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EX-99.2 - EX-99.2 - KEMET CORPa11-4255_1ex99d2.htm

Exhibit 99.1

 

 

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 THIRD QUARTER OF FISCAL YEAR 2011 RESULTS

 

·                  Net sales up 32.4% to $264.7 million compared to $199.9 million for the same quarter last fiscal year

·                  GAAP Earnings per Share of $0.96 per basic share and $0.52 per diluted share

·                  Adjusted EBITDA of $53.1 million and $151.7 million for the quarter and nine month period ended December 31, 2010, respectively

 

Greenville, South Carolina (February 3, 2011) - KEMET Corporation (NYSE: KEM) today reported preliminary results for the third fiscal quarter ended December 31, 2010.  Net sales for the quarter ended December 31, 2010 were $264.7 million, which is a 32.4% increase over the same quarter last fiscal year and a 6.5% increase over the prior fiscal quarter ended September 30, 2010 of $248.6 million.

 

On a U.S. GAAP basis, net income was $27.2 million, or $0.96 per basic share and $0.52 per diluted share for the third quarter of fiscal year 2011 compared to a net loss of $1.8 million or $(0.07) per basic and diluted share for the same quarter last year.  The current fiscal quarter included $1.1 million of restructuring charges primarily associated with the relocation of equipment and $1.0 million of debt and stock registration related fees.  The third quarter of fiscal year 2010 included $1.3 million of restructuring charges and a $0.7 million loss on write down of long-lived assets.

 

Non-U.S. GAAP Adjusted net income was $33.1 million or $1.17 per basic share and $0.64 per diluted share for the current fiscal quarter compared to a Non-U.S. GAAP Adjusted net income of $4.7 million, or $0.18 per basic share and $0.10 per diluted share for the same quarter last year.

 

All share and per share data gives effect to the November 2010 one-for-three reverse stock split.

 

“The quarter continued our trend of strong sales as demand remained solid in all of our geographic regions and segments making this our seventh straight quarter of increasing revenue,” said Per Loof KEMET’s Chief Executive Officer.  “We accomplished another of our goals during this quarter by relisting on the New York Stock Exchange and thereby obtaining greater visibility of the company to both new and existing shareholders.  The management team remains focused on the fundamentals that will continue to bring increased value to our shareholders,” continued Loof.

 

About KEMET

 

The Company’s common stock is listed on the NYSE under the ticker symbol ‘KEM’ (NYSE: 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.

 



 

QUIET PERIOD

 

Beginning April 1, 2011, 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) adverse economic conditions could impact our ability to realize operating plans if the demand for our products declines, and such conditions could adversely affect our 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 our principle raw materials; (iv) changes in the competitive environment; (v) uncertainty of the timing of customer product qualifications in heavily regulated industries; (vi) economic, political, or regulatory changes in the countries in which we operate; (vii) difficulties, delays or unexpected costs in completing the restructuring plan; (viii) inability to attract, train and retain effective employees and management; (ix) the inability to develop innovative products to maintain customer relationships and offset potential price erosion in older products; (x) exposure to claims alleging product defects; (xi) the impact of laws and regulations that apply to our business, including those relating to environmental matters; (xii) volatility of financial and credit markets which would affect our access to capital; (xiii) needing to reduce costs of our products to remain competitive; (xiv) potential limitation on use of net operating losses to offset possible future taxable income; and (xv) exercise of the warrant by K Equity, LLC which could potentially result in the existence of a significant stockholder who could seek to influence our corporate decisions.

 

2



 

KEMET CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(Amounts in thousands except per share data)

(Unaudited)

 

 

 

Quarters Ended December 31,

 

Nine Months Ended December 31,

 

 

 

2010

 

2009

 

2010

 

2009

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

264,654

 

$

199,923

 

$

757,036

 

$

523,355

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of sales

 

192,132

 

163,670

 

553,888

 

442,082

 

Selling, general and administrative expenses

 

27,453

 

22,162

 

76,667

 

60,697

 

Research and development

 

6,947

 

5,637

 

19,202

 

15,985

 

Restructuring charges

 

1,102

 

1,322

 

5,197

 

2,589

 

Write down of long-lived assets

 

 

656

 

 

656

 

Net (gain) loss on sales and disposals of assets

 

29

 

240

 

(1,406

)

498

 

Total operating costs and expenses

 

227,663

 

193,687

 

653,548

 

522,507

 

Operating income

 

36,991

 

6,236

 

103,488

 

848

 

 

 

 

 

 

 

 

 

 

 

Other (income) expense:

 

 

 

 

 

 

 

 

 

Interest income

 

(28

)

(14

)

(133

)

(147

)

Interest expense

 

7,756

 

7,434

 

22,548

 

19,744

 

Increase in value of warrant

 

 

 

 

81,088

 

(Gain) loss on early extinguishment of debt

 

 

 

38,248

 

(38,921

)

Other (income) expense, net

 

1,471

 

688

 

(1,647

)

6,199

 

Income (loss) before income taxes

 

27,792

 

(1,872

)

44,472

 

(67,115

)

Income tax expense (benefit)

 

625

 

(93

)

2,493

 

2,649

 

Net income (loss)

 

$

27,167

 

$

(1,779

)

$

41,979

 

$

(69,764

)

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share (basic)

 

$

0.96

 

$

(0.07

)

$

1.53

 

$

(2.59

)

Net income (loss) per share (diluted)

 

$

0.52

 

$

(0.07

)

$

0.82

 

$

(2.59

)

 

3



 

KEMET CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Amounts in thousands, except per share data)

 

 

 

December 31, 2010

 

March 31, 2010

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

127,772

 

$

79,199

 

Accounts receivable, net

 

147,630

 

137,385

 

Inventories, net

 

207,506

 

150,508

 

Prepaid expenses and other

 

15,421

 

18,790

 

Deferred income taxes

 

6,052

 

2,129

 

Total current assets

 

504,381

 

388,011

 

Property and equipment, net of accumulated depreciation of $721,744 and $686,958 as of December 31, 2010 and March 31, 2010, respectively

 

298,331

 

319,878

 

Intangible assets, net

 

19,797

 

21,806

 

Other assets

 

11,355

 

11,266

 

Total assets

 

$

833,864

 

$

740,961

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

41,650

 

$

17,880

 

Accounts payable, trade

 

90,164

 

78,829

 

Accrued expenses

 

70,885

 

63,606

 

Income taxes payable

 

2,530

 

1,096

 

Total current liabilities

 

205,229

 

161,411

 

Long-term debt, less current portion

 

230,611

 

231,629

 

Other non-current obligations

 

57,514

 

55,626

 

Deferred income taxes

 

10,650

 

8,023

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock, par value $0.01, authorized 300,000 shares, issued 39,508 and 29,508 shares at December 31, 2010 and March 31, 2010, respectively

 

395

 

295

 

Additional paid-in capital

 

479,201

 

479,705

 

Retained deficit

 

(108,810

)

(150,789

)

Accumulated other comprehensive income

 

14,667

 

11,990

 

Treasury stock, at cost (2,403 and 2,463 shares at December 31, 2010 and March 31, 2010, respectively)

 

(55,593

)

(56,929

)

Total stockholders’ equity

 

329,860

 

284,272

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

833,864

 

$

740,961

 

 

4


 


 

KEMET CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)

 

 

 

Nine Months Ended December 31,

 

 

 

2010

 

2009

 

Sources (uses) of cash and cash equivalents

 

 

 

 

 

Operating activities:

 

 

 

 

 

Net income (loss)

 

$

41,979

 

$

(69,764

)

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

 

 

 

 

 

(Gain) loss on early extinguishment of debt

 

38,248

 

(38,921

)

Increase in value of warrant

 

 

81,088

 

Depreciation and amortization

 

41,303

 

39,191

 

Amortization of debt discount and debt issuance costs

 

3,964

 

9,586

 

Write down of long-lived assets

 

 

656

 

Net (gain) loss on sales and disposals of assets

 

(1,406

)

498

 

Stock-based compensation expense

 

911

 

1,788

 

Change in deferred income taxes

 

(1,186

)

(751

)

Change in operating assets

 

(64,485

)

1,653

 

Change in operating liabilities

 

17,658

 

11,895

 

Other

 

(1,885

)

(997

)

Net cash provided by operating activities

 

75,101

 

35,922

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Capital expenditures

 

(19,559

)

(7,593

)

Proceeds from sales of assets

 

5,425

 

 

Change in restricted cash

 

 

(1,495

)

Net cash used in investing activities

 

(14,134

)

(9,088

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Proceeds from issuance of debt

 

227,525

 

58,949

 

Payments of long-term debt

 

(230,300

)

(51,628

)

Net payments under other credit facilities

 

(2,626

)

(650

)

Debt issuance costs

 

(7,750

)

(4,206

)

Debt extinguishment costs

 

(207

)

(3,605

)

Proceeds from exercise of stock options

 

21

 

 

Net cash used in financing activities

 

(13,337

)

(1,140

)

Net increase in cash and cash equivalents

 

47,630

 

25,694

 

Effect of foreign currency fluctuations on cash

 

943

 

76

 

Cash and cash equivalents at beginning of fiscal period

 

79,199

 

39,204

 

Cash and cash equivalents at end of fiscal period

 

$

127,772

 

$

64,974

 

 

5



 

Non-U.S. GAAP Financial Measures

 

In this news release, the Company makes reference to certain Non-U.S. GAAP financial measures, including “Adjusted net income”, “Adjusted net income 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 and Adjusted Net Income Per Share

 

“Adjusted net income” and “Adjusted net income per share” represent net income/loss and net income/loss per share excluding increase in value of warrant, 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, amortization related to debt issuance costs and debt discount, debt and stock registration related fees, cancellation of incentive plan, write down of long-lived assets, foreign exchange transaction gain/loss, stock-based compensation expense, write off of capitalized advisor fee and gain on licensing of patents.  Management believes that these Non-U.S. 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-U.S. GAAP financial measures to evaluate operating performance.  Non-U.S. GAAP financial measures should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with U.S. GAAP.

 

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

 

 

 

Quarters Ended

 

Nine Months Ended

 

 

 

Dec. 31, 2010

 

Sept. 30, 2010

 

Dec. 31, 2009

 

Dec. 31, 2010

 

Dec. 31, 2009

 

 

 

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

 

GAAP

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

264,654

 

$

248,588

 

$

199,923

 

$

757,036

 

$

523,355

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

27,167

 

$

34,911

 

$

(1,779

)

$

41,979

 

$

(69,764

)

Basic net income (loss) per share

 

$

0.96

 

$

1.29

 

$

(0.07

)

$

1.53

 

$

(2.59

)

Diluted net income (loss) per share

 

$

0.52

 

$

0.68

 

$

(0.07

)

$

0.82

 

$

(2.59

)

 

 

 

 

 

 

 

 

 

 

 

 

Excluding the following items (Non-GAAP)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

27,167

 

$

34,911

 

$

(1,779

)

$

41,979

 

$

(69,764

)

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Restructuring charges

 

1,102

 

2,303

 

1,322

 

5,197

 

2,589

 

Amortization included in interest expense

 

1,210

 

830

 

3,703

 

3,964

 

9,586

 

Foreign exchange transaction (gain) loss

 

1,785

 

(2,679

)

562

 

378

 

6,199

 

Stock-based compensation expense

 

429

 

333

 

168

 

911

 

1,788

 

(Gain) loss on sales and disposals of assets

 

29

 

(1,770

)

240

 

(1,406

)

498

 

Debt and stock registration related fees

 

950

 

 

 

950

 

 

ERP integration costs

 

602

 

375

 

 

1,257

 

 

Gain on licensing of patents

 

 

(2,000

)

 

(2,000

)

 

Write down of long lived assets

 

 

 

656

 

 

656

 

(Gain) loss on early extinguishment of debt

 

 

 

 

38,248

 

(38,921

)

Cancellation of incentive plan

 

 

 

 

 

1,161

 

Increase in value of warrant

 

 

 

 

 

81,088

 

Write off of capitalized advisor fee

 

 

 

 

 

413

 

Income tax effect of non-GAAP adjustments (1)

 

(196

)

(364

)

(143

)

(828

)

528

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income (loss) (excluding adjustments)

 

$

33,078

 

$

31,939

 

$

4,729

 

$

88,650

 

$

(4,179

)

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

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.17

 

$

1.18

 

$

0.18

 

$

3.23

 

$

(0.16

)

Diluted

 

$

0.64

 

$

0.62

 

$

0.10

 

$

1.73

 

$

(0.16

)

 


(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.

 

6



 

Adjusted EBITDA-

 

Adjusted EBITDA represents net income/loss before income tax expense, net interest expense, and depreciation and amortization expense, adjusted to exclude: restructuring charges, stock-based compensation expense, debt and stock registration related fees, gain/loss on sales and disposals of assets, write down of long-lived assets, gain/loss on early extinguishment of debt, ERP integration costs, foreign exchange transaction gain/loss, increase in value of warrant and gain on licensing of patents.  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.

 

7



 

The following tables provide reconciliation from U.S. GAAP net income (loss) to Adjusted EBITDA (amounts in thousands):

 

 

 

Q1 FY11

 

Q2 FY11

 

Q3 FY11

 

YTD FY11

 

Net income (loss)

 

$

(20,099

)

$

34,911

 

$

27,167

 

$

41,979

 

Income tax expense

 

1,275

 

593

 

625

 

2,493

 

Interest expense, net

 

7,437

 

7,250

 

7,728

 

22,415

 

Depreciation and amortization expense

 

14,510

 

14,132

 

12,661

 

41,303

 

Stock-based compensation expense

 

149

 

333

 

429

 

911

 

Debt and stock registration related fees

 

 

 

950

 

950

 

(Gain) loss on sales and disposals of assets

 

335

 

(1,770

)

29

 

(1,406

)

Loss on early extinguishment of debt

 

38,248

 

 

 

38,248

 

Foreign exchange transaction (gain) loss

 

1,272

 

(2,679

)

1,785

 

378

 

ERP integration costs

 

280

 

375

 

602

 

1,257

 

Restructuring charges

 

1,792

 

2,303

 

1,102

 

5,197

 

Gain on licensing of patents

 

 

(2,000

)

 

(2,000

)

Adjusted EBITDA

 

$

45,199

 

$

53,448

 

$

53,078

 

$

151,725

 

 

 

 

 

 

 

 

 

 

 

 

 

Q1 FY10

 

Q2 FY10

 

Q3 FY10

 

YTD FY10

 

Net income (loss)

 

$

25,090

 

$

(93,075

)

$

(1,779

)

$

(69,764

)

Income tax expense (benefit)

 

1,030

 

1,712

 

(93

)

2,649

 

Interest expense, net

 

5,788

 

6,389

 

7,420

 

19,597

 

Depreciation and amortization expense

 

12,264

 

13,226

 

13,701

 

39,191

 

Gain on early extinguishment of debt

 

(38,921

)

 

 

(38,921

)

Stock-based compensation expense

 

241

 

1,379

 

168

 

1,788

 

Loss on sales and disposals of assets

 

206

 

52

 

240

 

498

 

Foreign exchange transaction loss

 

4,221

 

1,416

 

562

 

6,199

 

Increase in value of warrant

 

 

81,088

 

 

81,088

 

Restructuring charges

 

 

1,267

 

1,322

 

2,589

 

Write down of long-lived assets

 

 

 

656

 

656

 

Adjusted EBITDA

 

$

9,919

 

$

13,454

 

$

22,197

 

$

45,570

 

 

8