | |||||||||
Gain (loss) on disposal of discontinued operations |
77 | 431 | (46 | ) | (523 | ) | ||||||||||
Total discontinued operations, net of income taxes |
460 | (3,093 | ) | (8,727 | ) | (14,269 | ) | |||||||||
Net income attributable to common shareholders |
$ | 15,873 | $ | 18,292 | $ | 30,118 | $ | 26,556 | ||||||||
Earnings per share attributable to common shareholders basic: |
||||||||||||||||
Income from continuing operations |
$ | 0.23 | $ | 0.27 | $ | 0.56 | $ | 0.51 | ||||||||
Discontinued operations, net of income taxes |
0.01 | (0.04 | ) | (0.12 | ) | (0.18 | ) | |||||||||
Net income |
$ | 0.24 | $ | 0.23 | $ | 0.44 | $ | 0.33 | ||||||||
Earnings per share attributable to common shareholders -
diluted: |
||||||||||||||||
Income from continuing operations |
$ | 0.22 | $ | 0.27 | $ | 0.55 | $ | 0.50 | ||||||||
Discontinued operations, net of income taxes |
0.01 | (0.04 | ) | (0.12 | ) | (0.17 | ) | |||||||||
Net income |
$ | 0.23 | $ | 0.23 | $ | 0.43 | $ | 0.33 | ||||||||
Weighted average common shares outstanding: |
||||||||||||||||
Basic |
67,014 | 78,191 | 69,004 | 80,422 | ||||||||||||
Diluted |
68,239 | 79,311 | 70,194 | 81,247 | ||||||||||||
BRIGHTPOINT, INC.
NON-GAAP RECONCILIATION OF INCOME FROM CONTINUING OPERATIONS
(Amounts in thousands, except per share data)
(Unaudited)
NON-GAAP RECONCILIATION OF INCOME FROM CONTINUING OPERATIONS
(Amounts in thousands, except per share data)
(Unaudited)
We have provided income from continuing operations and income from continuing operations per
share on both a U.S. GAAP basis and on an as-adjusted non-GAAP basis because the Companys
management believes it provides meaningful information to investors. Among other things, it may
assist investors in evaluating the Companys on-going operations. Adjustments to earnings per
share from continuing operations generally include certain non-cash charges such as stock based
compensation and amortization of acquired finite lived intangible assets as well as other items
such as goodwill impairment charges and restructuring charges. The Company considers these items
unrelated to its core operating performance, and believes that use of this non-GAAP measure allows
comparison of operating results that are consistent over time. The specific items excluded with
respect to our fourth quarter non-GAAP income from continuing operations per share are stock-based
compensation expense, acquisition expense, amortization expense, restructuring charge, legal
expense, and certain discrete tax items. Non-GAAP income from continuing operations per share is
calculated by dividing non-GAAP income from continuing operations by non-GAAP weighted average
common shares outstanding (diluted). For purposes of calculating non-GAAP income from continuing
operations per share, we add back certain shares presumed to be repurchased under the U.S. GAAP
treasury stock method related to stock based compensation expense. We believe these non-GAAP
disclosures provide important supplemental information to management and investors regarding
financial and business trends relating to the Companys financial condition and results of
operations. Management uses these non-GAAP measures internally to evaluate the performance of the
business and to evaluate results relative to incentive compensation targets for certain employees.
Investors should consider non-GAAP measures in addition to, not as a substitute for, or as superior
to measures of financial performance prepared in accordance with U.S. GAAP.
Three Months Ended December 31, | ||||||||||||||||
2010 | 2009 | |||||||||||||||
Income from | Income from | |||||||||||||||
continuing | Impact per | continuing | Impact per | |||||||||||||
operations (1) | diluted share | operations (2) | diluted share | |||||||||||||
GAAP income from continuing operations |
$ | 15,413 | $ | 0.22 | $ | 21,385 | $ | 0.27 | ||||||||
Non-GAAP adjustments: |
||||||||||||||||
Stock based compensation |
2,427 | 0.04 | 1,549 | 0.02 | ||||||||||||
Acquisition expense |
2,931 | 0.04 | | | ||||||||||||
Amortization |
3,771 | 0.05 | 4,024 | 0.05 | ||||||||||||
Restructuring charge |
3,451 | 0.05 | 2,706 | 0.03 | ||||||||||||
Gain on indemnification settlement |
| | (7,700 | ) | (0.10 | ) | ||||||||||
Legal expense |
204 | 0.00 | | | ||||||||||||
Income tax impact of the above |
(4,036 | ) | (0.06 | ) | (2,516 | ) | (0.03 | ) | ||||||||
Discrete income tax items |
(112 | ) | (0.00 | ) | (1,630 | ) | (0.02 | ) | ||||||||
As-adjusted (non-GAAP) income from
continuing operations |
$ | 24,049 | $ | 0.34 | $ | 17,818 | $ | 0.22 | ||||||||
As-adjusted (non-GAAP) weighted
average common shares outstanding
diluted (5) |
70,667 | 80,769 |
Year Ended December 31, | ||||||||||||||||
2010 | 2009 | |||||||||||||||
Income from | Income from | |||||||||||||||
continuing | Impact per diluted | continuing | Impact per diluted | |||||||||||||
operations (3) | share | operations (4) | share | |||||||||||||
GAAP income from continuing operations |
$ | 38,845 | $ | 0.55 | $ | 40,825 | $ | 0.50 | ||||||||
Non-GAAP adjustments: |
||||||||||||||||
Stock based compensation |
10,343 | 0.14 | 6,397 | 0.07 | ||||||||||||
Acquisition expense |
2,931 | 0.04 | | | ||||||||||||
Impairment of long-lived asset |
| | 1,452 | 0.02 | ||||||||||||
Amortization |
14,762 | 0.20 | 15,467 | 0.18 | ||||||||||||
Restructuring charge |
6,225 | 0.09 | 13,413 | 0.16 | ||||||||||||
Legal expense |
1,056 | 0.01 | | | ||||||||||||
Gain on indemnification settlement |
| | (7,700 | ) | (0.09 | ) | ||||||||||
Income tax impact of the above |
(10,535 | ) | (0.15 | ) | (11,556 | ) | (0.14 | ) | ||||||||
Discrete income tax items |
125 | 0.00 | (11,423 | ) | (0.14 | ) | ||||||||||
As-adjusted (non-GAAP) income from
continuing operations |
$ | 63,752 | $ | 0.88 | $ | 46,875 | $ | 0.56 | ||||||||
As-adjusted (non-GAAP) weighted
average common shares outstanding
diluted (5) |
72,635 | 83,137 |
(1) | Adjusted income from continuing operations (non-GAAP) for the fourth quarter of 2010 excludes the following items: |
| $3.8 million (pre-tax) of non-cash amortization expense related to acquired intangible assets. | ||
| $2.9 million (pre-tax) of acquisition expenses related to the purchase of Touchstone Wireless Repair and Logistics, L.P. | ||
| $2.4 million (pre-tax) of non-cash stock based compensation expense. | ||
| $3.5 million (pre-tax) of restructuring charges which primarily consists of lease termination charges and severance charges in connection with continued global entity consolidation and rationalization. | ||
| $0.2 million (pre-tax) charge related to a contingency that was assumed with the purchase of Dangaard Telecom in July 2007. | ||
| $4.0 million tax benefit related to the excluded expenses described above. | ||
| $0.1 million of net discrete tax benefit. $3.8 million of tax benefit is related to the reversal of valuation allowances on deferred tax assets that are expected to be utilized as a result of restructuring the legal ownership of certain European subsidiaries. This benefit is offset by $2.3 million tax expense related to valuation allowances on deferred tax assets resulting from previous net operating losses in Belgium that are no longer expected to be utilized and $1.4 million of tax expense related to valuation allowances on foreign tax credits that are no longer expected to be utilized in the U.S. |
(2) | Adjusted income from continuing operations (non-GAAP) for the fourth quarter of 2009 excludes the following items: |
| $4.0 million (pre-tax) of non-cash amortization expense related to acquired intangible assets. | ||
| $1.5 million (pre-tax) of non-cash stock based compensation expense. | ||
| $2.7 million (pre-tax) of restructuring charges in connection with our previously announced 2009 Spending and Debt Reduction Plan. | ||
| $2.5 million tax benefit of the excluded expenses described above. | ||
| $7.7 million non-cash, non-taxable gain on the settlement of an indemnification with NC Telecom Holding A/S. | ||
| $1.6 million of net discrete tax benefit which is comprised of a $3.2 million benefit for the reversal of a valuation allowance on certain tax assets that are expected to be utilized in the U.S., partially offset by $1.6 million of income tax expense related to valuation allowances on deferred tax assets resulting from previous net operating losses in Colombia and Spain that are no longer expected to be utilized. |
(3) | Adjusted income from continuing operations (non-GAAP) for the year ended December 31, 2010 excludes the following items: |
| $14.8 million (pre-tax) of non-cash amortization expense related to acquired intangible assets. | ||
| $10.3 million (pre-tax) of non-cash stock based compensation expense. | ||
| $2.9 million (pre-tax) of acquisition expenses related to the purchase of Touchstone Wireless Repair and Logistics, L.P. | ||
| $6.2 million (pre-tax) of restructuring charges which primarily consists of lease termination charges and severance charges in connection with continued global entity consolidation and rationalization. | ||
| $0.9 million (pre-tax) of costs related to the settlement of a legal dispute that arose in 2006 with the landlord of the former headquarters of Dangaard Telecom in Denmark; Dangaard Telecom was acquired by the Company in July 2007. | ||
| $0.2 million (pre-tax) charge related to a contingency that was assumed with the purchase of Dangaard Telecom in July 2007. | ||
| $10.5 million tax benefit of the excluded expenses described above. | ||
| $0.1 million of net discrete tax expense. $3.1 million of expense is related to valuation allowances on deferred tax assets resulting from previous net operating losses in Colombia, Denmark, and Belgium that are no longer expected to be utilized and $1.4 million of expense is related to valuation allowances on foreign tax credits that are no longer expected to be utilized in the U.S. This tax expense is offset by $3.8 million of tax benefit related to the reversal of valuation allowances on deferred tax assets that are expected to be utilized as a result of restructuring the legal ownership of certain European subsidiaries and $0.6 million of tax benefit related to the reversal of valuation allowance on deferred tax assets that are expected to be utilized in Denmark. |
(4) | Adjusted income from continuing operations (non-GAAP) for the year ended December 31, 2009 excludes the following items: |
| $15.5 million (pre-tax) of non-cash amortization expense related to acquired intangible assets. | ||
| $1.5 million (pre-tax) impairment charge for our Latin America operations finite-lived intangible assets. The asset was recorded in connection with the acquisition of certain assets of CellStar in 2007. In the third quarter of 2009, our Latin America operation lost a significant product distribution business, and we determined that the carrying value of the asset was not recoverable. | ||
| $6.4 million (pre-tax) of non-cash stock based compensation expense. | ||
| $13.4 million (pre-tax) of restructuring charges in connection with our previously announced 2009 Spending and Debt Reduction Plan. | ||
| $11.6 million tax benefit of the excluded expenses described above. | ||
| $7.7 million non-cash, non-taxable gain on the settlement of an indemnification with NC Telecom Holding A/S. | ||
| $11.4 million of net discrete tax benefit, which is comprised of a $16.3 million benefit for the reversal of a valuation allowance on certain tax assets that are expected to be utilized in the U.S. and the reversal of a reserve on an uncertain tax position in Germany that became more likely than not to be sustained. These benefits were partially offset by $4.9 million of income tax expense related to a valuation allowance on deferred tax assets resulting from previous net operating losses in Denmark, Colombia, and Spain that are no longer expected to be utilized. |
(5) | Weighted average common shares outstanding diluted for the three months ended December 31, 2010 and 2009 includes the effect of 2.4 million (2010) and 1.5 million (2009) common shares outstanding that are presumed to be repurchased under the U.S. GAAP treasury stock method related to stock based compensation expense. Weighted average common shares outstanding diluted for year ended December 31, 2010 and 2009 includes the effect of 2.4 million (2010) and 1.9 million (2009) common shares outstanding that are presumed to be repurchased under the U.S. GAAP treasury stock method related to stock based compensation expense. |
BRIGHTPOINT, INC.
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share data)
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share data)
December 31, | December 31, | |||||||
20101 | 2009 | |||||||
(Unaudited) | ||||||||
ASSETS |
||||||||
Current Assets: |
||||||||
Cash and cash equivalents |
$ | 41,658 | $ | 81,050 | ||||
Accounts receivable (less allowance for doubtful
accounts of $9,892 in 2010 and $12,205 in 2009) |
487,376 | 382,973 | ||||||
Inventories |
311,804 | 212,909 | ||||||
Other current assets |
75,068 | 76,656 | ||||||
Total current assets |
915,906 | 753,588 | ||||||
Property and equipment, net |
111,107 | 82,328 | ||||||
Goodwill |
78,821 | 51,877 | ||||||
Other intangibles, net |
122,122 | 98,136 | ||||||
Other assets |
19,885 | 28,062 | ||||||
Total assets |
$ | 1,247,841 | $ | 1,013,991 | ||||
LIABILITIES AND SHAREHOLDERS EQUITY |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 744,995 | $ | 486,584 | ||||
Accrued expenses |
140,191 | 118,552 | ||||||
Short-term borrowings |
408 | | ||||||
Total current liabilities |
885,594 | 605,136 | ||||||
Long-term liabilities: |
||||||||
Lines of credit, long-term |
90,000 | | ||||||
Long-term debt |
| 97,017 | ||||||
Other long-term liabilities |
27,894 | 34,911 | ||||||
Total long-term liabilities |
117,894 | 131,928 | ||||||
Total liabilities |
1,003,488 | 737,064 | ||||||
Commitments and contingencies |
||||||||
Shareholders equity: |
||||||||
Preferred stock, $0.01 par value: 1,000 shares
authorized; no shares issued or outstanding |
| | ||||||
Common stock, $0.01 par value: 100,000 shares
authorized; 90,354 issued in 2010
and 89,293 issued in 2009 |
904 | 893 | ||||||
Additional paid-in-capital |
641,895 | 631,027 | ||||||
Treasury stock, at cost, 22,917 shares in 2010 and
10,309 shares in 2009 |
(164,242 | ) | (84,639 | ) | ||||
Retained deficit |
(255,974 | ) | (286,092 | ) | ||||
Accumulated other comprehensive income |
21,770 | 15,738 | ||||||
Total shareholders equity |
244,353 | 276,927 | ||||||
Total liabilities and shareholders equity |
$ | 1,247,841 | $ | 1,013,991 | ||||
1 | The consolidated balance sheet as of December 31, 2010 includes assets and liabilities acquired in the purchase of Touchstone. |
BRIGHTPOINT, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
Year Ended | ||||||||
December 31, | ||||||||
2010 | 2009 | |||||||
Operating activities |
||||||||
Net income |
$ | 30,118 | $ | 26,556 | ||||
Adjustments to reconcile net income to net cash
provided by operating activities: |
||||||||
Depreciation and amortization |
34,676 | 35,171 | ||||||
Impairment of long-lived assets |
| 1,452 | ||||||
Non-cash compensation |
10,343 | 6,484 | ||||||
Restructuring charge |
6,225 | 15,523 | ||||||
Gain on indemnification settlement |
| (7,700 | ) | |||||
Change in deferred taxes |
7,736 | (18,773 | ) | |||||
Other non-cash |
926 | 1,096 | ||||||
Changes in operating assets and liabilities,
net of effects from acquisitions and divestitures: |
||||||||
Accounts receivable |
(80,220 | ) | 152,024 | |||||
Inventories |
(93,846 | ) | 90,172 | |||||
Other operating assets |
447 | (1,343 | ) | |||||
Accounts payable and accrued expenses |
244,041 | (136,848 | ) | |||||
Net cash provided by operating activities |
160,446 | 163,814 | ||||||
Investing activities |
||||||||
Capital expenditures |
(42,108 | ) | (49,178 | ) | ||||
Acquisitions, net of cash acquired |
(76,075 | ) | | |||||
Increase in other assets |
(1,091 | ) | (1,184 | ) | ||||
Net cash used in investing activities |
(119,274 | ) | (50,362 | ) | ||||
Financing Activities |
||||||||
Net proceeds from (repayments on) lines of credit |
90,000 | (1,578 | ) | |||||
Repayments on Global Term Loans |
(93,939 | ) | (78,159 | ) | ||||
Net proceeds from short-term financing |
408 | | ||||||
Deferred financing costs paid |
(3,283 | ) | (392 | ) | ||||
Purchase of treasury stock |
(79,603 | ) | (16,955 | ) | ||||
Deficient tax benefit from equity based compensation |
(862 | ) | (1,116 | ) | ||||
Proceeds from common stock issuances under employee
stock
option plans |
1,291 | 225 | ||||||
Net cash used in financing activities |
(85,988 | ) | (97,975 | ) | ||||
Effect of exchange rate changes on cash and cash
equivalents |
5,424 | 8,347 | ||||||
Net increase (decrease) in cash and cash equivalents |
(39,392 | ) | 23,824 | |||||
Cash and cash equivalents at beginning of period |
81,050 | 57,226 | ||||||
Cash and cash equivalents at end of period |
$ | 41,658 | $ | 81,050 | ||||
Supplemental Information
(Amounts in thousands)
(Amounts in thousands)
Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)
Three Months Ended | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
Net income (1) |
$ | 15,873 | $ | 18,292 | $ | 9,805 | ||||||
Net interest expense (1) |
2,480 | 1,965 | 1,716 | |||||||||
Income tax expense (1) |
3,248 | 3,023 | 1,598 | |||||||||
Depreciation and
amortization (1) |
8,975 | 8,632 | 8,210 | |||||||||
EBITDA (2) |
$ | 30,576 | $ | 31,912 | $ | 21,329 | ||||||
(1) | Includes discontinued operations | |
(2) | EBITDA for the three months ended December 31, 2009 included a non-cash, non-taxable gain of $7.7 million for the settlement of an indemnification claim with NC Telecom Holding A/S relating to our purchase of Dangaard Telecom A/S. |
EBITDA is a non-GAAP financial measure. Management believes EBITDA provides it with an indicator
of how much cash the Company generates, excluding non-cash charges and any changes in working
capital. Management also reviews and utilizes the entire statement of cash flows to evaluate
cash flow performance.
Cash Conversion Cycle Days
Management utilizes the cash conversion cycle days metric and its components to evaluate
the Companys ability to manage its working capital and its cash flow performance. Cash
conversion cycle days and its components for the quarters ending December 31, 2010 and
2009, and September 30, 2010 were as follows:
Three Months Ended | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
Days sales outstanding in
accounts receivable |
29 | 25 | 30 | |||||||||
Days inventory on-hand |
26 | 22 | 20 | |||||||||
Days payable outstanding |
(57 | ) | (41 | ) | (41 | ) | ||||||
Cash Conversion Cycle Days |
(2 | ) | 6 | 9 | ||||||||
Please
see the Investors section of the Brightpoint website at www.brightpoint.com for a
detailed calculation of cash conversion cycle days for the three months ended December 31, 2010.
Supplemental Information (continued)
(Amounts in thousands)
(Amounts in thousands)
Return on Invested Capital (ROIC)
Management uses ROIC to measure the effectiveness of its use of invested capital to generate
profits. ROIC for the quarters and trailing four quarters ended December 31, 2010 and 2009, and
September 30, 2010, was as follows:
Three Months Ended | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
Operating income after taxes
(non-GAAP): |
||||||||||||
Operating income from
continuing operations |
$ | 22,471 | $ | 19,149 | $ | 14,473 | ||||||
Plus: restructuring charge* |
3,451 | 2,706 | 940 | |||||||||
Less: estimated income taxes (1) |
(9,073 | ) | (7,649 | ) | (5,395 | ) | ||||||
Operating income after taxes
(non-GAAP) |
$ | 16,849 | $ | 14,206 | $ | 10,018 | ||||||
Invested Capital: |
||||||||||||
Debt |
$ | 90,408 | $ | 97,017 | $ | 112,301 | ||||||
Shareholders equity |
244,353 | 276,927 | 225,444 | |||||||||
Invested capital |
$ | 334,761 | $ | 373,944 | $ | 337,745 | ||||||
Average invested capital (2) |
$ | 336,253 | $ | 376,721 | $ | 333,074 | ||||||
ROIC (3) |
20 | % | 15 | % | 12 | % |
Trailing Four Quarters Ended | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
Operating income after taxes
(non-GAAP): |
||||||||||||
Operating income from
continuing operations |
$ | 60,409 | $ | 36,633 | $ | 57,089 | ||||||
Plus: restructuring charge* |
6,225 | 13,413 | 5,480 | |||||||||
Less: estimated income taxes (1) |
(23,322 | ) | (17,516 | ) | (21,899 | ) | ||||||
Operating income after taxes
(non-GAAP) |
$ | 43,312 | $ | 32,530 | $ | 40,670 | ||||||
Invested Capital: |
||||||||||||
Debt |
$ | 90,408 | $ | 97,017 | $ | 112,301 | ||||||
Shareholders equity |
244,353 | 276,927 | 225,444 | |||||||||
Invested capital |
$ | 334,761 | $ | 373,944 | $ | 337,745 | ||||||
Average invested capital (2) |
$ | 343,419 | $ | 382,467 | $ | 352,366 | ||||||
ROIC (3) |
13 | % | 9 | % | 12 | % |
(1) | Estimated income taxes were calculated by multiplying the sum of operating income from continuing operations and the restructuring charge by an effective tax rate of 35%, which represents an estimated, blended statutory tax rate for the markets in which we operate. The tax rate will be revised beginning in 2011 as our actual effective tax rate has been below 35% for several quarters due to a shift in the geographic mix of income. Using the 2010 non-GAAP effective tax rate of 27%, ROIC for the trailing four quarters ended December 31, 2010 would have been approximately 14%. | |
(2) | Average invested capital for quarterly periods represents the simple average of the beginning and ending invested capital amounts for the respective quarter. Average invested capital for the trailing four quarters represents the simple average of the invested capital amounts for the current and four prior quarter period ends. | |
(3) | ROIC is calculated by dividing non-GAAP operating income after taxes by average invested capital. ROIC for quarterly periods is stated on an annualized basis and is calculated by dividing non-GAAP operating income after taxes by average invested capital and multiplying the results by four. | |
* | We exclude items such as restructuring charges from our calculation of Operating income after taxes (non-GAAP) because we do not believe such items are representative of expected future returns. Therefore, we believe decisions to allocate resources should not be influenced by such items. |
Supplemental Information (continued)
(Amounts in thousands)
(Amounts in thousands)
Return on Tangible Capital (ROTC)
Management uses Return on Tangible Capital, or ROTC, to provide a measurement which can be
consistently and fairly applied internally to all operating entities to determine the effectiveness
of each entitys use of tangible capital. ROTC eliminates the influence of intangible assets
balances (and related amortization expense), cash transfer capabilities and income tax rates which
vary amongst Brightpoint operating entities and are not controllable by operating entity
management. We exclude unusual items such as restructuring charges from our calculation of
Operating income before amortization and restructuring charges (non-GAAP) because we do not
believe such items are controllable by operating entity management or representative of expected
future returns. Therefore, we believe decisions to allocate resources should not be influenced by
such items. ROTC indicates the return which can be expected on the tangible capital consumed and
replaced through the normal business cycle. To calculate ROTC, operating income from continuing
operations is adjusted for restructuring charges, goodwill impairment charge and amortization of
intangible assets, and this adjusted non-GAAP operating income is applied to average tangible
capital. Average tangible capital is calculated as total assets less cash, investments, goodwill,
and intangible assets, net of current liabilities excluding short term borrowings. The details of
this measurement are outlined below.
Three Months Ended | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
Operating income before amortization
and restructuring charges (non-GAAP): |
||||||||||||
Operating income from continuing operations |
$ | 22,471 | $ | 19,149 | $ | 14,473 | ||||||
Plus: amortization expense |
3,834 | 4,116 | 3,666 | |||||||||
Plus: restructuring charge |
3,451 | 2,706 | 940 | |||||||||
Operating income before amortization
and restructuring charges (non-GAAP): |
$ | 29,756 | $ | 25,971 | $ | 19,079 | ||||||
Tangible capital: |
||||||||||||
Total assets |
$ | 1,247,841 | $ | 1,013,991 | $ | 932,031 | ||||||
Less: unrestricted cash |
41,103 | 80,536 | 27,293 | |||||||||
Less: goodwill |
78,821 | 51,877 | 54,092 | |||||||||
Less: other intangibles, net |
122,122 | 98,136 | 83,367 | |||||||||
Net tangible assets |
$ | 1,005,795 | $ | 783,442 | $ | 767,279 | ||||||
Total current liabilities |
885,594 | 605,136 | 577,862 | |||||||||
Less: current portion of long-term debt |
| | 7,125 | |||||||||
Less: lines of credit and other short term
borrowings |
408 | | 3,059 | |||||||||
Net current liabilities |
$ | 885,186 | $ | 605,136 | $ | 567,678 | ||||||
Net tangible capital |
$ | 120,609 | $ | 178,306 | $ | 199,601 | ||||||
Average tangible capital (1) |
$ | 160,105 | $ | 183,785 | $ | 205,297 | ||||||
ROTC (2) |
74 | % | 57 | % | 37 | % |
Trailing Four Quarters | ||||||||||||
December 31, | December 31, | September 30, | ||||||||||
2010 | 2009 | 2010 | ||||||||||
Operating income before amortization
and restructuring charges (non-GAAP): |
||||||||||||
Operating income from continuing operations |
$ | 60,409 | $ | 36,633 | $ | 57,089 | ||||||
Plus: amortization expense |
15,024 | 15,862 | 15,307 | |||||||||
Plus: restructuring charge |
6,225 | 13,413 | 5,480 | |||||||||
Operating income before amortization
and restructuring charges (non-GAAP): |
$ | 81,658 | $ | 65,908 | $ | 77,876 | ||||||
Tangible capital: |
||||||||||||
Total assets |
$ | 1,247,841 | $ | 1,013,991 | $ | 932,031 | ||||||
Less: unrestricted cash |
41,103 | 80,536 | 27,293 | |||||||||
Less: goodwill |
78,821 | 51,877 | 54,092 | |||||||||
Less: other intangibles, net |
122,122 | 98,136 | 83,367 | |||||||||
Net tangible assets |
$ | 1,005,795 | $ | 783,442 | $ | 767,279 | ||||||
Total current liabilities |
885,594 | 605,136 | 577,862 | |||||||||
Less: current portion of long-term debt |
| | 7,125 | |||||||||
Less: lines of credit and other short term
borrowings |
408 | | 3,059 | |||||||||
Net current liabilities |
$ | 885,186 | $ | 605,136 | $ | 567,678 | ||||||
Net tangible capital |
$ | 120,609 | $ | 178,306 | $ | 199,601 | ||||||
Average tangible capital (1) |
$ | 183,529 | $ | 201,016 | $ | 197,260 | ||||||
ROTC (2) |
44 | % | 33 | % | 39 | % |
(1) | Average tangible capital for quarterly periods represents the simple average of the beginning and ending tangible capital amounts for the respective quarter. | |
(2) | ROTC is calculated by dividing non-GAAP operating income before amortization and restructuring charges by average tangible capital. ROTC for quarterly periods is stated on an annualized basis and is calculated by dividing non-GAAP operating income before amortization and restructuring charges by average tangible capital and multiplying the results by four. ROTC is a non-GAAP pre-tax measure, thereby eliminating the influence of income tax rates which vary amongst Brightpoint operating entities and are not controllable by operating entity management. |
Supplemental Information (continued)
2011 Expectations
The reconciliation of the range of estimated GAAP diluted earnings per share to estimated
as-adjusted (non-GAAP) diluted earnings per share is provided below:
2011 Expectations | ||||||||
Income from | Income from | |||||||
continuing | continuing | |||||||
operations per | operations per | |||||||
diluted share | diluted share | |||||||
GAAP income from continuing operations |
$ | 0.58 | $ | 0.73 | ||||
Non-GAAP adjustments (net of tax): |
||||||||
Stock based compensation |
0.12 | 0.12 | ||||||
Restructuring charge |
0.06 | 0.06 | ||||||
Amortization |
0.14 | 0.14 | ||||||
As-adjusted (non-GAAP) income from
continuing operations |
$ | 0.90 | $ | 1.05 | ||||
As-adjusted (GAAP) weighted average
common shares outstanding diluted |
69,720 | 69,720 | ||||||
Shares presumed to be repurchased
under the U.S. GAAP treasury stock
method related to stock based
compensation expense |
2,935 | 2,935 | ||||||
As-adjusted (non-GAAP) weighted
average common shares outstanding
diluted |
72,655 | 72,655 |