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8-K - 8-K - Northrop Grumman Innovation Systems, Inc.a11-29490_38k.htm

Exhibit 99.1

 

 

News Release

Corporate Communications

1300 Wilson Boulevard Suite 400

Arlington, Virginia 22209

Phone:  703-412-3231

Fax:  703-412-3220

 

For Immediate Release

 

Media Contact:

 

Investor Contact:

 

 

 

Amanda Covington

 

Steve Wold

Phone: 703-412-3231

 

Phone: 952-351-3056

E-mail: amanda.covington@atk.com

 

E-mail: steve.wold@atk.com

 

ATK Reports FY12 Third Quarter Operating Results

 

ATK Tightens Full-Year Sales and Announces New EPS Guidance

 

ATK Announces Business Segment Realignment and Share Repurchase Program

 

Arlington, Va.,  Feb. 2, 2012 — ATK (NYSE: ATK) today reported operating results for the third quarter of its Fiscal Year 2012, which ended on January 1, 2012.  Fully diluted earnings per share (EPS) were $1.51, compared to $2.09 in the prior-year quarter, reflecting the impact of a $33 million ($25 million net of taxes or $0.77 per share) accrual regarding a previously disclosed lawsuit related to the manufacture of LUU flares (the LUU flares accrual) arising from events that predated the acquisition of the Thiokol Corporation in 2001. The company has reached a tentative agreement with the plaintiff and the Department of Justice (DOJ) to settle the claim.  The company expects to finalize the agreement in the fourth quarter of the fiscal year.

 

The prior-year quarter included a $25 million ($15 million net of taxes, or $0.45 per share) reduction in sales, profit margins and EPS associated with a commercial aerospace structures program.  Excluding the prior-year quarter sales and profit reduction, and the current quarter LUU flares accrual, third quarter EPS would be $2.28 compared to $2.54 in the prior-year quarter (see reconciliation table for details).

 

Third quarter orders of $701 million were in line with the company’s expectations, with year-to-date orders totaling $2.8 billion and a total backlog of $6.1 billion. Third quarter sales of $1.1 billion were down approximately one percent from the prior-year quarter.  Lower sales on

 



 

NASA human spaceflight programs and lower modernization revenues within the Armament Systems group contributed to the decrease, which was partially offset by higher sales in commercial ammunition.

 

Margins in the third quarter of FY12 were 9.4 percent, compared to 11.2 percent in the prior-year quarter.  Lower margins in the current quarter can be attributed to the LUU flares accrual and sales mix and higher commodity prices within the Security and Sporting group, partially offset by a reversal of the fiscal 2010-2012 long-term incentive accrual.

 

“Consumers purchased lower priced and lower margin ammunition products in the third quarter impacting the company’s overall margin performance.  However, ATK’s continued focus on operating efficiencies and cost reductions supported margin improvement elsewhere in the business,” said Mark DeYoung, President and CEO. “Margins in the sporting market have been at historically high levels and we expect to see some continued pressure on our sales mix and margins in this business.”

 

SUMMARY OF REPORTED RESULTS

 

The following table presents the company’s results for the third quarter of the fiscal year which ended January 1, 2012 (in thousands).

 

Sales:

 

 

 

Quarters Ended

 

Nine Months Ended

 

 

 

January 1,
2012

 

January 2,
2011

 

$
Change

 

%
Change

 

January 1,
2012

 

January 2,
2011

 

$
Change

 

%
Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aerospace Systems

 

$

301,843

 

$

321,288

 

$

(19,445

)

(6.1

)%

$

988,148

 

$

1,067,020

 

$

(78,872

)

(7.4

)%

Armament Systems

 

403,654

 

431,493

 

(27,839

)

(6.5

)%

1,108,771

 

1,313,046

 

(204,275

)

(15.6

)%

Missile Products

 

168,926

 

167,875

 

1,051

 

0.6

%

484,261

 

483,693

 

568

 

0.1

%

Security and Sporting

 

243,061

 

208,634

 

34,427

 

16.5

%

720,977

 

676,917

 

44,060

 

6.5

%

Total sales

 

$

1,117,484

 

$

1,129,290

 

$

(11,806

)

(1.1

)%

$

3,302,157

 

$

3,540,676

 

$

(238,519

)

(6.7

)%

 

Income before Interest, Income Taxes, and Noncontrolling Interest (Operating Profit):

 

 

 

Quarters Ended

 

Nine Months Ended

 

 

 

January 1,
2012

 

January 2,
2011

 

$
Change

 

%
Change

 

January 1,
2012

 

January 2,
2011

 

$
Change

 

%
Change

 

Aerospace Systems

 

$

34,839

 

$

23,935

 

$

10,904

 

45.6

%

$

115,060

 

$

98,499

 

$

16,561

 

16.8

%

Armament Systems

 

67,048

 

55,049

 

11,999

 

21.8

%

190,415

 

158,185

 

32,230

 

20.4

%

Missile Products

 

23,515

 

19,389

 

4,126

 

21.3

%

61,532

 

47,689

 

13,843

 

29.0

%

Security and Sporting

 

22,787

 

30,357

 

(7,570

)

(24.9

)%

75,436

 

95,623

 

(20,187

)

(21.1

)%

Corporate

 

(42,765

)

(2,302

)

(40,463

)

(1,757.7

)%

(59,072

)

(6,157

)

(52,915

)

(859.4

)%

Total operating profit

 

$

105,424

 

$

126,428

 

$

(21,004

)

(16.6

)%

$

383,371

 

$

393,839

 

$

(10,468

)

(2.7

)%

 

2



 

SEGMENT RESULTS

 

ATK currently operates in a four business group structure: Aerospace Systems; Armament Systems; Missile Products; and Security and Sporting.

 

AEROSPACE SYSTEMS

 

Third quarter sales in the Aerospace Systems group declined by six percent to $302 million compared to $321 million in the prior-year quarter.  The decrease was primarily driven by lower sales in NASA human space flight programs, and partially offset by the absence of the $25 million sales reduction recorded in the prior-year quarter.

 

Earnings before interest, taxes, and noncontrolling interest (operating profit) in the third quarter increased 46 percent to $35 million, compared to $24 million in the prior-year quarter.  The increase reflects the absence of the previously mentioned profit reduction taken in the prior-year quarter, partially offset by lower sales volume in human space flight programs.

 

ARMAMENT SYSTEMS

 

Third quarter sales in the Armament Systems group decreased six percent to $404 million, compared to $431 million in the prior-year quarter.  The decrease was primarily driven by the absence of modernization funding at the Radford Army Ammunition Plant; lower modernization funding at the Lake City Army Ammunition Plant; and lower sales of medium-caliber guns, partially offset by higher energetics sales.

 

Operating profit in the third quarter rose 22 percent to $67 million, compared to $55 million in the prior-year quarter.  The higher operating profit primarily reflects a favorable change in the sales mix across the group and operating efficiencies in advanced weapons and energetics businesses.

 

MISSILE PRODUCTS

 

Third quarter sales in the Missile Products group increased slightly to $169 million, compared to $168 million in the prior-year quarter. The increase reflects additional sales associated with the production ramp-up of the Advanced Anti-Radiation Guided Missile (AARGM) program, partially offset by lower tactical rocket motor sales.

 

Operating profit in the third quarter rose by 21 percent to $24 million, compared to $19 million in the prior-year quarter, primarily reflecting the benefit of operating efficiencies.

 

3



 

SECURITY AND SPORTING

 

Third quarter sales in the Security and Sporting group grew by 17 percent to $243 million, compared to $209 million in the prior-year quarter.  The increase primarily reflects stronger domestic and international demand for the company’s commercial ammunition.

 

Operating profit in the third quarter decreased by 25 percent to $23 million compared to $30 million in the prior-year quarter.  The decrease primarily reflects a continued shift in demand toward lower-margin ammunition, and higher raw materials costs.

 

CORPORATE AND OTHER

 

In the third quarter, corporate and other expenses totaled $43 million, compared to $2 million in the prior-year quarter.  The increase primarily reflects costs associated with the LUU flares accrual, increased pension expense and higher inter-company eliminations.  The effective tax rate for the quarter was 42.0 percent compared to 30.7 percent in the prior-year quarter.  The higher rate primarily reflects the non-deductible portion of the LUU flares accrual, the absence of the benefit in the prior year from the retroactive extension of the Federal research and development (R&D) tax credit and a smaller benefit recorded this year for the Domestic Manufacturing Deduction.

 

REALIGNMENT

 

ATK announced it will operate in a three-group structure at the beginning of Fiscal Year 2013. These three operating units will be the Aerospace Group, the Defense Group, and the Sporting Group.

 

“The three-group structure demonstrates our ongoing commitment to competitiveness and long-term growth,” said DeYoung. “This alignment will maximize efficiency, reduce cost, support customer needs, leverage our investments, and improve overall agility within our markets.”

 

4



 

CAPITAL DEPLOYMENT

 

The Board of Directors approved the previously announced $.20 per share dividend for the quarter and authorized a share repurchase program of up to $200 million, which the company expects to execute over the next two years.

 

“ATK is determined to deliver value to our shareholders,” DeYoung said. “We will continue to execute a balanced capital deployment program, including a cash dividend, a share repurchase program, capital expenditures, debt management, and responsible growth strategies.”

 

The shares may be purchased from time to time in open market, block purchase, or negotiated transactions, subject to compliance with applicable laws and regulations and the company’s debt covenants, depending upon market conditions and other factors. The new repurchase authorization also allows the company to make repurchases under Rule 10b5-1 of the Securities Exchange Act of 1934.  This share repurchase program replaces the prior program authorized in 2008.

 

FY12 FULL-YEAR UPDATE AND INITIAL FY13 OUTLOOK

 

ATK now expects full-year sales of approximately $4.6 billion, compared to its previous guidance of $4.6-$4.7 billion.  Due primarily to the $33 million LUU flares accrual and lower margins within the Security and Sporting group, ATK now expects full-year EPS in a range of $7.65 - $7.75, compared to its previous range of $8.50-$9.00.

 

Due to the non-deductible portion of the LUU flares accrual, the company now expects a full-year tax rate of approximately 35.5 percent.  For Fiscal Year 2012, ATK continues to expect pension expense of approximately $135 million, free cash flow in a range of $225 - $250 million (despite the now-expected cash payment for the LUU flares accrual), and capital expenditures of approximately $130 million (see reconciliation table for details).

 

ATK’s operating results in FY13 will be impacted by the recent loss of the Radford Army Ammunition Plant, which is expected to reduce FY13 sales by approximately $170 million.  The company also expects continued pressure in its NASA and military ammunition businesses due to the constrained federal budget.  FY13 pension expense is expected to be approximately $180 million, while pension contributions are expected to be approximately $160 million compared to the $62 million the company was required to contribute in FY12.  FY13 margins in the new Sporting Group are expected to be consistent with the FY12 third quarter

 

5



 

results of the Security and Sporting group, reflecting continued demand for lower-priced and lower-margin ammunition products.

 

Reconciliation of Non-GAAP Financial Measures

 

Earnings Per Share

 

The Earnings Per Share (EPS) excluding the effect of the LUU flares accrual and the commercial aerospace sales and profit reduction is a non-GAAP financial measure that ATK defines as earnings per share less the impact of the LUU flares accrual and the commercial aerospace sales and profit reduction.  ATK management is presenting this measure so that a reader may compare EPS excluding these items as this measure provides investors with an important perspective on the operating results of the Company.  ATK management uses this measurement internally to assess business performance and ATK’s definition may differ from that used by other companies.

 

6


 


 

Total ATK for the Quarter Ending

 

January 1, 2012:

 

 

 

Sales

 

EBIT

 

Margin

 

Taxes

 

After-
tax

 

EPS

 

As reported

 

$

1,117,484

 

$

105,424

 

9.4

%

$

36,085

 

$

49,685

 

$

1.51

 

LUU flares accrual

 

 

 

33,305

 

 

 

8,065

 

25,240

 

$

0.77

 

As adjusted

 

$

1,117,484

 

$

138,729

 

12.4

%

$

44,150

 

$

74,925

 

$

2.28

 

 

January 2, 2011:

 

 

 

Sales

 

EBIT

 

Margin

 

Taxes

 

After-
tax

 

EPS

 

As reported

 

$

1,129,290

 

$

126,428

 

11.2

%

$

31,108

 

$

70,181

 

$

2.09

 

Commercial aerospace sales and profit reduction

 

25,000

 

25,000

 

 

 

10,000

 

15,000

 

$

0.45

 

As adjusted

 

$

1,154,290

 

$

151,428

 

13.1

%

$

41,108

 

$

85,181

 

$

2.54

 

 

7



 

Free Cash Flow

 

Free cash flow is defined as cash provided by (used for) operating activities less capital expenditures.  ATK management believes free cash flow provides investors with an important perspective on the cash available for debt repayment, cash dividends, share repurchases, and acquisitions after making the capital investments required to support ongoing business operations.  ATK management uses free cash flow internally to assess both business performance and overall liquidity.

 

 

 

Projected Year
Ending
March 31, 2012

 

 

 

 

 

Cash provided by operating activities

 

$355,000$380,000

 

Capital expenditures

 

~(130,000

)

Free cash flow

 

$225,000$250,000

 

 

ATK is an aerospace, defense, and commercial products company with operations in 22 states, Puerto Rico, and internationally, and revenues of approximately $4.8 billion.  News and information can be found on the Internet at www.atk.com.

 

Certain information discussed in this press release constitutes forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995.  Although ATK believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved. Forward-looking information is subject to certain risks, trends, and uncertainties that could cause actual results to differ materially from those projected. Among these factors are: assumptions related to the profitability of current commercial aerospace structures programs; uncertainties related to the development of NASA’s new Space Launch System; demand for commercial and military ammunition; changes in governmental spending, budgetary policies and product sourcing strategies; the company’s competitive environment; risks inherent in the development and manufacture of advanced technology; risks associated with the diversification into new markets; assumptions regarding the company’s long-term growth strategy; assumptions regarding the growth opportunities in international and commercial markets; increases in commodity costs, energy prices, and production costs; the terms and timing of awards and contracts; program

 

8



 

performance; program terminations; changes in cost estimates related to relocation of facilities; the outcome of contingencies, including litigation and environmental remediation; actual pension asset returns and assumptions regarding future returns, discount rates and service costs; capital market volatility and corresponding assumptions related to the company’s shares outstanding; the availability of capital market financing; changes to accounting standards; changes in tax rules or pronouncements; economic conditions; and the company’s capital deployment strategy, including debt repayment, dividend payments, share repurchases, pension funding, mergers and acquisitions — including the related costs and any integration thereof. ATK undertakes no obligation to update any forward-looking statements. For further information on factors that could impact ATK, and statements contained herein, please refer to ATK’s most recent Annual Report on Form 10-K and any subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with the U.S. Securities and Exchange Commission.

 

#    #    #

 

9



 

ALLIANT TECHSYSTEMS INC.

CONDENSED CONSOLIDATED INCOME STATEMENTS

(preliminary and unaudited)

 

 

 

QUARTERS ENDED

 

NINE MONTHS ENDED

 

(Amounts in thousands except per share data)

 

January 1, 2012

 

January 2, 2011

 

January 1, 2012

 

January 2, 2011

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

1,117,484

 

$

1,129,290

 

$

3,302,157

 

$

3,540,676

 

Cost of sales

 

871,680

 

896,490

 

2,549,873

 

2,804,521

 

Gross profit

 

245,804

 

232,800

 

752,284

 

736,155

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

14,624

 

12,733

 

41,711

 

42,388

 

Selling

 

39,989

 

39,011

 

121,421

 

118,262

 

General and administrative

 

85,767

 

54,628

 

205,781

 

181,666

 

Income before interest, income taxes, and noncontrolling interest

 

105,424

 

126,428

 

383,371

 

393,839

 

Interest expense

 

(19,783

)

(25,234

)

(69,933

)

(63,278

)

Interest income

 

203

 

190

 

431

 

318

 

Income before income taxes and noncontrolling interest

 

85,844

 

101,384

 

313,869

 

330,879

 

Income tax provision

 

36,085

 

31,108

 

112,308

 

88,440

 

Net income

 

49,759

 

70,276

 

201,561

 

242,439

 

Less net income attributable to noncontrolling interest

 

74

 

95

 

368

 

367

 

Net income attributable to Alliant Techsystems Inc.

 

$

49,685

 

$

70,181

 

$

201,193

 

$

242,072

 

 

 

 

 

 

 

 

 

 

 

Alliant Techsystems Inc.’s earnings per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

1.52

 

$

2.11

 

$

6.10

 

$

7.28

 

Diluted

 

$

1.51

 

2.09

 

6.06

 

7.21

 

Alliant Techsystems Inc.’s weighted-average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

32,781

 

33,320

 

32,966

 

33,267

 

Diluted

 

32,955

 

33,625

 

33,181

 

33,586

 

 



 

ALLIANT TECHSYSTEMS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(preliminary and unaudited)

 

(Amounts in thousands except share data)

 

January 1, 2012

 

March 31, 2011

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

355,481

 

$

702,274

 

Net receivables

 

961,184

 

945,611

 

Net inventories

 

333,226

 

242,028

 

Income tax receivable

 

 

22,228

 

Deferred income tax assets

 

70,990

 

65,843

 

Other current assets

 

52,631

 

81,249

 

Total current assets

 

1,773,512

 

2,059,233

 

Net property, plant, and equipment

 

601,343

 

587,749

 

Goodwill

 

1,251,536

 

1,251,536

 

Deferred income tax assets

 

97,673

 

100,519

 

Deferred charges and other non-current assets

 

527,003

 

444,808

 

Total assets

 

$

4,251,067

 

$

4,443,845

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

25,000

 

$

320,000

 

Accounts payable

 

224,991

 

292,281

 

Contract advances and allowances

 

120,638

 

121,927

 

Accrued compensation

 

105,195

 

135,442

 

Accrued income taxes

 

19,066

 

 

Other accrued liabilities

 

281,974

 

193,836

 

Total current liabilities

 

776,864

 

1,063,486

 

Long-term debt

 

1,280,360

 

1,289,709

 

Postretirement and postemployment benefits liabilities

 

118,868

 

126,012

 

Accrued pension liability

 

636,671

 

671,356

 

Other long-term liabilities

 

118,006

 

127,160

 

Total liabilities

 

2,930,769

 

3,277,723

 

Commitments and contingencies

 

 

 

 

 

Common stock - $.01 par value

 

 

 

 

 

Authorized - 180,000,000 shares

 

 

 

 

 

Issued and outstanding 32,976,504 shares at January 1, 2012 and 33,519,072 at March 31, 2011

 

330

 

335

 

Additional paid-in-capital

 

556,808

 

559,279

 

Retained earnings

 

2,186,923

 

2,005,651

 

Accumulated other comprehensive loss

 

(777,751

)

(787,077

)

Common stock in treasury, at cost, 8,578,945 shares held at January 1, 2012 and 8,036,377 at March 31, 2011

 

(655,744

)

(621,430

)

Total Alliant Techsystems Inc. stockholders’ equity

 

1,310,566

 

1,156,758

 

Noncontrolling interest

 

9,732

 

9,364

 

Total stockholders’ equity

 

1,320,298

 

1,166,122

 

Total liabilities and stockholders’ equity

 

$

4,251,067

 

$

4,443,845

 

 



 

ALLIANT TECHSYSTEMS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(preliminary and unaudited)

 

 

 

NINE MONTHS ENDED

 

(Amounts in thousands)

 

January 1, 2012

 

January 2, 2011

 

Operating activities

 

 

 

 

 

Net income

 

$

201,561

 

$

242,439

 

Adjustments to net income to arrive at cash used for operating activities:

 

 

 

 

 

Depreciation

 

69,165

 

71,683

 

Amortization of intangible assets

 

8,357

 

8,388

 

Amortization of debt discount

 

10,651

 

12,795

 

Amortization of deferred financing costs

 

3,753

 

3,766

 

Deferred income taxes

 

(7,945

)

14,703

 

(Gain) loss on disposal of property

 

(4,679

)

2,560

 

Share-based plans expense

 

8,321

 

7,648

 

Excess tax benefits from share-based plans

 

(23

)

(465

)

Changes in assets and liabilities:

 

 

 

 

 

Net receivables

 

(112,251

)

(221,033

)

Net inventories

 

(91,197

)

(33,496

)

Accounts payable

 

(55,274

)

(28,094

)

Contract advances and allowances

 

(1,289

)

15,698

 

Accrued compensation

 

(40,852

)

(61,438

)

Accrued income taxes

 

37,500

 

(41,384

)

Pension and other postretirement benefits

 

25,780

 

66,638

 

Other assets and liabilities

 

73,162

 

66,297

 

Cash provided by operating activities

 

124,740

 

126,705

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Capital expenditures

 

(97,916

)

(72,986

)

Acquisition of business

 

 

(172,251

)

Proceeds from the disposition of property, plant, and equipment

 

7,329

 

333

 

Cash used for investing activities

 

(90,587

)

(244,904

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Payments made on bank debt

 

(15,000

)

(8,438

)

Payments made to extinguish debt

 

(300,000

)

(537,576

)

Proceeds from issuance of long-term debt

 

 

750,000

 

Payments made for debt issue costs

 

 

(19,893

)

Purchase of treasury shares

 

(49,991

)

 

Dividends paid

 

(19,921

)

 

Proceeds from employee stock compensation plans

 

3,943

 

7,645

 

Excess tax benefits from share-based plans

 

23

 

465

 

Cash (used for) provided by financing activities

 

(380,946

)

192,203

 

(Decrease) Increase in cash and cash equivalents

 

(346,793

)

74,004

 

Cash and cash equivalents - beginning of period

 

702,274

 

393,893

 

Cash and cash equivalents - end of period

 

$

355,481

 

$

467,897