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8-K - WORTHINGTON INDUSTRIES INC. 8-K - WORTHINGTON INDUSTRIES INCworthington8k.htm
 


Exhibit 99.1
 
 
 
CONTACTS:
Cathy M. Lyttle
VP, Corporate Communications and Investor Relations
Phone: (614) 438-3077
E-mail: cmlyttle@WorthingtonIndustries.com

Sonya L. Higginbotham
Director, Corporate Communications
Phone: (614) 438-7391
E-mail: slhiggin@WorthingtonIndustries.com
 
Worthington Reports Third Quarter Fiscal 2012 Results
 
COLUMBUS, OH--(Marketwire - March 29, 2012) - Worthington Industries, Inc. (NYSE: WOR) today reported net sales of $611.3 million and net earnings of $25.9 million, or $0.37 per share, for its fiscal 2012 third quarter ended February 29, 2012. In last year's third quarter, the Company reported net sales of $569.4 million and net earnings of $26.3 million, or $0.35 per share.
 
Financial highlights for the current and comparative periods are as follows:
 
(U.S. dollars in millions, except per share data)
 
                               
      3Q 2012       2Q 2012       3Q 2011       9M2012       9M2011  
Net sales
  $ 611.3     $ 565.7     $ 569.4     $ 1,779.3     $ 1,766.9  
Operating income
    18.1       2.8       28.0       42.1       62.0  
Equity income
    24.0       21.9       17.0       70.6       51.5  
Net earnings
    25.9       12.0       26.3       63.5       63.1  
Earnings per share
  $ 0.37     $ 0.17     $ 0.35     $ 0.90     $ 0.83  
                                         
 
"We performed well in our third quarter," said John P. McConnell, Chairman and CEO. "The overall economy continued to strengthen with overall steel volume up 21% led by a strong year over year increase in the automotive market. Most importantly, our team is doing an excellent job of managing the reshaping of our Company. Although the additions and subtractions have been numerous and make year over year comparisons more difficult in the short term, we are confident our decisions and direction have produced a better platform for future success."
 
Consolidated Quarterly Results
 
Net sales for the third quarter ended February 29, 2012, were $611.3 million, up 7% from the comparable quarter in the prior year, when net sales were $569.4 million. This is significant for the Company as it begins to reflect the replacement of revenues lost from the deconsolidation of the Metal Framing and Automotive Body Panels segments reported in earlier periods. Excluding these deconsolidated operations, net sales rose 32% from the prior year quarter primarily due to acquisitions and higher average selling prices. Steel Processing increased sales by 22% and sales rose by 38% in Pressure Cylinders, aided by recent acquisitions. Additionally, the acquisition of Angus, which is reported as the Engineered Cabs business segment, contributed $40.2 million of sales to the current quarter.
 
Gross margin for the current quarter was $83.3 million, compared to $88.3 million in the prior year quarter. The $5.0 million decrease resulted from the negative net impact of the acquisition and deconsolidation activity, an unfavorable product mix in Pressure Cylinders and increased manufacturing expenses, which were partially offset by a favorable spread between selling prices and material costs.
 
 
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Worthington Industries
March 29, 2012
Page 2
 
 
SG&A expense increased $2.7 million over the prior year quarter primarily due to the accrual for certain legal expenses, and increased amortization and transaction fees related to the acquisitions, partially offset by the deconsolidation transactions.
 
Operating income for the current quarter was $18.1 million, compared to $28.0 million in the prior year quarter. In addition to the factors mentioned above, operating income for the current quarter was adversely affected by increased restructuring charges and joint venture transaction expenses. Ongoing transformation efforts within Pressure Cylinders resulted in $1.0 million of outside consulting expenses, which is included in the "restructuring and other expense" line on the income statement. The $1.8 million of expense in the "joint venture transactions" line was driven by on-going activity during the current quarter related to the wind down of the retained Metal Framing facilities and reflects facility exit and other costs partially offset by one-time gains on asset disposals.
 
Interest expense was $5.1 million in the quarter, compared to $4.5 million in the comparable period in the prior year. The impact of higher average debt levels was substantially offset by lower interest rates.
 
Equity in net income from unconsolidated joint ventures was $24.0 million, an increase of $7.0 million from the comparable quarter in the prior year, on sales of $410.0 million. WAVE contributed $16.0 million of earnings in the current quarter, a 14% increase from the prior year quarter. All of the other operating joint ventures were profitable and, with the exception of Serviacero, the joint venture in Mexico, all reported improved results over the prior year quarter.
 
For the current quarter, income tax expense of $9.3 million compared to $11.9 million in the comparable quarter in the prior year. Current quarter income tax expense reflects an estimated annual effective tax rate of 31.9% compared to 32.0% for the prior year quarter. The current year estimated rate includes $1.7 million in one-time adjustments.
 
Balance Sheet
 
At quarter end, total debt was $538.9 million, up $62.5 million from November 30, 2011, as the acquisitions of the Coleman propane fuel cylinders business and Angus Industries raised borrowing needs. During the current quarter, the Company increased borrowing capacity under its trade accounts receivable securitization facility by $50.0 million to $150.0 million of which $110.0 million had been utilized as of February 29, 2012. Additionally, $170.9 million was drawn on the Company's $400.0 million revolving credit facility.
 
Quarterly Segment Results
 
Steel Processing's net sales of $367.3 million were up 22%, or $65.5 million, over the prior year quarter. Volumes increased 21%, favorably impacting net sales by $37.4 million, while higher average selling prices increased net sales by $28.1 million. The mix of direct versus toll tons processed was split evenly this quarter, compared with a 54% to 46% mix in the comparable quarter of the prior year. Operating income increased $1.2 million as increased volumes more than offset the impact of higher manufacturing and SG&A expenses.
 
Pressure Cylinders' net sales of $187.7 million were up 38% from the comparable prior year quarter aided by the BernzOmatic, STAKO and Coleman fuel cylinders acquisitions and higher average selling prices. Pressure Cylinders' operating income was $10.9 million, essentially flat from the prior year quarter as the impact of increased volumes from the acquisitions and higher selling prices were offset by higher manufacturing and SG&A expenses.
 
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Worthington Industries
March 29, 2012
Page 3
 
Engineered Cabs, acquired on December 29, 2011, reported net sales of $40.2 million for the two months included in the current quarter. The segment reported an operating loss for the quarter of $1.4 million. These results, however, included $4.2 million in one-time expenses related to purchase price adjustments and various transaction fees.
 
The entities included in "Other" are the Global Group and Steel Packaging operating segments, as well as other non-allocated expenses. In the prior year, "Other" also included the operations of the Automotive Body Panels segment, which was deconsolidated in May 2011. Operations in "Other" reported net sales of $16.1 million, which was $34.3 million lower than in the prior year quarter. This decrease was primarily due to the deconsolidation of Automotive Body Panels and the prior year results of a project concluded by the Global Group in Mozambique. These operations reported a combined loss of $4.7 million for the quarter resulting from additional accrued legal expenses and losses generated in the Global Group.
 
Noteworthy Third Quarter Developments
 
●  
 
On December 1, 2011, Worthington acquired the propane fuel cylinders business of The Coleman Company.

 
●  
 
 
On December 29, 2011, Worthington acquired Angus Industries. Angus manufactures OEM cabs for heavy mobile equipment from its main operations in Watertown, S.D. and facilities in Northwood, Iowa, Greeneville, Tenn. and Florence, S.C. It is a new business segment for the Company.

 
●  
  
 
 
On January 10, 2012, Worthington Cylinders announced a voluntary recall of the 14 oz. MAP-PRO™, propylene and MAAP® cylinders and related hand torch kits. A third-party supplied valve had the potential of leaking when a torch or hose was disconnected from the cylinder. The recall included the removal of the old product from store shelves and replacing it with new product containing a new valve. The Company is not aware of any reported injuries or incidents related to this defective valve.

 
●  
The Company declared a third quarter dividend of $0.12 per share payable on March 29, 2012 to shareholders of record on March 15, 2012.
 
Outlook
 
"I remain confident that we will continue to demonstrate improving results as we reshape, improve and increase shareholder value," said McConnell. "We look for fourth quarter volumes to reflect a continued, modest improvement in the general economy. While automotive volumes in Steel Processing and related JVs appear to be gaining momentum, other end markets for Pressure Cylinders and Engineered Cabs are also showing some improvement and growth."
 
Conference Call
 
Worthington will review third quarter results during its quarterly conference call on March 29, 2012, at 1:30 p.m., Eastern Daylight Saving Time. Details regarding the conference call can be found on the Company web site at www.WorthingtonIndustries.com.
 
 
 
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Worthington Industries
March 29, 2012
Page 4
 
Corporate Profile
 
Worthington Industries is a leading diversified metals manufacturing company with 2011 fiscal year sales of $2.4 billion. The Columbus, Ohio based company is North America's premier value-added steel processor and a leader in manufactured pressure cylinders, such as propane, oxygen and helium tanks, hand torches, refrigerant and industrial cylinders, camping cylinders, scuba tanks, and compressed natural gas storage cylinders; custom-engineered open and enclosed cabs and operator stations for heavy mobile equipment; framing systems, for mid-rise buildings; steel pallets and racks; and through joint ventures, suspension grid systems for concealed and lay-in panel ceilings, current and past model automotive service stampings; laser welded blanks, and light gauge steel framing for commercial and residential construction. Worthington employs approximately 9,500 people and operates 79 facilities in 12 countries.
 
Founded in 1955, the Company operates under a long-standing corporate philosophy rooted in the golden rule. Earning money for its shareholders is the first corporate goal. This philosophy serves as an unwavering commitment to the customer, supplier, and shareholder, and it serves as the Company's foundation for one of the strongest employee-employer partnerships in American industry.
 
 
 
 
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Worthington Industries
March 29, 2012
Page 5
 
Safe Harbor Statement
 
The Company wishes to take advantage of the Safe Harbor provisions included in the Private Securities Litigation Reform Act of 1995 (the "Act"). Statements by the Company relating to business plans or future or expected growth, performance, sales, volumes, cash flows, earnings, balance sheet strengths, debt, financial condition or other financial measures; projected profitability potential, capacity, and working capital needs; demand trends for the Company or its markets; pricing trends for raw materials and finished goods and the impact of pricing changes; anticipated capital expenditures and asset sales; anticipated improvements and efficiencies in costs, operations, sales, inventory management, sourcing and the supply chain and the results thereof; the ability to make acquisitions and the projected timing, results, benefits, costs, charges and expenditures related to acquisitions, newly-created joint ventures, headcount reductions and facility dispositions, shutdowns and consolidations; the alignment of operations with demand; the ability to operate profitably and generate cash in down markets; the ability to maintain margins and capture and maintain market share and to develop or take advantage of future opportunities, new products and new markets; expectations for Company and customer inventories, jobs and orders; expectations for the economy and markets or improvements therein; expected benefits from transformation plans, cost reduction efforts and other new initiatives; expectations for increasing volatility or improving and sustaining earnings, earnings potential, margins or shareholder value; effects of judicial and governmental agency rulings and other non-historical matters constitute "forward-looking statements" within the meaning of the Act. Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those projected. Any number of factors could affect actual results, including, without limitation, the effect of national, regional and worldwide economic conditions generally and within major product markets, including a prolonged or substantial economic downturn; the effect of conditions in national and worldwide financial markets; product demand and pricing; adverse impacts associated with the recent voluntary recall of the Company's MAP-PRO™, propylene and MAPP® cylinders, including recall costs, legal and notification expenses, lost sales and potential negative customer perceptions of certain pressure cylinder products; changes in product mix, product substitution and market acceptance of the Company's products; fluctuations in the pricing, quality or availability of raw materials (particularly steel), supplies, transportation, utilities and other items required by operations; effects of facility closures and the consolidation of operations; the effect of financial difficulties, consolidation and other changes within the steel, automotive, construction and other industries in which the Company participates; failure to maintain appropriate levels of inventories; financial difficulties (including bankruptcy filings) of original equipment manufacturers, end-users and customers, suppliers, joint venture partners and others with whom the Company does business; the ability to realize targeted expense reductions from headcount reductions, facility closures and other cost reduction efforts; the ability to realize other cost savings and operational, sales and sourcing improvements and efficiencies, and other expected benefits from transformation initiatives, on a timely basis; the overall success and growth of, and the ability to integrate, newly-acquired businesses and achieve synergies and other expected benefits therefrom; the overall success of newly-created joint ventures, including the demand for their products, and the ability to achieve the anticipated benefits therefrom; capacity levels and efficiencies, within facilities, within major product markets and within the industry as a whole; the effect of disruption in the business of suppliers, customers, facilities and shipping operations due to adverse weather, casualty events, equipment breakdowns, acts of war or terrorist activities or other causes; changes in customer demand, inventories, spending patterns, product choices, and supplier choices; risks associated with doing business internationally, including economic, political and social instability, foreign currency exposure and the acceptance of our products in new markets; the ability to improve and maintain processes and business practices to keep pace with the economic, competitive and technological environment; adverse claims experience with respect to workers' compensation, product recalls or product liability, casualty events or other matters; deviation of actual results from estimates and/or assumptions used by the Company in the application of its significant accounting policies; level of imports and import prices in the Company's markets; the impact of judicial and governmental agency rulings as well as the impact of governmental regulations, including those adopted by the United States Securities and Exchange Commission and other governmental agencies as contemplated by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, both in the United States and abroad; and other risks described from time to time in the Company's filings with the United States Securities and Exchange Commission, including those described in "Part I - Item 1A. - Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended May 31, 2011.
 
 
 
###
 
 

 
 
WORTHINGTON INDUSTRIES, INC.
 
CONSOLIDATED STATEMENTS OF EARNINGS
 
(In thousands)
 
   
                         
   
Three Months Ended
   
Nine Months Ended
 
   
February 29,
   
February 28,
   
February 29,
   
February 28,
 
   
2012
   
2011
   
2012
   
2011
 
Net sales
  $ 611,255     $ 569,439     $ 1,779,294     $ 1,766,931  
Cost of goods sold
    527,923       481,185       1,567,894       1,529,944  
Gross margin
    83,332       88,254       211,400       236,987  
Selling, general and administrative expense
    62,489       59,769       160,751       173,518  
Restructuring and other expense
    956       464       4,707       1,452  
Joint venture transactions
    1,812       -       3,835       -  
Operating income
    18,075       28,021       42,107       62,017  
Other income (expense):
                               
Miscellaneous income (expense)
    728       (219 )     1,408       (356 )
Interest expense
    (5,073 )     (4,533 )     (14,517 )     (14,079 )
Equity in net income of unconsolidated affiliates
    24,005       16,958       70,614       51,470  
Earnings before income taxes
    37,735       40,227       99,612       99,052  
Income tax expense
    9,337       11,893       28,673       29,582  
Net earnings
    28,398       28,334       70,939       69,470  
Net earnings attributable to noncontrolling interest
    2,518       2,008       7,422       6,321  
Net earnings attributable to controlling interest
  $ 25,880     $ 26,326     $ 63,517     $ 63,149  
                                 
Basic
                               
Average common shares outstanding
    68,972       74,171       69,952       75,306  
Earnings per share attributable to controlling interest
  $ 0.38     $ 0.35     $ 0.91     $ 0.84  
                                 
Diluted
                               
Average common shares outstanding
    69,509       75,001       70,481       75,687  
Earnings per share attributable to controlling interest
  $ 0.37     $ 0.35     $ 0.90     $ 0.83  
                                 
                                 
Common shares outstanding at end of period
    69,014       74,195       69,014       74,195  
                                 
Cash dividends declared per share
  $ 0.12     $ 0.10     $ 0.36     $ 0.30  
 
 
 

 
 
WORTHINGTON INDUSTRIES, INC.
 
CONSOLIDATED BALANCE SHEETS
 
(In thousands)
 
   
   
February 29,
   
May 31,
 
   
2012
   
2011
 
Assets
           
Current assets:
           
Cash and cash equivalents
  $ 35,266     $ 56,167  
Receivables, less allowances of $3,432 and $4,150 at February 29, 2012
               
     and May 31, 2011, respectively
    373,487       388,550  
Inventories:
               
Raw materials
    188,288       189,450  
Work in process
    112,640       98,940  
Finished products
    94,189       82,440  
Total inventories
    395,117       370,830  
Income taxes receivable
    4,290       1,356  
Assets held for sale
    19,707       9,681  
Deferred income taxes
    24,297       28,297  
Prepaid expenses and other current assets
    36,465       36,754  
Total current assets
    888,629       891,635  
                 
Investments in unconsolidated affiliates
    237,968       232,149  
Goodwill
    154,895       93,633  
Other intangible assets, net of accumulated amortization of $14,307 and
               
     $12,688 at February 29, 2012 and May 31, 2011, respectively
    99,519       19,958  
Other assets
    23,229       24,540  
Property, plant and equipment, net
    455,130       405,334  
Total assets
  $ 1,859,370     $ 1,667,249  
                 
Liabilities and equity
               
Current liabilities:
               
Accounts payable
  $ 264,273     $ 253,404  
Short-term borrowings
    285,756       132,956  
Accrued compensation, contributions to employee benefit plans
               
and related taxes
    51,629       72,312  
Dividends payable
    8,506       7,175  
Other accrued items
    46,161       52,023  
Income taxes payable
    102       7,132  
Current maturities of long-term debt
    598       -  
Total current liabilities
    657,025       525,002  
                 
Other liabilities
    58,589       56,594  
Distributions in excess of investment in unconsolidated affiliate
    64,263       10,715  
Long-term debt
    252,541       250,254  
Deferred income taxes
    89,265       83,981  
Total liabilities
    1,121,683       926,546  
                 
Shareholders' equity - controlling interest
    690,833       689,910  
Noncontrolling interest
    46,854       50,793  
Total equity
    737,687       740,703  
Total liabilities and equity
  $ 1,859,370     $ 1,667,249  

 
 

 
 
WORTHINGTON INDUSTRIES, INC.
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(In thousands)
 
               
   
Three Months Ended
   
Nine Months Ended
 
   
February 29,
   
February 28,
   
February 29,
   
February 28,
 
   
2012
   
2011
   
2012
   
2011
 
Operating activities
                       
Net earnings
  $ 28,398     $ 28,334     $ 70,939     $ 69,470  
Adjustments to reconcile net earnings to net cash provided by operating activities:
                               
Depreciation and amortization
    14,653       15,789       40,626       47,259  
Restructuring and other expense, non-cash
    -       -       -       225  
Provision for deferred income taxes
    (667 )     7,778       7,511       3,314  
Bad debt expense
    316       215       205       996  
Equity in net income of unconsolidated affiliates, net of distributions
    3,998       (2,997 )     1,711       (6,813 )
Net loss (gain) on sale of assets
    143       (1,191 )     (1,925 )     (1,521 )
Stock-based compensation
    2,797       1,603       8,576       4,635  
Changes in assets and liabilities:
                               
Receivables
    (28,643 )     (24,591 )     27,449       (39,713 )
Inventories
    (31,049 )     (21,601 )     23,726       4,729  
Prepaid expenses and other current assets
    9,576       (5,435 )     13,126       (4,740 )
Other assets
    (1,046 )     (2,020 )     1,794       (1,212 )
Accounts payable and accrued expenses
    90,258       68,840       (56,871 )     (25,302 )
Other liabilities
    (1,296 )     354       86       4,012  
Net cash provided by operating activities
    87,438       65,078       136,953       55,339  
                                 
Investing activities
                               
Investment in property, plant and equipment, net
    (5,769 )     (5,101 )     (15,800 )     (15,911 )
Acquisitions, net of cash acquired
    (152,389 )     (19,515 )     (232,171 )     (31,690 )
Distributions from unconsolidated affiliates, net of investments
    44,023       -       43,238       -  
Proceeds from sale of assets
    3,178       183       14,525       6,690  
Net cash used by investing activities
    (110,957 )     (24,433 )     (190,208 )     (40,911 )
                                 
Financing activities
                               
Net proceeds from (repayments of) short-term borrowings
    15,329       (42,957 )     108,460       80,778  
Principal payments on long-term debt
    (95 )     -       (95 )     -  
Proceeds from issuance of common shares
    1,186       1,077       9,709       2,415  
Payments to noncontrolling interest
    (3,168 )     (2,496 )     (9,744 )     (9,072 )
Repurchase of common shares
    -       -       (52,120 )     (75,092 )
Dividends paid
    (8,273 )     (7,413 )     (23,856 )     (22,747 )
Net cash provided by (used in) financing activities
    4,979       (51,789 )     32,354       (23,718 )
                                 
Decrease in cash and cash equivalents
    (18,540 )     (11,144 )     (20,901 )     (9,290 )
Cash and cash equivalents at beginning of period
    53,806       60,870       56,167       59,016  
Cash and cash equivalents at end of period
  $ 35,266     $ 49,726     $ 35,266     $ 49,726  

 
 

 
 
WORTHINGTON INDUSTRIES, INC.
SUPPLEMENTAL DATA
(In thousands)
 
This supplemental information is provided to assist in the analysis of the results of operations.
 
 

   
Three Months Ended
   
Nine Months Ended
 
   
February 29,
   
February 28,
   
February 29,
   
February 28,
 
   
2012
   
2011
   
2012
   
2011
 
Volume:
                       
Steel Processing (tons)
    716       590       2,101       1,815  
Pressure Cylinders (units)
    16,696       14,617       45,874       42,570  
Metal Framing (tons)
    -       59       1       184  
                                 
                                 
Net sales:
                               
Steel Processing
  $ 367,259     $ 301,752     $ 1,148,894     $ 973,763  
Pressure Cylinders
    187,737       135,921       533,283       408,213  
Engineered Cabs
    40,173       -       40,173       -  
Metal Framing
    -       81,382       4,402       242,970  
Other
    16,086       50,384       52,542       141,985  
Total net sales
  $ 611,255     $ 569,439     $ 1,779,294     $ 1,766,931  
                                 
Material cost:
                               
Steel Processing
  $ 265,185     $ 210,654     $ 853,619       704,686  
Pressure Cylinders
    92,553       61,073       269,567       187,374  
Engineered Cabs
    22,116       -       22,116       -  
Metal Framing
    -       48,041       1,946       159,886  
                                 
Operating income (loss):
                               
Steel Processing
  $ 15,405     $ 14,213     $ 39,069     $ 39,260  
Pressure Cylinders
    10,887       10,849       23,333       29,926  
Engineered Cabs
    (1,447 )     -       (1,447 )     -  
Metal Framing
    (2,053 )     2,723       (5,368 )     (7,890 )
Other
    (4,717 )     236       (13,480 )     721  
Total operating income
  $ 18,075     $ 28,021     $ 42,107     $ 62,017  

The following provides detail of restructuring and other expense and joint venture transactions included in operating income by segment presented above.
 

   
Three Months Ended
   
Nine Months Ended
 
   
February 29,
   
February 28,
   
February 29,
   
February 28,
 
   
2012
   
2011
   
2012
   
2011
 
Restructuring and other expense (income):
                       
Steel Processing
  $ -     $ 70     $ -     $ (303 )
Pressure Cylinders
    -       -       -       -  
Engineered Cabs
    -       -       -       -  
Metal Framing
    -       411       -       1,387  
Other
    956       (17 )     4,707       368  
Total restructuring and other expense
  $ 956     $ 464     $ 4,707     $ 1,452  
                                 
   
Three Months Ended
   
Nine Months Ended
 
   
February 29,
   
February 28,
   
February 29,
   
February 28,
 
      2012       2011       2012       2011  
Joint venture transactions:
                               
Steel Processing
  $ -     $ -     $ -     $ -  
Pressure Cylinders
    -       -       -       -  
Engineered Cabs
    -       -       -       -  
Metal Framing
    1,812       -       3,835       -  
Other
    -       -       -       -  
Total joint venture transactions
  $ 1,812     $ -     $ 3,835     $ -