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8-K - 8-K - LIBBEY INCform8-k.htm

Exhibit 99.1
Libbey Inc.
300 Madison Ave
P.O. Box 10060
Toledo, OH 43699
 
 
NEWS RELEASE

AT THE COMPANY:            
Kenneth Boerger            
Vice President and Treasurer                    
(419) 325-2279
ken.boerger@libbey.com
            

FOR IMMEDIATE RELEASE
THURSDAY, OCTOBER 25, 2012         


LIBBEY INC. ANNOUNCES THIRD QUARTER 2012 FINANCIAL RESULTS

Quarter Included Sales of $209.2 Million; Income from Operations of $24.3 Million and
Adjusted EBITDA of $38.0 Million are Both All-Time Records for Any Third Quarter


TOLEDO, OHIO, OCTOBER 25, 2012--Libbey Inc. (NYSE MKT: LBY) today reported results for the third quarter-ended September 30, 2012.

Third Quarter Highlights

Sales for the third quarter were $209.2 million, compared to $207.2 million for the third quarter of 2011, an increase of 0.9 percent (or 3.9 percent excluding currency fluctuation).

Sales in the Glass Operations segment were $189.9 million, compared to $190.8 million in the third quarter of 2011, a decrease of 0.5 percent (an increase of 2.7 percent excluding currency fluctuation). Sales performance was led by a 13.0 percent increase in sales within our China sales region (11.4 percent excluding currency impact) and a 9.0 percent increase within our Mexico sales region (14.8 percent excluding currency impact).

Income from operations grew 32.4 percent, compared to the third quarter of 2011, increasing to an all-time third quarter record of $24.3 million from $18.4 million in the year-ago quarter.

Adjusted EBITDA increased 6.2 percent to a record for any third quarter of $38.0 million, compared to $35.8 million for the third quarter of 2011.

“We are pleased with this quarter's results, driven in large part by the increased focus on driving down costs and defending and growing our key markets, the core of our recently announced strategic plan. These cost improvements, coupled with notable sales growth in China and Mexico, led to exceptionally strong Adjusted EBITDA, resulting in record third quarter results," said Stephanie A. Streeter, chief executive officer of Libbey Inc.

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Libbey Inc.
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“We are committed to further improving our cost structure, leveraging our advantaged businesses and strengthening our balance sheet. We believe these efforts, combined with our overall productivity improvements, will enable strengthened financial and operational performance.”

Third Quarter Regional Sales and Operational Review

Glass Operations segment sales were led by a 13.0 percent increase in sales within our China sales region (11.4 percent excluding currency impact) and a 9.0 percent increase in sales within our Mexico sales region (14.8 percent excluding currency impact). Sales within our U.S. and Canada sales region were higher by approximately 1.0 percent compared to the prior year quarter. The European sales region saw a 9.7 percent decrease in sales (a 1.7 percent increase excluding currency fluctuation).

Sales to U.S. and Canadian foodservice glassware customers increased by 1.3 percent. Glassware sales to U.S. and Canadian retail customers increased 1.2 percent during the third quarter of 2012, while sales to business-to-business customers in the U.S. and Canada decreased 1.2 percent.

Sales in the Other Operations segment increased 17.1 percent to $19.4 million, compared to $16.6 million in the prior-year quarter. This increase was driven by solid sales increases to both Syracuse China and World Tableware customers during the quarter.

Interest expense decreased by $1.8 million to $8.7 million, compared to $10.6 million in the year-ago period, primarily driven by lower interest rates.

Our effective tax rate was 3.5 percent for the quarter-ended September 30, 2012, compared to 29.1 percent for the quarter-ended September 30, 2011. The effective tax rate was influenced by jurisdictions with recorded valuation allowances and changes in the mix of earnings with differing statutory rates.

Nine-Month Highlights

Sales for the first nine months of 2012 were $606.2 million, compared to $602.3 million for the first nine months of 2011, an increase of 0.7 percent (or 3.4 percent excluding currency fluctuation).

Sales in the Glass Operations segment were $551.7 million, compared to $547.4 million in the first nine months of 2011, an increase of 0.8 percent (or 3.9 percent excluding currency fluctuation). Contributing to the increase was a 34.6 percent increase in sales within our China sales region (31.0 percent excluding currency impact).

Income from operations grew 26.8 percent, compared to the first nine months of 2011, increasing to $68.2 million from $53.8 million in the year-ago nine-month period.

Adjusted EBITDA increased 11.7 percent to an all-time high for the first nine months of the year of $102.5 million, compared to $91.8 million for the first nine months of 2011.

Nine-Month Regional Sales and Operational Review

Primary contributors to increased Glass Operations sales were a 34.6 percent increase in sales within our China sales region (31.0 percent excluding currency impact) and a 3.7 percent increase in sales within our U.S. and Canada sales region. We reported flat sales within our Mexico sales region; however, excluding currency impact, net sales were 7.5 percent higher than in the prior-year period. We saw a 10.0 percent decrease in sales within our European sales region (only a 1.1 percent decrease excluding currency fluctuation).



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Libbey Inc.
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Sales to U.S. and Canadian foodservice glassware customers increased by 5.4 percent. Glassware sales to U.S. and Canadian business-to-business customers increased 2.9 percent during the first nine months of 2012, while sales to retail customers in the U.S. and Canada were 2.5 percent higher.

Sales in the Other Operations segment were $55.1 million, compared to $55.4 million in the prior-year period. As a result of the sale of substantially all of the assets of Traex in late April 2011, the first nine months of 2011 included net sales of $4.8 million of Traex® products which were no longer offered for sale by the Company in 2012. Partially offsetting the absence of Traex® product sales were increased sales to World Tableware customers of 8.2 percent and a 10.5 percent increase in sales to Syracuse China customers.

Interest expense decreased by $3.8 million to $29.1 million, compared to $32.9 million in the year-ago period, the result of a mix of lower debt and interest rates in various months throughout the first nine months of the year.

Our effective tax rate was 30.4 percent for the nine-month period ended September 30, 2012, compared to 18.3 percent for the first nine months of 2011. The effective tax rate was influenced by jurisdictions with recorded valuation allowances, intra-period tax allocations and changes in the mix of earnings with differing statutory rates.

Working Capital and Liquidity

As of September 30, 2012, working capital, defined as inventories and accounts receivable less accounts payable, was $218.1 million, compared to $212.3 million at September 30, 2011. This slight increase in working capital resulted from lower accounts payable.

Libbey reported that it had available capacity of $87.8 million under its ABL credit facility as of September 30, 2012, with no loans currently outstanding. The Company also had cash on hand of $33.3 million at September 30, 2012.

Webcast Information

Libbey will hold a conference call for investors on Thursday, October 25, 2012, at 11 a.m. Eastern Daylight Time. The conference call will be simulcast live on the Internet and is accessible from the Investor Relations' section of www.libbey.com. To listen to the call, please go to the website at least 10 minutes early to register, download and install any necessary software. A replay will be available for 7 days after the conclusion of the call.

About Libbey Inc.

Based in Toledo, Ohio, since 1888, Libbey Inc. is the largest manufacturer of glass tableware in the western hemisphere and one of the largest glass tableware manufacturers in the world. It supplies products to foodservice, retail, industrial and business-to-business customers in over 100 countries, and it is the leading manufacturer of tabletop products for the U.S. foodservice industry.

Libbey operates glass tableware manufacturing plants in the United States in Louisiana and Ohio as well as in Mexico, China, Portugal and the Netherlands. Its Crisa subsidiary, located in Monterrey, Mexico, is a leading producer of glass tableware in Mexico and Latin America. Its subsidiary located in Leerdam, Netherlands, is among the world leaders in producing and selling glass stemware to retail, foodservice and industrial clients. Its Crisal subsidiary, located in Portugal, provides an expanded presence in Europe. Its Syracuse China subsidiary designs and distributes an extensive line of high-quality ceramic dinnerware, principally for foodservice establishments in the United States. Its World Tableware subsidiary imports and sells a full-line of metal flatware and hollowware and an assortment of ceramic dinnerware and other tabletop items principally for foodservice establishments in the United States. In 2011, Libbey Inc.'s net sales totaled $817.1 million.


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Libbey Inc.
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This press release includes forward-looking statements as defined in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements only reflect the Company's best assessment at this time and are indicated by words or phrases such as “goal,” “expects,” “ believes,” “will,” “estimates,” “anticipates,” or similar phrases. Investors are cautioned that forward-looking statements involve risks and uncertainty and that actual results may differ materially from these statements, and that investors should not place undue reliance on such statements. These forward-looking statements may be affected by the risks and uncertainties in the Company's business. This information is qualified in its entirety by cautionary statements and risk factor disclosures contained in the Company's Securities and Exchange Commission filings, including the Company's report on Form 8-K filed with the Commission on May 9, 2012. Important factors potentially affecting performance include but are not limited to increased competition from foreign suppliers endeavoring to sell glass tableware in the United States and Mexico; the impact of lower duties for imported products; global economic conditions and the related impact on consumer spending levels; major slowdowns in the retail, travel or entertainment industries in the United States, Canada, Mexico, Western Europe and Asia, caused by terrorist attacks or otherwise; significant increases in per-unit costs for natural gas, electricity, freight, corrugated packaging, and other purchased materials; high levels of indebtedness; high interest rates that increase the Company's borrowing costs or volatility in the financial markets that could constrain liquidity and credit availability; protracted work stoppages related to collective bargaining agreements; increases in expense associated with higher medical costs, increased pension expense associated with lower returns on pension investments and increased pension obligations; devaluations and other major currency fluctuations relative to the U.S. dollar and the Euro that could reduce the cost competitiveness of the Company's products compared to foreign competition; the effect of exchange rate changes to the value of the Mexican peso and the earnings and cash flow of Crisa, expressed under U.S. GAAP; the inability to achieve savings and profit improvements at targeted levels in the Company's operations or within the intended time periods; and whether the Company completes any significant acquisition and whether such acquisitions can operate profitably. Any forward-looking statements speak only as of the date of this press release, and the Company assumes no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date of this press release.


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Libbey Inc.
Condensed Consolidated Statements of Operations
(dollars in thousands, except per-share amounts)
(unaudited)

 
Three months ended September 30,
 
2012
 
2011
Net sales
$
209,150

 
$
207,246

Freight billed to customers
1,015

 
511

Total revenues
210,165

 
207,757

Cost of sales (1)
158,956

 
162,873

Gross profit
51,209

 
44,884

Selling, general and administrative expenses (1)
26,887

 
26,739

Special charges (1)

 
(232
)
Income from operations
24,322

 
18,377

Other (expense) income (1)
(195
)
 
2,237

Earnings before interest and income taxes
24,127

 
20,614

Interest expense
8,720

 
10,559

Income before income taxes
15,407

 
10,055

Provision for income taxes (1)
546

 
2,928

Net income
$
14,861

 
$
7,127

 
 
 
 
Net income per share:
 
 
 
Basic
$
0.71

 
$
0.35

Diluted
$
0.70

 
$
0.34

 
 
 
 
Weighted average shares:
 
 
 
Outstanding
20,896

 
20,182

Diluted
21,360

 
20,715


(1) Refer to Table 1 for Special Items detail.






Libbey Inc.
Condensed Consolidated Statements of Operations
(dollars in thousands, except per-share amounts)
(unaudited)

 
Nine months ended September 30,
 
2012
 
2011
Net sales
$
606,226

 
$
602,274

Freight billed to customers
2,482

 
1,760

Total revenues
608,708

 
604,034

Cost of sales (1)
458,096

 
473,168

Gross profit
150,612

 
130,866

Selling, general and administrative expenses (1)
82,391

 
77,365

Special charges (1)

 
(281
)
Income from operations
68,221

 
53,782

Loss on redemption of debt (1)
(31,075
)
 
(2,803
)
Other (expense) income (1)
(359
)
 
8,307

Earnings before interest and income taxes
36,787

 
59,286

Interest expense
29,085

 
32,929

Income before income taxes
7,702

 
26,357

Provision for income taxes (1)
2,343

 
4,825

Net income
$
5,359

 
$
21,532

 
 
 
 
Net income per share:
 
 
 
Basic
$
0.26

 
$
1.07

Diluted
$
0.25

 
$
1.04

 
 
 
 
Weighted average shares:
 
 
 
Outstanding
20,835

 
20,079

Diluted
21,267

 
20,726


(1) Refer to Table 2 for Special Items detail.




Libbey Inc.
Condensed Consolidated Balance Sheets
(dollars in thousands)
 
September 30, 2012
 
December 31, 2011
 
(unaudited)
 
 
ASSETS:
 
 
 
Cash and cash equivalents
$
33,347

 
$
58,291

Accounts receivable — net
93,962

 
88,045

Inventories — net
170,814

 
145,859

Other current assets
8,202

 
9,701

Total current assets
306,325

 
301,896

 
 
 
 
Pension asset
25,842

 
17,485

Goodwill and purchased intangibles — net
186,944

 
187,772

Property, plant and equipment — net
251,518

 
264,718

Other assets
19,597

 
18,280

Total assets
$
790,226

 
$
790,151

 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY:
 
 
 
Notes payable
$

 
$
339

Accounts payable
46,650

 
58,759

Accrued liabilities
97,788

 
88,761

Pension liability (current portion)
2,037

 
5,990

Non-pension postretirement benefits (current portion)
4,721

 
4,721

Other current liabilities
4,428

 
6,730

Long-term debt due within one year
3,819

 
3,853

Total current liabilities
159,443

 
169,153

 
 
 
 
Long-term debt
466,858

 
393,168

Pension liability
37,707

 
122,145

Non-pension postretirement benefits
70,130

 
68,496

Other liabilities
9,942

 
9,409

Total liabilities
744,080

 
762,371

 
 
 
 
Common stock and capital in excess of par value
311,791

 
311,188

Retained deficit
(149,677
)
 
(155,036
)
Accumulated other comprehensive loss
(115,968
)
 
(128,372
)
Total shareholders’ equity
46,146

 
27,780

Total liabilities and shareholders’ equity
$
790,226

 
$
790,151





Libbey Inc.
Condensed Consolidated Statements of Cash Flows
(dollars in thousands)
(unaudited)

 
Three months ended September 30,
 
2012
 
2011
Operating activities:
 
 
 
Net income
$
14,861

 
$
7,127

Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 
 
 
Depreciation and amortization
10,073

 
10,357

Loss on asset sales and disposals
127

 
347

Change in accounts receivable
(6,023
)
 
2,989

Change in inventories
(3,006
)
 
(5,084
)
Change in accounts payable
(7,499
)
 
(7,855
)
Accrued interest and amortization of discounts, warrants and finance fees
8,186

 
(7,135
)
Pension & non-pension postretirement benefits
1,241

 
(11,530
)
Restructuring charges

 
(262
)
Accrued liabilities & prepaid expenses
9,770

 
3,673

Income taxes
(921
)
 
2,578

Share-based compensation expense
601

 
2,398

Other operating activities
479

 
(2,293
)
Net cash provided by (used in) operating activities
27,889

 
(4,690
)
 
 
 
 
Investing activities:
 
 
 
Additions to property, plant and equipment
(5,412
)
 
(8,059
)
Net proceeds from sale of Traex

 
158

Proceeds from asset sales and other
131

 
65

Net cash used in investing activities
(5,281
)
 
(7,836
)
 
 
 
 
Financing activities:
 
 
 
Net (repayments) on ABL credit facility

 
(2,105
)
Other repayments
(9,551
)
 
(4,673
)
Other borrowings
1,234

 

Stock options exercised
253

 

Debt issuance costs and other
(880
)
 
(19
)
Net cash used in financing activities
(8,944
)
 
(6,797
)
 
 
 
 
Effect of exchange rate fluctuations on cash
106

 
(403
)
Increase (decrease) in cash
13,770

 
(19,726
)
 
 
 
 
Cash at beginning of period
19,577

 
44,309

Cash at end of period
$
33,347

 
$
24,583




Libbey Inc.
Condensed Consolidated Statements of Cash Flows
(dollars in thousands)
(unaudited)
 
Nine months ended September 30,
 
2012
 
2011
Operating activities:
 
 
 
Net income
$
5,359

 
$
21,532

Adjustments to reconcile net income to net cash (used in) provided by operating activities:
 
 
 
Depreciation and amortization
30,897

 
32,265

Loss (gain) on asset sales and disposals
294

 
(6,449
)
Change in accounts receivable
(6,497
)
 
(1,813
)
Change in inventories
(25,097
)
 
(24,156
)
Change in accounts payable
(12,087
)
 
(7,183
)
Accrued interest and amortization of discounts, warrants and finance fees
532

 
(6,309
)
Call premium on 10% senior notes
23,602

 
1,203

Write-off of finance fee & discounts on senior notes and ABL
10,975

 
1,600

Pension & non-pension postretirement benefits
(81,338
)
 
(8,586
)
Restructuring charges

 
(828
)
Accrued liabilities & prepaid expenses
7,742

 
4,882

Income taxes
(1,041
)
 
(7,168
)
Share-based compensation expense
2,466

 
4,365

Other operating activities
563

 
(1,211
)
Net cash (used in) provided by operating activities
(43,630
)
 
2,144

 
 
 
 
Investing activities:
 
 
 
Additions to property, plant and equipment
(17,244
)
 
(26,457
)
Net proceeds from sale of Traex

 
13,000

Proceeds from asset sales and other
550

 
5,264

Net cash used in investing activities
(16,694
)
 
(8,193
)
 
 
 
 
Financing activities:
 

 
 

Other repayments
(19,513
)
 
(4,770
)
Other borrowings
1,234

 

Proceeds from 6.875% senior notes
450,000

 

Payments on 10% senior notes
(360,000
)
 
(40,000
)
Call premium on 10% senior notes
(23,602
)
 
(1,203
)
Stock options exercised
293

 
478

Debt issuance costs and other
(13,034
)
 
(462
)
Net cash provided by (used in) financing activities
35,378

 
(45,957
)
 
 
 
 
Effect of exchange rate fluctuations on cash
2

 
331

Decrease in cash
(24,944
)
 
(51,675
)
 
 
 
 
Cash at beginning of period
58,291

 
76,258

Cash at end of period
$
33,347

 
$
24,583







In accordance with the SEC’s Regulation G, tables 1, 2, 3, 4 and 5 provide non-GAAP measures used in this earnings release and a reconciliation to the most closely related Generally Accepted Accounting Principle (GAAP) measure. Libbey believes that providing supplemental non-GAAP financial information is useful to investors in understanding Libbey's core business and trends. In addition, it is the basis on which Libbey's management assesses performance. Although Libbey believes that the non-GAAP financial measures presented enhance investors' understanding of Libbey's business and performance, these non-GAAP measures should not be considered an alternative to GAAP.

Table 1
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of "As Reported" Results to "As Adjusted" Results - Quarter
 
 
(dollars in thousands, except per-share amounts)
 
 
 
 
 
 
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended September 30,
 
 
2012
 
2011
 
 
As Reported
 
Special Items
 
As Adjusted
 
As Reported
 
Special Items
 
As Adjusted
Net sales
 
$
209,150

 
$

 
$
209,150

 
$
207,246

 
$

 
$
207,246

Freight billed to customers
 
1,015

 

 
1,015

 
511

 

 
511

Total revenues
 
210,165

 

 
210,165

 
207,757

 

 
207,757

Cost of sales
 
158,956

 
2,342

 
156,614

 
162,873

 
1,981

 
160,892

Gross profit
 
51,209

 
(2,342
)
 
53,551

 
44,884

 
(1,981
)
 
46,865

Selling, general and administrative expenses
 
26,887

 
1,444

 
25,443

 
26,739

 
2,983

 
23,756

Special charges
 

 

 

 
(232
)
 
(232
)
 

Income from operations
 
24,322

 
(3,786
)
 
28,108

 
18,377

 
(4,732
)
 
23,109

Other (expense) income
 
(195
)
 

 
(195
)
 
2,237

 
(81
)
 
2,318

Earnings before interest and income taxes
 
24,127

 
(3,786
)
 
27,913

 
20,614

 
(4,813
)
 
25,427

Interest expense
 
8,720

 

 
8,720

 
10,559

 

 
10,559

Income before income taxes
 
15,407

 
(3,786
)
 
19,193

 
10,055

 
(4,813
)
 
14,868

Provision for income taxes
 
546

 
(26
)
 
572

 
2,928

 

 
2,928

Net income
 
$
14,861

 
$
(3,760
)
 
$
18,621

 
$
7,127

 
$
(4,813
)
 
$
11,940

 
 
 
 
 
 
 
 
 
 
 
 
 
Net income per share:
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
$
0.71

 
$
(0.18
)
 
$
0.89

 
$
0.35

 
$
(0.24
)
 
$
0.59

Diluted
 
$
0.70

 
$
(0.18
)
 
$
0.87

 
$
0.34

 
$
(0.23
)
 
$
0.58

 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares:
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding
 
20,896

 
 
 
 
 
20,182

 
 
 
 
Diluted
 
21,360

 
 
 
 
 
20,715

 
 
 
 

 
 
Three months ended September 30, 2012
 
Three months ended September 30, 2011
Special Items Detail -
    (Income) Expense:
 
Severance and Other (1)
 
Total Special Items
 
Abandoned
Property (2)
 
Sale of Traex (3)
 
Restructuring
Charges (4)
 
CEO Transition Expenses
 
Total Special Items
Cost of sales
 
$
2,342

 
$
2,342

 
$
1,827

 
$

 
$
154

 
$

 
$
1,981

SG&A
 
1,444

 
1,444

 
892

 

 

 
2,091

 
2,983

Special charges
 

 

 

 

 
(232
)
 

 
(232
)
Other (income) expense
 

 

 

 
81

 

 

 
81

Income taxes
 
(26
)
 
(26
)
 

 

 

 

 

Total Special Items
 
$
3,760

 
$
3,760

 
$
2,719

 
$
81

 
$
(78
)
 
$
2,091

 
$
4,813


(1) Severance and other relates to implementation of our new strategic plan.
(2) Estimate accrued for an ongoing unclaimed property audit.
(3) Expenses are related to the sale of substantially all of the assets of Traex.
(4) Restructuring charges are related to the closure of the decorating operations at our Shreveport, Louisiana, manufacturing facility.



Table 2
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliation of "As Reported" Results to "As Adjusted" Results - Nine Months
 
 
(dollars in thousands, except per-share amounts)
 
 
 
 
 
 
(unaudited)
 
Nine months ended September 30,
 
 
2012
 
2011
 
 
As Reported
 
Special Items
 
As Adjusted
 
As Reported
 
Special Items
 
As Adjusted
Net sales
 
$
606,226

 
$

 
$
606,226

 
$
602,274

 
$

 
$
602,274

Freight billed to customers
 
2,482

 

 
2,482

 
1,760

 

 
1,760

Total revenues
 
608,708

 

 
608,708

 
604,034

 

 
604,034

Cost of sales
 
458,096

 
2,342

 
455,754

 
473,168

 
2,024

 
471,144

Gross profit
 
150,612

 
(2,342
)
 
152,954

 
130,866

 
(2,024
)
 
132,890

Selling, general and administrative expenses
 
82,391

 
1,444

 
80,947

 
77,365

 
2,598

 
74,767

Special charges
 

 

 

 
(281
)
 
(281
)
 

Income from operations
 
68,221

 
(3,786
)
 
72,007

 
53,782

 
(4,341
)
 
58,123

Loss on redemption of debt
 
(31,075
)
 
(31,075
)
 

 
(2,803
)
 
(2,803
)
 

Other (expense) income
 
(359
)
 

 
(359
)
 
8,307

 
6,901

 
1,406

Earnings before interest and income taxes
 
36,787

 
(34,861
)
 
71,648

 
59,286

 
(243
)
 
59,529

Interest expense
 
29,085

 

 
29,085

 
32,929

 

 
32,929

Income before income taxes
 
7,702

 
(34,861
)
 
42,563

 
26,357

 
(243
)
 
26,600

Provision for income taxes
 
2,343

 
(26
)
 
2,369

 
4,825

 

 
4,825

Net income
 
$
5,359

 
$
(34,835
)
 
$
40,194

 
$
21,532

 
$
(243
)
 
$
21,775

 
 
 
 
 
 
 
 
 
 
 
 
 
Net income per share:
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
$
0.26

 
$
(1.67
)
 
$
1.93

 
$
1.07

 
$
(0.01
)
 
$
1.08

Diluted
 
$
0.25

 
$
(1.64
)
 
$
1.89

 
$
1.04

 
$
(0.01
)
 
$
1.05

 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares:
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding
 
20,835

 
 
 
 
 
20,079

 
 
 
 
Diluted
 
21,267

 
 
 
 
 
20,726

 
 
 
 

 
 
Nine months ended
September 30, 2012
 
 
 
Nine months ended September 30, 2011
Special Items Detail-(income) expense:
 
Finance Fees (1)
 
Severance
and
Other(2)
 
Total Special Items
 
Sale of Land (3)
 
Sale of Traex (4)
 
Finance Fees (1)
 
Restructuring
Charges (5)
 
Abandoned Property (6)
 
Other (7)
 
Total Special Items
Cost of sales
 
$

 
$
2,342

 
$
2,342

 
$

 
$

 
$

 
$
197

 
$
1,827

 
$

 
$
2,024

SG&A
 

 
1,444

 
1,444

 

 

 

 

 
892

 
1,706

 
2,598

Special charges
 

 

 

 

 

 

 
(281
)
 

 

 
(281
)
Loss on redemption of debt
 
31,075

 

 
31,075

 

 

 
2,803

 

 

 

 
2,803

Other (income) expense
 

 

 

 
(3,445
)
 
(3,240
)
 

 

 

 
(216
)
 
(6,901
)
Income taxes
 

 
(26
)
 
(26
)
 

 

 

 

 

 

 

Total Special Items
 
$
31,075

 
$
3,760

 
$
34,835

 
$
(3,445
)

$
(3,240
)
 
$
2,803

 
$
(84
)
 
$
2,719

 
$
1,490

 
$
243


(1) Finance fees for the nine months ended 2012 include the write-off of unamortized finance fees and discounts and call premium payments on the ABL Facility and $360.0 million senior notes redeemed in May and June 2012, partially offset by the write-off of the debt carrying value adjustment related to the termination of the $80.0 million interest rate swap. Finance fees for the nine months ended 2011 include the write-off of unamortized finance fees and discounts and call premium payments on the $40.0 million senior notes redeemed in March 2011.
(2) Severance and other relates to implementation of our new strategic plan.
(3) Net gain on the sale of land at our Libbey Holland facility.
(4) Gain on the sale of substantially all of the assets of Traex.
(5) Restructuring charges are related to the closure of our Syracuse, New York, manufacturing facility and the decorating operations at our Shreveport, Louisiana, manufacturing facility.
(6) Estimate accrued for an ongoing unclaimed property audit.
(7) SG&A includes CEO transition expenses of $2,511, net of an equipment credit of $805.




Table 3
 
 
 
 
 
 
 
 
Reconciliation of Net Income to Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA
(dollars in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
 
2012
 
2011
 
2012
 
2011
Reported net income
 
$
14,861

 
$
7,127

 
$
5,359

 
$
21,532

Add:
 
 
 
 
 
 
 
 
Interest expense
 
8,720

 
10,559

 
29,085

 
32,929

Provision for income taxes
 
546

 
2,928

 
2,343

 
4,825

Depreciation and amortization
 
10,073

 
10,357

 
30,897

 
32,265

EBITDA
 
34,200

 
30,971

 
67,684

 
91,551

Add: Special items before interest and taxes
 
3,786

 
4,813

 
34,861

 
243

Adjusted EBITDA
 
$
37,986

 
$
35,784

 
$
102,545

 
$
91,794



Table 4
 
 
 
 
 
 
 
 
Reconciliation of Net Cash Provided by (Used in) Operating Activities to Free Cash Flow
(dollars in thousands)
 
 
 
 
 
 
 
 
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
Net cash provided by (used in) operating activities
 
$
27,889

 
$
(4,690
)
 
$
(43,630
)
 
$
2,144

Capital expenditures
 
(5,412
)
 
(8,059
)
 
(17,244
)
 
(26,457
)
Net proceeds from sale of Traex
 

 
158

 

 
13,000

Proceeds from asset sales and other
 
131

 
65

 
550

 
5,264

Free Cash Flow
 
$
22,608

 
$
(12,526
)
 
$
(60,324
)
 
$
(6,049
)




Table 5
 
 
 
 
 
 
 
 
Summary Business Segment Information
 
 
 
 
 
 
 
 
(dollars in thousands)
 
 
 
 
 
 
 
 
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
 
2012
 
2011
 
2012
 
2011
Net Sales:
 
 
 
 
 
 
 
 
Glass Operations (1)
 
$
189,860

 
$
190,813

 
$
551,679

 
$
547,353

Other Operations (2)
 
19,427

 
16,597

 
55,123

 
55,448

Eliminations
 
(137
)
 
(164
)
 
(576
)
 
(527
)
Consolidated
 
$
209,150

 
$
207,246

 
$
606,226

 
$
602,274

 
 
 
 
 
 
 
 
 
Segment Earnings Before Interest & Taxes
    (Segment EBIT) (3) :
 
 
 
 
 
 
 
 
Glass Operations (1)
 
$
33,970

 
$
29,801

 
$
94,259

 
$
77,165

Other Operations (2)
 
4,356

 
2,978

 
11,097

 
9,619

Segment EBIT
 
$
38,326

 
$
32,779

 
$
105,356

 
$
86,784

 
 
 
 
 
 
 
 
 
Reconciliation of Segment EBIT to Net Income:
 
 
 
 
 
 
 
 
Segment EBIT
 
$
38,326

 
$
32,779

 
$
105,356

 
$
86,784

Retained corporate costs (4)
 
(10,413
)
 
(7,352
)
 
(33,708
)
 
(27,255
)
Consolidated Adjusted EBIT
 
27,913

 
25,427

 
71,648

 
59,529

Loss on redemption of debt
 

 

 
(31,075
)
 
(2,803
)
Severance and other
 
(3,786
)
 

 
(3,786
)
 

Gain (expense) on sale of Traex assets
 

 
(81
)
 

 
3,240

Gain on sale of land
 

 

 

 
3,445

Equipment credit
 

 

 

 
1,021

Restructuring charges
 

 
78

 

 
84

CEO transition expenses
 

 
(2,091
)
 

 
(2,511
)
Abandoned property
 

 
(2,719
)
 

 
(2,719
)
Special Items before interest and taxes
 
(3,786
)
 
(4,813
)
 
(34,861
)
 
(243
)
Interest expense
 
(8,720
)
 
(10,559
)
 
(29,085
)
 
(32,929
)
Income taxes
 
(546
)
 
(2,928
)
 
(2,343
)
 
(4,825
)
Net income
 
$
14,861

 
$
7,127

 
$
5,359

 
$
21,532

 
 
 
 
 
 
 
 
 
Depreciation & Amortization:
 
 
 
 
 
 
 
 
Glass Operations (1)
 
$
9,735

 
$
9,999

 
$
29,761

 
$
30,779

Other Operations (2)
 
10

 
11

 
32

 
257

Corporate
 
328

 
347

 
1,104

 
1,229

Consolidated
 
$
10,073

 
$
10,357

 
$
30,897

 
$
32,265


(1) Glass Operations—includes worldwide sales of manufactured and sourced glass tableware from domestic and international subsidiaries.
(2) Other Operations—includes worldwide sales of sourced ceramic dinnerware, metal tableware, hollowware and serveware. Plastic items were sold through April 28, 2011.
(3) Segment EBIT represents earnings before interest and taxes and excludes amounts related to certain items we consider not representative of ongoing operations as well as certain retained corporate costs.
(4) Retained corporate costs includes certain headquarter, administrative and facility costs, and other costs that are not allocable to the reporting segments.