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EX-99.2 - EX-99.2 - KEMET CORPa12-2851_1ex99d2.htm

Exhibit 99.1

 

News Release

 

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 2012 RESULTS

 

Greenville, South Carolina (February 2, 2012) - KEMET Corporation (“KEMET” or the “Company”) (NYSE: KEM) today reported preliminary results for the third fiscal quarter ended December 31, 2011.  Net sales for the quarter ended December 31, 2011 were $218.8 million which is a 17.3% decrease over the same quarter last fiscal year. Net sales for the nine months ended December 31, 2011 were $774.2 million which is a 2.3% increase over the same period last fiscal year.

 

On a U.S. GAAP basis, net loss was $(27.8) million, or $(0.62) per basic and diluted share for the third quarter of fiscal year 2012 compared to net income of $27.2 million or $0.52 per diluted share for the same quarter last year.

 

Non-GAAP adjusted net income was $2.0 million or $0.04 per diluted share for the third quarter of fiscal year 2012 compared to $33.1 million of adjusted net income or $0.64 per diluted share for the same quarter last year.

 

“We entered this quarter knowing that the impact of the distribution channel inventory rebalancing would have a significant impact on our financial results”, said Per Loof, Chief Executive Officer of KEMET.  “However, we generated approximately $21 million of cash from operations and we were successful in securing one of our key supply sources through the acquisition of Niotan Incorporated.  Even though we expect the next couple of quarters to remain challenging we are positioning the Company for a strong rebound through our continuing realignment of facilities in Europe and supply chain integration when the world economy improves,” continued Loof.

 

On a U.S. GAAP basis, the third quarter of fiscal year 2012 includes a $15.8 million impairment charge related to the Tantalum Business Group.  In addition, the third quarter of fiscal year 2012 includes $10.7 million of restructuring charges primarily comprised of termination benefits of $6.1 million related to planned facility closures in Italy that will commence during fiscal year 2013 and charges of $4.5 million to participate in a plan to save labor costs whereby a company may temporarily “lay off” employees while the government continues to pay their wages for a certain period of time.  This restructuring activity is a continuation of the Company’s efforts to restructure its manufacturing operations within Europe, primarily within the Film and Electrolytic segment. Construction has started on a new manufacturing facility in Pontecchio, Italy, that will allow the closure and consolidation of three manufacturing operations located in Italy.  The third quarter of fiscal year 2011 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.

 

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.ir.kemet.com, 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, 2012, 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 the write down of long-lived assets; (iii) an increase in the cost or a decrease in the availability of our principal 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) 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 affecting our access to capital; (xiii) needing to reduce the total costs of our products to remain competitive; (xiv) potential limitation on the use of net operating losses to offset possible future taxable income; (xv) restrictions in our debt agreements that limit our flexibility in operating our business; and (xvi) additional exercise of the warrant by K Equity which could potentially result in the existence of a significant stockholder who could seek to influence our corporate decisions.

 

2



 

KEMET CORPORATION AND SUBSIDIARIES

Consolidated Statements of Operations

(Amounts in thousands, except per share data)

(Unaudited)

 

 

 

Quarters Ended December 31,

 

Nine Months Ended December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

218,795

 

$

264,654

 

$

774,165

 

$

757,036

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of sales

 

178,305

 

192,132

 

592,128

 

553,888

 

Selling, general and administrative expenses

 

24,737

 

27,453

 

83,368

 

76,667

 

Research and development

 

7,172

 

6,947

 

21,620

 

19,202

 

Restructuring charges

 

10,748

 

1,102

 

13,378

 

5,197

 

Write down of long-lived assets

 

15,786

 

 

15,786

 

 

Net (gain) loss on sales and disposals of assets

 

9

 

29

 

92

 

(1,406

)

Total operating costs and expenses

 

236,757

 

227,663

 

726,372

 

653,548

 

Operating income (loss)

 

(17,962

)

36,991

 

47,793

 

103,488

 

 

 

 

 

 

 

 

 

 

 

Other (income) expense:

 

 

 

 

 

 

 

 

 

Interest income

 

(62

)

(28

)

(136

)

(133

)

Interest expense

 

7,036

 

7,756

 

21,718

 

22,548

 

Other (income) expense, net

 

716

 

1,471

 

1,918

 

(1,647

)

Loss on early extinguishment of debt

 

 

 

 

38,248

 

Income (loss) before income taxes

 

(25,652

)

27,792

 

24,293

 

44,472

 

Income tax expense

 

2,119

 

625

 

5,897

 

2,493

 

Net income (loss)

 

$

(27,771

)

$

27,167

 

$

18,396

 

$

41,979

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.62

)

$

0.96

 

$

0.43

 

$

1.53

 

Diluted

 

$

(0.62

)

$

0.52

 

$

0.35

 

$

0.82

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

44,644

 

28,295

 

42,834

 

27,464

 

Diluted

 

44,644

 

51,960

 

52,302

 

51,124

 

 

3



 

KEMET CORPORATION AND SUBSIDIARIES

Consolidated Balance Sheets

(Amounts in thousands, except per share data)

 

 

 

December 31, 2011

 

March 31, 2011

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

136,049

 

$

152,051

 

Accounts receivable, net

 

102,432

 

150,370

 

Inventories, net

 

212,118

 

206,440

 

Prepaid expenses and other

 

23,536

 

28,097

 

Deferred income taxes

 

4,027

 

5,301

 

Total current assets

 

478,162

 

542,259

 

Property and equipment, net of accumulated depreciation of $770,259 and $740,773 as of December 31, 2011 and March 31, 2011, respectively

 

290,045

 

310,412

 

Goodwill and intangible assets, net

 

20,479

 

20,092

 

Other assets

 

12,993

 

11,546

 

Total assets

 

$

801,679

 

$

884,309

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

1,219

 

$

42,101

 

Accounts payable

 

71,072

 

90,997

 

Accrued expenses

 

65,073

 

88,291

 

Income taxes payable

 

4,239

 

4,265

 

Total current liabilities

 

141,603

 

225,654

 

Long-term debt, less current portion

 

229,847

 

231,215

 

Other non-current obligations

 

58,113

 

59,727

 

Deferred income taxes

 

6,894

 

7,960

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, par value $0.01, authorized 10,000 shares, none issued

 

 

 

Common stock, par value $0.01, authorized 175,000 and 300,000 shares, issued 46,508 and 39,508 shares, at December 31, 2011 and March 31, 2011, respectively

 

465

 

395

 

Additional paid-in capital

 

468,646

 

479,322

 

Retained deficit

 

(69,349

)

(87,745

)

Accumulated other comprehensive income

 

8,305

 

22,555

 

Treasury stock, at cost (1,854 and 2,370 shares at December 31, 2011 and March 31, 2011, respectively)

 

(42,845

)

(54,774

)

Total stockholders’ equity

 

365,222

 

359,753

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

801,679

 

$

884,309

 

 

4


 


 

KEMET CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)

 

 

 

Nine Months Ended December 31,

 

 

 

2011

 

2010

 

Sources (uses) of cash and cash equivalents

 

 

 

 

 

Operating activities:

 

 

 

 

 

Net income

 

$

18,396

 

$

41,979

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

33,384

 

41,303

 

Write down of long-lived assets

 

15,786

 

 

Amortization of debt discount and debt issuance costs

 

2,903

 

3,964

 

Net (gain) loss on sales and disposals of assets

 

92

 

(1,406

)

Stock-based compensation expense

 

1,378

 

911

 

Change in deferred income taxes

 

909

 

(1,186

)

Change in operating assets

 

46,330

 

(64,485

)

Change in operating liabilities

 

(48,116

)

17,658

 

Other

 

841

 

(1,885

)

Loss on early extinguishment of debt

 

 

38,248

 

Net cash provided by operating activities

 

71,903

 

75,101

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Capital expenditures

 

(31,793

)

(19,559

)

Acquisition, net of cash received

 

(11,584

)

 

Proceeds from sales of assets

 

 

5,425

 

Net cash used in investing activities

 

(43,377

)

(14,134

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Proceeds from issuance of debt

 

 

227,525

 

Payments of long-term debt

 

(40,581

)

(230,300

)

Net payments under other credit facilities

 

(3,153

)

(2,626

)

Proceeds from exercise of stock options

 

225

 

21

 

Debt issuance costs

 

(36

)

(7,750

)

Debt extinguishment costs

 

 

(207

)

Net cash used in financing activities

 

(43,545

)

(13,337

)

Net increase (decrease) in cash and cash equivalents

 

(15,019

)

47,630

 

Effect of foreign currency fluctuations on cash

 

(983

)

943

 

Cash and cash equivalents at beginning of fiscal period

 

152,051

 

79,199

 

Cash and cash equivalents at end of fiscal period

 

$

136,049

 

$

127,772

 

 

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 and net income per share excluding write down of long-lived assets, restructuring charges related primarily to equipment moves and employee severance, plant start-up costs, amortization related to debt issuance costs and debt discount, net gain/loss on sales and disposals of assets, ERP integration costs, stock-based compensation expense/recovery, net foreign exchange loss, registration related fees, acquisition related fees, gain on licensing of patents, loss on early extinguishment of debt, income tax expense related to foreign tax law changes which limit the utilization of net operating losses, and income tax effect on non-GAAP adjustments.  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:

 

GAAP to Non-GAAP Reconciliation

 

 

 

Quarters Ended

 

Nine Months Ended December 31,

 

 

 

December 31, 2011

 

September 30, 2011

 

December 31, 2010

 

2011

 

2010

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

218,795

 

$

265,514

 

$

264,654

 

$

774,165

 

$

757,036

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(27,771

)

$

14,318

 

$

27,167

 

$

18,396

 

$

41,979

 

Basic net income (loss) per share

 

$

(0.62

)

$

0.32

 

$

0.96

 

$

0.43

 

$

1.53

 

Diluted net income (loss) per share

 

$

(0.62

)

$

0.27

 

$

0.52

 

$

0.35

 

$

0.82

 

 

 

 

 

 

 

 

 

 

 

 

 

Excluding the following items (Non-GAAP)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(27,771

)

$

14,318

 

$

27,167

 

$

18,396

 

$

41,979

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Write down of long-lived assets

 

15,786

 

 

 

15,786

 

 

Restructuring charges 

 

10,748

 

1,605

 

1,102

 

13,378

 

5,197

 

Plant start-up costs

 

666

 

718

 

 

1,384

 

 

Amortization included in interest expense

 

847

 

1,012

 

1,210

 

2,903

 

3,964

 

Net (gain) loss on sales and disposals of assets

 

9

 

(40

)

29

 

92

 

(1,406

)

ERP integration costs

 

1,812

 

1,918

 

602

 

4,935

 

1,257

 

Stock-based compensation expense (recovery)

 

(797

)

984

 

429

 

1,378

 

911

 

Net foreign exchange loss

 

303

 

1,391

 

1,785

 

1,571

 

378

 

Registration related fees

 

 

77

 

950

 

281

 

950

 

Acquisition related fees

 

 

 

 

610

 

 

Gain on licensing of patents

 

 

 

 

 

(2,000

)

Loss on early extinguishment of debt

 

 

 

 

 

38,248

 

Income tax expense related to foreign tax law changes

 

1,448

 

 

 

1,448

 

 

Income tax effect of non-GAAP adjustments (1)

 

(1,050

)

406

 

(196

)

(660

)

(828

)

Adjusted net income 

 

$

2,001

 

$

22,389

 

$

33,078

 

$

61,502

 

$

88,650

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income per share (excluding adjustments):

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.04

 

$

0.50

 

$

1.17

 

$

1.44

 

$

3.23

 

Diluted

 

$

0.04

 

$

0.43

 

$

0.64

 

$

1.18

 

$

1.73

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

44,644

 

44,370

 

28,295

 

42,834

 

27,464

 

Diluted

 

52,209

 

52,230

 

51,960

 

52,302

 

51,124

 

 


(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: write down of long-lived assets, restructuring charges, plant start-up costs, net foreign exchange loss, stock-based compensation expense/recovery, gain/loss on sales and disposals of assets, ERP integration costs, registration related fees, acquisition related fees, gain on licensing of patents, and loss on early extinguishment of debt.  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 table provides a reconciliation from U.S. GAAP net income (loss) to Adjusted EBITDA (amounts in thousands):

 

 

 

Quarters Ended December 31,

 

Nine Months Ended December 31,

 

 

 

2011

 

2010

 

2011

 

2010

 

Net income (loss)

 

$

(27,771

)

$

27,167

 

$

18,396

 

$

41,979

 

 

 

 

 

 

 

 

 

 

 

Adjustments:

 

 

 

 

 

 

 

 

 

Income tax expense

 

2,119

 

625

 

5,897

 

2,493

 

Interest expense, net

 

6,974

 

7,728

 

21,582

 

22,415

 

Depreciation and amortization

 

10,373

 

12,661

 

33,384

 

41,303

 

Write down of long-lived assets

 

15,786

 

 

15,786

 

 

Restructuring charges

 

10,748

 

1,102

 

13,378

 

5,197

 

Plant start-up costs

 

666

 

 

1,384

 

 

Net foreign exchange loss

 

303

 

1,785

 

1,571

 

378

 

Stock-based compensation expense (recovery)

 

(797

)

429

 

1,378

 

911

 

Net (gain) loss on sales and disposals of assets

 

9

 

29

 

92

 

(1,406

)

ERP integration costs

 

1,812

 

602

 

4,935

 

1,257

 

Registration related fees

 

 

950

 

281

 

950

 

Acquisition related fees

 

 

 

610

 

 

Gain on licening of patents

 

 

 

 

(2,000

)

Loss on early extinguishment of debt

 

 

 

 

38,248

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

20,222

 

$

53,078

 

$

118,674

 

$

151,725

 

 

8