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8-K - FORM 8-K - Altra Industrial Motion Corp. | b85252e8vk.htm |
EX-99.2 - EX-99.2 - Altra Industrial Motion Corp. | b85252exv99w2.htm |
Exhibit 99.1
Altra Holdings Reports 17% Year-over-Year Sales Increase
in Fourth Quarter 2010
in Fourth Quarter 2010
Demand from Both Early- and Late-Cycle Markets Drives Growth;
Company Expects Robust Top- and Bottom-line Growth in 2011 Guidance;
Announces Separately Today the Acquisition of European Gearmotor Manufacturer
Company Expects Robust Top- and Bottom-line Growth in 2011 Guidance;
Announces Separately Today the Acquisition of European Gearmotor Manufacturer
BRAINTREE, Mass., February 28, 2011 Altra Holdings, Inc. (Nasdaq: AIMC), a leading global
supplier of clutch brakes, couplings, gearing, belted drives and other power transmission
components, today announced unaudited financial results for the fourth quarter ended December 31,
2010.
Financial Highlights
§ | Fourth-quarter net sales increased 17% to $130.5 million compared with the prior-year quarter. Full-year 2010 net sales increased 15% to $520.2 million. | ||
§ | Fourth-quarter net income per diluted share was $0.20 compared with a loss per share of $0.10 in the prior-year period. Non-GAAP adjusted earnings per diluted share increased 71% to $0.24 for the fourth quarter of 2010.* | ||
§ | For full year 2010, the Company reported net income of $0.92 per diluted share compared with a net loss of $0.09 per share in 2009. Non-GAAP adjusted earnings per diluted share increased 209% to $1.02 in 2010. | ||
§ | Fourth-quarter income from operations increased 130 basis points to 9.4% of sales from the fourth quarter of 2009. The increase was primarily due to lower restructuring charges. | ||
§ | The Companys cash balance improved 41% year-over-year and was $72.7 million at the end of the year. | ||
§ | Altra forecasts strong revenue and earnings per share growth in 2011 based on continued early- and late-cycle demand strength and strong earnings leverage. |
In a separate news release earlier today, Altra announced that it has signed a definitive agreement
to acquire substantially all of the assets and liabilities of Danfoss Bauer GmbH (Bauer) relating
to its gearmotor business for cash consideration of 43.1 million Euros. Bauer is a leading European
manufacturer of high-quality gearmotors, offering engineered solutions to a variety of industries,
including material handling, metals, food processing and energy. The Bauer gearmotor product line
will be highly complementary to Altras existing gearing products. The acquisition is anticipated
to be accretive, excluding any one-time or acquisitions costs, to Altras earnings in 2011.
Management Comments
We closed out a successful 2010 with excellent sales growth in the 4th quarter, reporting a 17%
increase in revenue when compared with the 4th quarter of 2009, said Carl Christenson,
President and CEO. In addition to continued strength from our early-cycle markets, demand from
our late-cycle businesses are now making a meaningful impact on our sales. We are also pleased with
the results from our cost reduction and productivity improvement initiatives. For the
4th quarter we reported a 60 basis point increase in non-GAAP adjusted operating income
margin compared to the prior year and a 71% increase in non-GAAP adjusted diluted earnings per
share despite pressure from material cost increases, learning curve inefficiencies at the receiving
facilities as we completed the final stages of our plant consolidations, and a one time healthcare
cost adjustment. Given the price increases we implemented at the beginning of the year, as well as
productivity now gaining traction at our newly consolidated plants we expect our bottom line to
continue to benefit in 2011.
We are very excited about the acquisition of Bauer. It meets all of our acquisition criteria and
we are looking forward to Bauer becoming an important part of Altra, added Christenson. The
Bauer brand is very well regarded, the products are a terrific extension to our existing line, and
the geographic strengths of Bauer and Altra will provide synergistic top-line opportunities. In
addition, the Bauer management team is very strong with a solid top and bottom line growth strategy
that dovetails very nicely with Altras strategy. We are particularly excited about Bauers
European and emerging market presence and Altras ability to provide Bauer with additional access
to the North American market. On behalf of everyone at Altra, I would like to welcome Bauers
employees to our team.
Financial Results
Net sales for the fourth quarter of 2010 increased 17% to $130.5 million from $111.7 million in the
same period of the prior year. Full-year 2010 net sales increased 15% to $520.2 million from
$452.8 million in 2009.
Income from operations for the fourth quarter of 2010 was $12.3 million compared with $9.0 million
in the prior-year fourth quarter. Income from operations in the fourth quarter of 2010 included
restructuring charges of $0.5 million and acquisition costs of $0.8 million and income from
operations in the fourth quarter of 2009 included restructuring charges of $1.9 million. Excluding
these charges in both periods, non-GAAP adjusted income from operations increased 25% to $13.6
million, or 10.4% of sales, in the fourth quarter of 2010 compared with $10.9 million, or 9.8% of
sales, in the fourth quarter of 2009.
Other non-operating expense was $0.2 million in the fourth quarter of 2010 compared with other
non-operating income of $0.3 million in the year-earlier quarter, due primarily to foreign currency
exchange rates.
For the fourth quarter of 2010, the Company reported net income of $5.4 million, or $0.20 per
diluted share. This compares with a net loss of $2.6 million, or $0.10 per share, in the
prior-year fourth quarter. Fourth quarter 2010 net income was negatively impacted by restructuring
and acquisition costs and fourth-quarter 2009 net income was negatively affected by restructuring,
the cost of refinancing the Companys Senior Secured Notes, partially offset by a discrete tax
benefit related to the amendment of prior-year tax returns. Excluding the items described above,
non-GAAP adjusted earnings per diluted share were $0.24 in the fourth quarter of 2010 compared with
$0.14 in the prior-year period.
For 2010, the Company reported net income of $24.5 million, or $0.92 per diluted share. This
compares with a net loss of $2.3 million, or $0.09 per share, in 2009. Excluding restructuring
expense and acquisition costs in 2010 and the costs of refinancing the Companys Senior Secured
Notes, inventory adjustments related to the economic downturn, restructuring charges, loss on sale
of asset and a discrete tax benefit in 2009, non-GAAP adjusted earnings per diluted share increased
209% to $1.02 in 2010 from $0.33 in 2009.
Cash and cash equivalents were $72.7 million at December 31, 2010, up 41% from December 31, 2009.
Free cash flow generated during the year was $25.5 million.*
Business Outlook
As a result of the demand trends in our early cycle and late cycle markets, we are confident in
our ability to report solid revenue and profit growth in 2011, said Christenson. During 2010 we
made significant progress on our growth strategy and we plan to build on this success in 2011. Our
strategy focuses on capitalizing on growth opportunities in new and existing markets, increasing
our presence in key underpenetrated geographic regions, entering new high-growth markets and
pursuing strategic acquisitions. In addition, we fully expect that as our sales continue to grow,
our excellent business model leverage will result in strong profitability for 2011.
For full year 2011, the Company is currently forecasting sales in the range of $560 to $580 million
and non-GAAP adjusted EPS of $1.25 to $1. 35. The Company expects capital expenditures
in the range of $16 to $20 million as Altra continues to fund growth opportunities, and
depreciation and amortization in the range of $21 to $22 million. The Company expects its tax rate
for the full year to be in the range of 30.0% to 33.0%.
The Company will conduct an investor conference call to discuss its unaudited fourth quarter
financial results today, February 28, 2011, at 5:00 PM ET. The public is invited to listen to the
conference call by dialing 877-407-8293 domestically or 201-689-8349 for international access and
asking to participate in the ALTRA conference call. A live webcast of the call will be available in
the Investor Relations section of www.altramotion.com. Individuals may download charts
that will be used during the call at www.altramotion.com under Events & Presentations
in the Investor Relations section. The charts will be available after earnings are released. A
replay of the recorded conference call will be available after the conclusion of the call on
February 28, 2011 through midnight on March 7, 2011. To listen to the replay, dial 877-660-6853
domestically or 201-612-7415 for international access, dial account # 364 then replay ID # 367782.
A webcast replay also will be available at www.altramotion.com.
Altra Holdings, Inc.
Quarter Ended | Year to Date Ended | |||||||||||||||
Consolidated Statements of Income Data: | December 31, 2010 | December 31, 2009 | December 31, 2010 | December 31, 2009 | ||||||||||||
In Thousands of Dollars, except per share amounts | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||||
Net sales |
$ | 130,538 | $ | 111,663 | $ | 520,162 | $ | 452,846 | ||||||||
Cost of sales |
92,698 | 78,875 | 366,151 | 329,825 | ||||||||||||
Gross profit |
$ | 37,840 | $ | 32,788 | $ | 154,011 | $ | 123,021 | ||||||||
Gross profit as a percent of net sales |
29.0 | % | 29.4 | % | 29.6 | % | 27.2 | % | ||||||||
Selling, general & administrative expenses |
23,487 | 20,146 | 89,478 | 81,117 | ||||||||||||
Research and development expenses |
1,575 | 1,692 | 6,731 | 6,261 | ||||||||||||
Other post employment benefit plan settlement gain |
| | | (1,467 | ) | |||||||||||
Loss on disposal of assets |
| 29 | | 545 | ||||||||||||
Restructuring costs |
528 | 1,926 | 2,726 | 7,286 | ||||||||||||
Income from operations |
$ | 12,250 | $ | 8,995 | $ | 55,076 | $ | 29,279 | ||||||||
Income from operations as a percent of net sales |
9.4 | % | 8.1 | % | 10.6 | % | 6.5 | % | ||||||||
Interest expense, net |
4,904 | 14,097 | 19,638 | 32,976 | ||||||||||||
Other non-operating (income) expense, net |
159 | (267 | ) | 909 | 981 | |||||||||||
Income (loss) before income taxes |
$ | 7,187 | $ | (4,835 | ) | $ | 34,529 | $ | (4,678 | ) | ||||||
Provision (benefit) for income taxes |
1,814 | (2,221 | ) | 10,004 | (2,364 | ) | ||||||||||
Income tax rate |
25.2 | % | 45.9 | % | 29.0 | % | 50.5 | % | ||||||||
Net income (loss) |
$ | 5,373 | $ | (2,614 | ) | $ | 24,525 | $ | (2,314 | ) | ||||||
Weighted Average common shares outstanding |
||||||||||||||||
Basic |
26,417 | 26,050 | 26,399 | 25,945 | ||||||||||||
Diluted |
26,507 | 26,050 | 26,535 | 25,945 | ||||||||||||
Net income (loss) per share |
||||||||||||||||
Basic |
0.20 | (0.10 | ) | 0.93 | (0.09 | ) | ||||||||||
Diluted |
$ | 0.20 | $ | (0.10 | ) | $ | 0.92 | $ | (0.09 | ) | ||||||
Reconciliation of Non-GAAP Adjusted Income From Operations: |
||||||||||||||||
Income from operations |
$ | 12,250 | $ | 8,995 | $ | 55,076 | $ | 29,279 | ||||||||
Restructuring costs |
528 | 1,926 | 2,726 | 7,286 | ||||||||||||
Inventory adjustment due to economic downturn |
| | | 2,215 | ||||||||||||
Acquisition related costs |
816 | | 816 | | ||||||||||||
Other post employment benefit plan settlement gain |
| | | (1,467 | ) | |||||||||||
Non-GAAP adjusted income from operations |
$ | 13,594 | $ | 10,921 | $ | 58,618 | $ | 37,313 | ||||||||
Reconciliation of Non-GAAP Adjusted Net Income (loss): |
||||||||||||||||
Net income (loss) |
$ | 5,373 | $ | (2,614 | ) | $ | 24,525 | $ | (2,314 | ) | ||||||
Restructuring costs |
528 | 1,926 | 2,726 | 7,286 | ||||||||||||
Inventory adjustment due to economic downturn |
| | | 2,215 | ||||||||||||
Loss on sale of asset |
| | | 225 | ||||||||||||
Premium and deferred financing expense eliminated
on the redeemed debt |
| 8,913 | | 9,414 | ||||||||||||
Acquisition related costs |
816 | | 816 | |||||||||||||
Other post employment benefit plan settlement gain |
| | | (1,467 | ) | |||||||||||
Tax benefit from amending prior year tax return |
| (383 | ) | | (383 | ) | ||||||||||
Tax impact of above adjustments |
(379) | (1) | (4,119) | (2) | (1,130) | (3) | (6,305 | )(4) | ||||||||
Non-GAAP adjusted net income |
$ | 6,338 | $ | 3,723 | $ | 26,937 | $ | 8,671 | ||||||||
Non-GAAP adjusted diluted earnings per share |
$ | 0.24 | $ | 0.14 | $ | 1.02 | $ | 0.33 | ||||||||
(1) | - tax impact is calculated by multiplying the estimated effective tax rate for the period of 28% by the above items | |
(2) | - tax impact is calculated by multiplying the estimated effective tax rate for the period of 38% by the above items | |
(3) | - tax impact is calculated by multiplying the estimated effective tax rate for the period of 32% by the above items | |
(4) | - tax impact is calculated by multiplying the estimated effective tax rate for the period of 36% by the above items |
Consolidated Balance Sheets In Thousands of Dollars |
December 31, 2010 | December 31, 2009 | ||||||
Assets: |
||||||||
Current Assets |
||||||||
Cash and cash equivalents |
72,723 | 51,497 | ||||||
Trade Receivables, net |
67,403 | 52,855 | ||||||
Inventories |
88,217 | 71,853 | ||||||
Deferred income taxes |
4,414 | 9,265 | ||||||
Income tax receivable |
4,126 | 4,754 | ||||||
Assets held for sale |
1,484 | | ||||||
Prepaid expenses and other current assets |
4,168 | 3,647 | ||||||
Total current assets |
242,535 | 193,871 | ||||||
Property, plant and equipment, net |
105,298 | 105,603 | ||||||
Intangible assets, net |
69,250 | 74,905 | ||||||
Goodwill |
76,897 | 78,832 | ||||||
Deferred income taxes |
82 | 679 | ||||||
Other non-current assets, net |
14,040 | 11,309 | ||||||
Total assets |
$ | 508,102 | $ | 465,199 | ||||
Liabilities and stockholders equity |
||||||||
Current liabilities |
||||||||
Accounts payable |
40,812 | 27,421 | ||||||
Accrued payroll |
18,486 | 12,133 | ||||||
Accruals and other liabilities |
24,142 | 19,971 | ||||||
Deferred income taxes |
59 | 7,275 | ||||||
Current portion of long-term debt |
3,393 | 1,059 | ||||||
Total current liabilities |
86,892 | 67,859 | ||||||
Long-term debt, less current portion and net
of unaccreted discount and premium |
213,109 | 216,490 | ||||||
Deferred income taxes |
20,558 | 21,051 | ||||||
Pension liabilities |
10,808 | 9,862 | ||||||
Long-term taxes payable |
10,892 | 9,661 | ||||||
Other long-term liabilities |
1,091 | 1,333 | ||||||
Total stockholders equity |
164,752 | 138,943 | ||||||
Total liabilities and stockholders equity |
$ | 508,102 | $ | 465,199 | ||||
Year to Date Ended | ||||||||
December 31, | December 31, | |||||||
2010 | 2009 | |||||||
Cash flows from operating activities |
||||||||
Net income (loss) |
$ | 24,525 | $ | (2,314 | ) | |||
Adjustments to reconcile net income (loss) to net cash flows: |
||||||||
Depreciation |
15,010 | 16,534 | ||||||
Amortization of intangible assets |
5,026 | 5,538 | ||||||
Amortization and write-offs of deferred financing costs |
1,144 | 4,062 | ||||||
Loss on foreign currency, net |
313 | 1,104 | ||||||
Accretion and write-off of debt discount, net |
303 | 1,912 | ||||||
Loss on disposal/impairment of fixed assets |
360 | 2,891 | ||||||
Loss (gain) on settlement of other post employment benefit and pension plans |
189 | (1,467 | ) | |||||
Stock based compensation |
2,136 | 3,267 | ||||||
Provision (benefit) for deferred taxes |
6,657 | (1,804 | ) | |||||
Changes in assets and liabilities: |
||||||||
Trade receivables |
(13,540 | ) | 19,267 | |||||
Inventories |
(16,819 | ) | 28,180 | |||||
Accounts payable and accrued liabilities |
21,618 | (17,924 | ) | |||||
Other current assets and liabilities |
(795 | ) | 376 | |||||
Other operating assets and liabilities |
(3,363 | ) | (234 | ) | ||||
Net cash provided by operating activities |
42,764 | 59,388 | ||||||
Cash flows from investing activities |
||||||||
Purchase of property, plant and equipment |
(17,295 | ) | (9,194 | ) | ||||
Payment for prior year acquisition |
(532 | ) | | |||||
Net cash used in investing activities |
(17,827 | ) | (9,194 | ) | ||||
Cash flows from financing activities |
||||||||
Payment on 11 1/4% Old Senior Notes |
| (4,950 | ) | |||||
Payment on 9% Old Senior Secured Notes |
| (242,500 | ) | |||||
Payments on Old Revolving Credit Agreement |
| (6,000 | ) | |||||
Proceeds from additional borrowings under existing mortgage |
| 1,467 | ||||||
Proceeds from issuance of 8 1/8% Senior Secured Notes |
| 207,251 | ||||||
Payment for prior year acquisition |
(645 | ) | | |||||
Payment of issuance costs on 8 1/8% Senior Secured Notes |
(489 | ) | (7,561 | ) | ||||
Shares repurchased for tax withholdings |
(919 | ) | (319 | ) | ||||
Payment on mortgages |
(642 | ) | (584 | ) | ||||
Payment on capital leases |
(664 | ) | (820 | ) | ||||
Net cash used in financing activities |
(3,359 | ) | (54,016 | ) | ||||
Effect of exchange rate changes on cash and cash equivalents |
(352 | ) | 3,246 | |||||
Net change in cash and cash equivalents |
21,226 | (576 | ) | |||||
Cash and cash equivalents at beginning of year |
51,497 | 52,073 | ||||||
Cash and cash equivalents at end of period |
$ | 72,723 | $ | 51,497 | ||||
Reconciliation to free cash flow: |
||||||||
Net cash provided by operating activities |
42,764 | 59,388 | ||||||
Purchase of property, plant and equipment |
(17,295 | ) | (9,194 | ) | ||||
Free cash flow |
$ | 25,469 | $ | 50,194 | ||||
About Altra Holdings
Altra Holdings, Inc., through its wholly-owned subsidiary Altra Industrial Motion, Inc., is a
leading multinational designer, producer and marketer of a wide range of mechanical power
transmission products. The company brings together strong brands covering over 40 product lines
with production facilities in eight countries and sales coverage in over 70 countries. Our leading
brands include Boston Gear, Warner Electric, TB Woods, Formsprag Clutch, Ameridrives Couplings,
Industrial Clutch, Kilian Manufacturing, Marland Clutch, Nuttall Gear, Stieber Clutch, Wichita
Clutch, Twiflex Limited, Bibby Transmissions, Matrix International, Inertia Dynamics, Huco Dynatork
and Warner Linear.
* | Discussion of Non-GAAP Financial Measures |
As used in this release and the accompanying slides posted on the companys website, non-GAAP
adjusted diluted earnings per share, non-GAAP adjusted income from operations and non-GAAP adjusted
net income are each calculated using either net income or income from operations that excludes
premiums, discounts and interest expense associated with the extinguishment of debt, other post
employment benefit plan settlement gains, restructuring costs, inventory adjustments due to the
economic downturn and other income or charges that management does not consider to be directly
related to the companys core operating performance. Non-GAAP adjusted diluted earnings per share
is calculated by dividing non-GAAP adjusted net income by GAAP weighted average shares outstanding
(diluted).
As used in this release and the accompanying slides posted on the companys website, non-GAAP free
cash flow is calculated as cash flow from operating activities less capital expenditures.
Altra believes that the presentation of non-GAAP adjusted net income, non-GAAP adjusted income from
operations, non-GAAP recurring diluted earnings per share and non-GAAP free cash flow provides
important supplemental information to management and investors regarding financial and business
trends relating to the companys financial condition and results of operations.
All statements, other than statements of historical fact included in this release are
forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act
of 1995. These statements include, but are not limited to, any statement that may predict,
forecast, indicate or imply future results, performance, achievements or events. Forward-looking
statements can generally be identified by phrases such as believes, expects, potential,
continues, may, should, seeks, predicts, anticipates, intends, projects,
estimates, plans, could, designed, should be, and other similar expressions that denote
expectations of future or conditional events rather than statements of fact. Forward-looking
statements also may relate to strategies, plans and objectives for, and potential results of,
future operations, financial results, financial condition, business prospects, growth strategy and
liquidity, and are based upon financial data, market assumptions and managements current business
plans and beliefs or current estimates of future results or trends available only as of the time
the statements are made, which may become out of date or incomplete. Forward-looking statements are
inherently uncertain, and investors must recognize that actual results could differ materially from
our expectations. These statements include, but may not be limited to, those comments regarding the
companys confidence in its ability to report solid revenue and profit growth in 2011, its strategy
to
capitalize on growth opportunities in new and existing markets, increase its presence in key
underpenetrated geographic regions, enter new high-growth markets and pursue strategic
acquisitions; its expectation that as its sales continue, Altras excellent business model leverage
will result in strong profitability for 2011; the impact of the acquisition of Bauer on the
companys prospects and 2011 earnings; and the Companys guidance for 2011.
In addition to the risks and uncertainties noted in this release, there are certain factors that
could cause actual results to differ materially from those anticipated by some of the statements
made. These include: (1) competitive pressures, (2) changes in economic conditions in the United
States and abroad and the cyclical nature of our markets, (3) loss of distributors, (4) the ability
to develop new products and respond to customer needs, (5) risks associated with international
operations, including currency risks, (6) accuracy of estimated forecasts of OEM customers and the
impact of the current global economic environment on our customers, (7) risks associated with a
disruption to our supply chain, (8) fluctuations in the costs of raw materials used in our
products, (9) product liability claims, (10) work stoppages and other labor issues, (11) changes in
employment, environmental, tax and other laws and changes in the enforcement of laws, (12) loss of
key management and other personnel, (13) changes in pension and retirement liabilities, (14) risks
associated with compliance with environmental laws, (15) the ability to successfully execute,
manage and integrate key acquisitions and mergers, (16) failure to obtain or protect intellectual
property rights, (17) risks associated with impairment of goodwill or intangibles assets, (18)
failure of operating equipment or information technology infrastructure, (19) risks associated with
our debt leverage and operating covenants under our debt instruments, (20) risks associated with
restrictions contained in our Senior Secured Notes, (21) risks associated with compliance with tax
laws, (22) risks associated with the global recession and volatility and disruption in the global
financial markets, (23) risks associated with implementation of our new ERP system, (24) risks
associated with the Bauer acquisition, and (25) other risks, uncertainties and other factors
described in the Companys quarterly reports on Form 10-Q and annual reports on Form 10-K and in
the Companys other filings with the U.S. Securities and Exchange Commission (SEC) or in materials
incorporated therein by reference. Except as required by applicable law, Altra Holdings, Inc. does
not intend to, update or alter its forward looking statements, whether as a result of new
information, future events or otherwise. AIMC-E
Contact:
Altra Holdings, Inc.
Christian Storch, Chief Financial Officer
781-917-0541
Christian.storch@altramotion.com
Altra Holdings, Inc.
Christian Storch, Chief Financial Officer
781-917-0541
Christian.storch@altramotion.com