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EX-99.2 - EX-99.2 - Zep Inc.a12-9256_1ex99d2.htm

Exhibit 99.1

 

 

 

News Release

Zep Inc.

 

 

 

 

 

 

1310 Seaboard Industrial Blvd., NW
Atlanta, GA 30318

 

www.zepinc.com

 

Zep Inc. Reports Second Quarter Financial Results

 

·

 

Revenue up 3.3% compared with the prior year

 

 

 

·

 

Reported EPS increases 10% year-over-year

 

 

 

·

 

Organic sales growth returns

 

ATLANTA, April 9, 2012 (BUSINESS WIRE) — Zep Inc. (NYSE:ZEP), a leading producer and marketer of a wide range of cleaning and maintenance solutions, today reported financial results for the second fiscal quarter ended February 29, 2012.

 

The second fiscal quarter of 2012 reflected strong sales in the retail and distribution sales channels resulting from new and expanded customer relationships, with the Company achieving organic sales growth year-over-year due to the success of selling efforts focused on increasing sales through those channels.  In addition to this organic growth, an extra selling day due to the leap year and, to a lesser degree, the positive impact of acquisitions, provided incremental revenue gains compared to the same period last year.

 

“I am very pleased to report these solid results for the quarter, particularly the organic sales growth driven by the impressive retail and distribution execution delivered by our team,” said John K. Morgan, Chairman, President and Chief Executive Officer of Zep Inc., “and I would like to thank our associates for their continued hard work and dedication.  On a separate note, I’d like to welcome the team from the Hale Group in the United Kingdom, who became a part of the Zep Inc. team a few months ago.”

 

Overall, market performance remained mixed, with sales volume declining within end-markets such as government, institutional and janitorial.  These declines were more than offset, however, by increased sales within the automotive, home improvement retail, vehicle wash, industrial MRO and food processing end-markets.

 

The following is a summary of the quarter’s results:

 

·                  Revenue of $151.7 million for the second quarter of fiscal 2012 represented an increase of $4.9 million, or 3.3%, compared to revenue of $146.8 million reported in the same period a year ago.

 

·                  Net income for the second quarter was $2.4 million, an increase of 13.2% compared with reported net income in the second quarter of fiscal 2011.

 

·                  Diluted earnings per share (EPS) reported for the second quarter of fiscal 2012 were $0.11, a 10% increase over diluted EPS of $0.10 reported for last year’s second quarter.

 

·                  EBITDA (earnings before interest, taxes, depreciation and amortization expenses) for the second quarter totaled $8.8 million, an increase of 7.0% compared to $8.3 million in EBITDA reported for the second quarter of fiscal 2011.

 

·                  Free cash flow consumed (defined as Net Cash Provided by Operating Activities less Purchases of property, plant, and equipment plus Proceeds from sale of property, plant, and equipment) during the second quarter was $3.3 million,

 



 

an improvement over the $7.9 million consumed last year.  This improvement reflects higher net income and improved working capital management, the effect of which was partially offset by higher capital spending associated with planned technology investments.

 

Gross profit of $68.0 million for the quarter was $0.6 million lower than last year.  As a percentage of sales, reported gross profit declined 190 basis points to 44.8% compared with the same period last year.  The decline in gross profit as a percentage of sales from last year was primarily due to increased inflation in the cost of raw materials (particularly petroleum-based products) that outpaced the Company’s ability to increase selling prices, as well as an increase in the percentage of sales to customers accessed through the distribution and retail channels (business mix).  Compared to the immediately preceding quarter, gross profit as a percentage of sales declined 270 basis points, primarily due to a shift in business mix and higher manufacturing costs. A more favorable relationship between raw material costs and pricing of approximately 25 basis points partially offset this sequential decline.

 

“We expect results in the second half to continue to improve,” added Mark R. Bachmann, Executive Vice President and Chief Financial Officer of Zep Inc.  “We are pleased with the progress we are continuing to make on our strategic initiatives, and we also expect to benefit from a more favorable economic environment going forward.”

 

Diluted earnings per share (EPS) reported for the second quarter of fiscal 2012 were $0.11, a 10% increase over diluted EPS of $0.10 reported for last year’s second quarter.  Last year’s second quarter diluted EPS included charges totaling $0.03 per diluted share related to restructuring efforts and incremental expense due to an increased basis in acquired inventories. In addition, in last year’s second quarter, contamination of a waste treatment facility at one of our manufacturing locations resulted in a temporary increase in manufacturing costs that adversely affected EPS in that quarter by $0.04 per diluted share.  Last year’s second quarter diluted EPS also included a gain of $0.02 per diluted share that resulted from the sale of a facility.

 

On January 31, 2012, the Company acquired the shares of the U.K.-based Hale Group Limited.  Zep has had a presence in Europe since 1992, and with this latest acquisition, the Company is expanding its reach to a broad range of industrial, commercial and public sector customers in both the U.K. and additional export markets.  The Company purchased the Hale Group using cash on hand, and the incurrence of related acquisition costs during the current quarter was referenced during the preceding quarter’s earnings conference call.

 

Mr. Morgan concluded by saying, “We remain committed to our long term growth strategy.  The investments we’ve made to better serve the market are paying off, and the strong growth we’ve seen in our retail and distribution channels is a testament to our overall strategy to grow profitably through targeted, channel expansion-oriented acquisitions.”

 



 

A more detailed discussion of the Company’s long-term objectives and financial goals may be found in our Forms 10-K and 10-Q filed with the Securities and Exchange Commission (“SEC”). The Forms 10-K and 10-Q are available via the Company’s website at www.zepinc.com.

 

Conference Call

 

As previously announced, the Company will host a conference call to discuss second quarter operating results on Monday, April 9, 2012 at 8:30 a.m. ET.  The call and accompanying presentation will be webcast and may be accessed through the Company’s website at www.zepinc.com or by dialing in at 877-303-1595, access code: 61178479.  For international toll, dial 253-237-1190, access code 61178479.  A replay of the call will be posted to the website within two hours of completion of the conference call.

 

About Zep Inc.

 

Zep Inc., with fiscal 2011 net sales of $646 million, is a leading producer and marketer of a wide range of cleaning and maintenance solutions for commercial, industrial, institutional, and consumer end-markets. Zep Inc.’s product portfolio includes anti-bacterial and industrial hand care products, cleaners, degreasers, deodorizers, disinfectants, floor finishes, sanitizers, and pest and weed control products, as well as high performance products and professional grade chemical products for the automotive, fleet maintenance, industrial/MRO supply, institutional supply and motorcycle markets. We market these products and services under well recognized and established brand names, such as Zep®, Zep Commercial®, Zep Professional, Enforcer®, National Chemical®, Selig, Misty®, Next Dimension, Petro®, i-Chem®, TimeMist®, TimeWick, MicrobeMax, Country Vet®, Konk, Niagara National, Washtronics, Washtronics of America, Forward Chemicals, Rexodan®, and a number of private labeled brands. Some of Zep’s brands have been in existence since the Company’s 1937 founding. Zep Inc. is headquartered in Atlanta, Georgia. Visit our website at www.zepinc.com.

 

Investor Contact:

 

Media Contact:

Tony Mezza

 

Michael Ares

Zep Inc.

 

Fleishman-Hillard

404-603-7762

 

404-739-0133

 

# # #

 



 

Forward Looking Statements and use of Non-GAAP Information

 

This release contains, and other written or oral statements made by or on behalf of Zep may include, forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, we or our executive officers on our behalf, may from time to time make forward-looking statements in reports and other documents that are filed with the SEC or in connection with oral statements made to the press, potential investors or others. Specifically, forward-looking statements may include, but are not limited to, statements relating to our future economic performance, business prospects, revenue, income, and financial condition; and statements preceded by, followed by, or that include the words “expects,” “believes,” “intends,” “will,” “anticipates,” and similar terms that relate to future events, performance, or our results. Examples of forward-looking statements in this press release include but are not limited to:  statements regarding growth and other benefits that we may realize as a result of executing our long-term initiatives.

 

Our forward-looking statements are subject to certain risks and uncertainties that could cause actual results, expectations, or outcomes to differ materially from our historical experience as well as management’s present expectations or projections. These risks and uncertainties include, but are not limited to:

 

·                  economic conditions in general;

·                  customer and supplier relationships and prices;

·                  competition;

·                  ability to realize anticipated benefits from strategic planning initiatives and timing of benefits;

·                  market demand; and

·                  litigation and other contingent liabilities, such as environmental matters.

 

A variety of other risks and uncertainties could cause our actual results to differ materially from the anticipated results or other expectations expressed in our forward-looking statements. A number of those risks are discussed in Part I, “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended August 31, 2011. Management believes these forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and management undertakes no obligation to update publicly any of them in light of new information or future events.

 

The unaudited consolidated financial statements presented in accordance with accounting principles generally accepted in the United States (“GAAP”) are supplemented by a table of adjusted operating results, which includes non-GAAP financial information that is referenced in this press release, which includes EBITDA. This non-GAAP financial information is provided to enhance the user’s overall understanding of our financial performance. Specifically, management believes the non-GAAP financial information provides useful information to investors by excluding or adjusting certain items affecting reported operating results that were unusual or not indicative of our core operating results. This non-GAAP financial information should be considered in addition to, and not as a substitute for, or superior to, results prepared in accordance with GAAP. Moreover, this non-GAAP information may not be comparable to similarly titled measures reported by other companies. The non-GAAP financial information included in this earnings release has been reconciled to the nearest GAAP measure in the tables at the end of this press release.

 



 

Zep Inc.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per-share data)

 

 

 

FEBRUARY 29, 2012

 

AUGUST 31, 2011

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

3,319

 

$

7,219

 

Accounts receivable, less reserve for doubtful accounts of $4,230 at February 29, 2012, and $4,515 at August 31, 2011

 

86,445

 

95,681

 

Inventories

 

71,871

 

61,147

 

Deferred income taxes

 

8,104

 

8,169

 

Prepayments and other current assets

 

23,871

 

9,896

 

Total Current Assets

 

193,610

 

182,112

 

Property, Plant, and Equipment, at cost:

 

 

 

 

 

Land

 

5,477

 

4,535

 

Buildings and leasehold improvements

 

61,355

 

59,529

 

Machinery and equipment

 

106,961

 

100,029

 

Total Property, Plant, and Equipment

 

173,793

 

164,093

 

Less - Accumulated depreciation and amortization

 

99,321

 

96,225

 

Property, Plant, and Equipment, net

 

74,472

 

67,868

 

Other Assets:

 

 

 

 

 

Goodwill

 

84,680

 

84,418

 

Identifiable intangible assets

 

65,556

 

65,136

 

Deferred income taxes

 

964

 

1,020

 

Other long-term assets

 

3,578

 

3,215

 

Total Other Assets

 

154,778

 

153,789

 

Total Assets

 

$

422,860

 

$

403,769

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

Current maturities of long-term debt

 

$

15,000

 

$

15,000

 

Accounts payable

 

57,978

 

56,821

 

Accrued compensation

 

14,282

 

18,161

 

Other accrued liabilities

 

22,697

 

27,482

 

Total Current Liabilities

 

109,957

 

117,464

 

Long-term debt, less current maturities

 

128,400

 

104,650

 

Deferred Income Taxes

 

6,529

 

6,224

 

Self-Insurance Reserves, less current portion

 

3,442

 

3,443

 

Other Long-Term Liabilities

 

21,787

 

22,865

 

Commitments and Contingencies

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

Preferred stock, $0.01 par value; 50,000,000 shares authorized; none issued and outstanding

 

 

 

Common stock, $0.01 par value; 500,000,000 shares authorized; 21,793,858 issued and outstanding at February 29, 2012, and 21,631,850 issued and outstanding at August 31, 2011

 

218

 

216

 

Paid-in capital

 

94,838

 

92,925

 

Retained earnings

 

43,222

 

38,970

 

Accumulated other comprehensive income items

 

14,467

 

17,012

 

Total Stockholders’ Equity

 

152,745

 

149,123

 

Total Liabilities and Stockholders’ Equity

 

$

422,860

 

$

403,769

 

 



 

Zep Inc.

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

(In thousands, except per-share data)

 

 

 

For the Three Months Ended
February 29 and 28,

 

For the Six Months Ended
February 29 and 28,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Net Sales

 

$

151,715

 

$

146,835

 

$

305,213

 

$

304,276

 

Cost of Products Sold

 

83,720

 

78,244

 

164,291

 

157,634

 

Gross Profit

 

67,995

 

68,591

 

140,922

 

146,642

 

Selling, Distribution, and Administrative Expenses

 

62,343

 

63,811

 

127,864

 

131,484

 

Restructuring Charges

 

 

751

 

 

1,469

 

Gain on Sale of Building

 

 

(676

)

 

(676

)

Acquisition Costs

 

755

 

 

755

 

 

Operating Profit

 

4,897

 

4,705

 

12,303

 

14,365

 

Other Expense (Income):

 

 

 

 

 

 

 

 

 

Interest expense, net

 

1,368

 

1,613

 

2,801

 

3,485

 

Loss (Gain) on foreign currency transactions

 

22

 

(59

)

272

 

(220

)

Bargain purchase gain from business combination

 

(613

)

 

(613

)

 

Miscellaneous expense, net

 

165

 

27

 

332

 

127

 

Total Other Expense

 

942

 

1,581

 

2,792

 

3,392

 

Income before Provision for Income Taxes

 

3,955

 

3,124

 

9,511

 

10,973

 

Provision for Income Taxes

 

1,521

 

974

 

3,499

 

3,884

 

Net Income

 

2,434

 

2,150

 

6,012

 

7,089

 

 

 

 

 

 

 

 

 

 

 

Earnings Per Share:

 

 

 

 

 

 

 

 

 

Basic Earnings per Share

 

$

0.11

 

$

0.10

 

$

0.28

 

$

0.33

 

 

 

 

 

 

 

 

 

 

 

Basic Weighted Average Number of Shares Outstanding

 

21,763

 

21,506

 

21,732

 

21,454

 

 

 

 

 

 

 

 

 

 

 

Diluted Earnings per Share

 

$

0.11

 

$

0.10

 

$

0.27

 

$

0.32

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted Weighted Average Number of Shares Outstanding

 

22,123

 

21,982

 

22,182

 

21,937

 

 

 

 

 

 

 

 

 

 

 

Dividends Declared per Share

 

$

0.04

 

$

0.04

 

$

0.08

 

$

0.08

 

 



 

Zep Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)

 

 

 

SIX MONTHS ENDED
FEBRUARY 29 AND 28,

 

 

 

2012

 

2011

 

Cash Provided by (Used for) Operating Activities:

 

 

 

 

 

Net income

 

$

6,012

 

$

7,089

 

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

 

 

 

 

 

Depreciation and amortization

 

6,976

 

7,082

 

Gain on disposal of fixed assets

 

(43

)

(676

)

Excess tax benefits from share-based payments

 

(17

)

(572

)

Other non-cash charges

 

1,561

 

1,502

 

Deferred income taxes

 

77

 

1,739

 

Change in assets and liabilities, net of effect of acquisitions and divestitures -

 

 

 

 

 

Accounts receivable

 

8,999

 

10,932

 

Inventories

 

(9,922

)

(8,537

)

Prepayments and other current assets

 

(1,498

)

(2,121

)

Accounts payable

 

1,285

 

(6,870

)

Accrued compensation and other current liabilities

 

(8,755

)

(12,604

)

Self insurance and other long-term liabilities

 

(1,080

)

268

 

Other assets

 

(1,481

)

(92

)

Net Cash Provided by (Used for) Operating Activities

 

2,114

 

(2,860

)

Cash Used for Investing Activities:

 

 

 

 

 

Purchases of property, plant, and equipment

 

(7,502

)

(3,180

)

Acquisitions, net of cash acquired

 

(8,243

)

(76,065

)

Loan to Innovation Partner

 

(12,500

)

 

Proceeds from sale of property, plant, and equipment

 

43

 

1,084

 

Net Cash Used for Investing Activities

 

(28,202

)

(78,161

)

Cash Provided by (Used for) Financing Activities:

 

 

 

 

 

Proceeds from credit facility borrowings

 

173,500

 

88,117

 

Repayments of borrowings from credit facility

 

(149,750

)

(26,867

)

Employee stock issuances

 

336

 

719

 

Excess tax benefits from share-based payments

 

17

 

572

 

Dividend payments

 

(1,760

)

(1,738

)

Net Cash Provided by (Used for) Financing Activities

 

22,343

 

60,803

 

Effect of Exchange Rate Changes on Cash

 

(155

)

1,866

 

Net Change in Cash and Cash Equivalents

 

(3,900

)

(18,352

)

Cash and Cash Equivalents at Beginning of Period

 

7,219

 

25,257

 

Cash and Cash Equivalents at End of Period

 

$

3,319

 

$

6,905

 

 



 

Zep Inc.

RECONCILIATION OF NON-GAAP MEASURES

(Unaudited; In thousands)

 

 

 

Three Months Ended
February 29 and 28,

 

Six Months Ended
February 29 and 28,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Reported (GAAP) Net Income

 

$

2,434

 

$

2,150

 

$

6,012

 

$

7,089

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

1,368

 

1,613

 

2,801

 

3,485

 

Provision for Income Taxes

 

1,521

 

974

 

3,499

 

3,884

 

Depreciation and Amortization

 

3,512

 

3,519

 

6,976

 

7,082

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

$

8,835

 

$

8,256

 

$

19,288

 

$

21,540