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| file | filename |
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| 8-K - FORM 8-K - Sensata Technologies Holding plc | form8k4232013.htm |
Contact: | ||
Investors | News Media | |
Jacob Sayer | Linda Megathlin | |
(508) 236-3800 | (508) 236-1761 | |
investors@sensata.com | lmegathlin@sensata.com | |
SENSATA TECHNOLOGIES HOLDING N.V. ANNOUNCES
FIRST QUARTER 2013 RESULTS
• | First quarter 2013 net revenue was $470.4 million, an increase of 5.6% from the fourth quarter 2012, and a decrease of (4.4)% from the first quarter 2012. |
• | First quarter 2013 net income was $34.7 million, or $0.19 per diluted share, versus fourth quarter 2012 net income of $70.9 million, or $0.39 per diluted share, and first quarter 2012 net income of $38.9 million, or $0.21 per diluted share. |
• | First quarter 2013 Adjusted net income1 was $86.7 million, or $0.48 per diluted share, versus fourth quarter 2012 Adjusted net income1 of $85.3 million, or $0.47 per diluted share and first quarter 2012 Adjusted net income1 of $89.0 million, or $0.49 per diluted share. |
Almelo, the Netherlands – April 23, 2013 - Sensata Technologies Holding N.V. (NYSE: ST) (the “Company”) announces results of its operations for the first quarter ended March 31, 2013.
Highlights of the First Quarter ended March 31, 2013
Net revenue for the first quarter 2013 was $470.4 million, an increase of $25.1 million, or 5.6%, from net revenue for the fourth quarter 2012 of $445.4 million, and a decrease of $(21.6) million, or (4.4)%, from net revenue for the first quarter 2012 of $492.0 million.
Net income for the first quarter 2013 was $34.7 million, or $0.19 per diluted share. This compares to net income for the fourth quarter 2012 of $70.9 million, or $0.39 per diluted share, and net income of $38.9 million, or $0.21 per diluted share, for the first quarter of 2012.
Adjusted net income1 for the first quarter 2013 was $86.7 million, or $0.48 per diluted share, which was 18.4% of net revenue. This compares to Adjusted net income1 for the fourth quarter 2012 of $85.3 million, or $0.47 per diluted share, which was 19.2% of net revenue and $89.0 million, or $0.49 per diluted share, for the first quarter 2012, which was 18.1% of net revenue.
"We are pleased with our results for the first quarter as we delivered Net revenue and Adjusted net income1 per diluted share at or above the high end of our guidance for the quarter," said Martha
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Sullivan, President and Chief Executive Officer. "The global end markets continue to be dynamic and while there are a number of unknown risks that may impact our full year financial performance, we remain confident in our original financial guidance for 2013.”
The Company spent $29.6 million, or 6.3% of net revenue, on research, development and engineering related costs in the first quarter of 2013. These costs reside in both the Cost of revenue and the Research and development lines of the Condensed Consolidated Statements of Operations.
The Company’s ending cash balance at March 31, 2013 was $431.0 million. During the first quarter, the Company generated cash of $84.8 million from operations, used cash of $13.3 million for investing activities and used cash of $54.1 million in financing activities.
The Company recorded an income tax provision of $13.5 million for the first quarter 2013. Approximately $5.9 million of the provision, or 5.1% of Adjusted EBIT, related to taxes that are payable in cash and approximately $7.7 million related to deferred income tax expense and other income tax expense.
The Company’s total indebtedness at March 31, 2013 was $1.8 billion. The Company’s Net debt2 was $1.4 billion resulting in a Net leverage ratio2 of 2.7X.
During the first quarter, the Company acquired 1.7 million shares under a previously announced share repurchase plan at an average price of $32.42.
After the end of the quarter, Sensata Technologies B.V. issued $500 million in 4.875% fixed rate senior notes due 2023. The proceeds from this offering, combined with $200 million in cash from the balance sheet, were used to repay $700 million of the Company's outstanding variable rate term loan, improving its long term capital structure.
Segment Performance
Three months ended | ||||||||
$ in 000s | March 31, 2013 | March 31, 2012 | ||||||
Sensors net revenue | $ | 332,633 | $ | 359,594 | ||||
Sensors profit from operations | $ | 93,192 | $ | 97,940 | ||||
% of Sensors net revenue | 28.0 | % | 27.2 | % | ||||
Controls net revenue | $ | 137,780 | $ | 132,414 | ||||
Controls profit from operations | $ | 43,354 | $ | 42,161 | ||||
% of Controls net revenue | 31.5 | % | 31.8 | % | ||||
Guidance
The Company's net revenue and Adjusted net income1 per share guidance for the full year 2013 remain unchanged. The Company anticipates net revenue of $1.93 to $2.03 billion which, at the midpoint, represents growth of 3.5% compared to the full year 2012 net revenue of $1.91 billion. The Company further expects Adjusted Net Income1 of $2.00 to $2.20 per diluted share, for the full year 2013. At the midpoint, this represents 7.1% growth compared to the full year 2012 Adjusted
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net income1 per share of $1.96. This guidance assumes a diluted share count of 179.4 million for the full year 2013.
The Company anticipates net revenue of $485 million to $505 million for the second quarter 2013, which, at the midpoint, is 5.2% higher than the first quarter 2013 net revenue of $470.4 million. The Company also expects Adjusted net income1 of $0.50 to $0.54 per diluted share, for the second quarter 2013. This guidance assumes a diluted share count of 178.6 million for the second quarter 2013.
1See Non-GAAP Measures for discussion of Adjusted net income which includes a reconciliation of this measure to Net income.
2Net debt represents total indebtedness including capital lease and other financing obligations, less cash and cash equivalents. The Net leverage ratio represents Net debt divided by Adjusted EBITDA for the last twelve months.
Company Earnings Conference Call
The Company will conduct a conference call today at 8:00 AM eastern time to discuss the financial results for its first quarter ended March 31, 2013. The U.S. dial in number is 877-486-0682 and the non-U.S. dial in number is 706-634-5536. The passcode is 35014122. A live webcast of the conference call will also be available on the investor relations page of the Company’s website at http://investors.sensata.com.
For those unable to participate in the conference call, a replay will be available for one week following the call. To access the replay, the U.S. dial in number is 855-859-2056 and the non-U.S. dial in number is 404-537-3406. The replay passcode is 35014122. A replay of the call will be also available by webcast for an extended period of time at the Company’s website, at http://investors.sensata.com.
About Sensata Technologies Holding N.V.
Sensata Technologies Holding N.V. is one of the world’s leading suppliers of sensing, electrical protection, control and power management solutions with operations and business centers in eleven countries. Sensata’s products improve safety, efficiency and comfort for millions of people every day in automotive, appliance, aircraft, industrial, military, heavy vehicle, heating, air-conditioning and ventilation, data, telecommunications, recreational vehicle and marine applications. For more information, please visit Sensata’s website at www.sensata.com.
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Safe Harbor Statement
This earnings release contains forward-looking statements within the meaning of the federal securities laws. These statements relate to analyses and other information, which are based on forecasts of future results and estimates of amounts not yet determinable, and our future prospects, developments and business. Such forward-looking statements include, among other things, the Company’s anticipated results for the second quarter and full year of 2013. Such statements involve risks or uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Factors that might cause these differences include, but are not limited to, risks associated with: worldwide economic conditions; governmental regulations, policies, and practices relating to the Company’s non-US operations and international business; fluctuations in foreign currency exchange, commodity and interest rates; competitive pressures; pricing and other pressures from customers; adverse developments in the automotive industry; integration of acquired companies; litigation and disputes involving the Company, including the extent of product liability and warranty claims asserted against the Company; non-performance by suppliers; fundamental changes in the industries in which the Company operates; the loss of one or more suppliers of raw materials; and the Company’s ability to secure financing to operate and grow its business or to explore opportunities. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made; and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether to reflect any future events or circumstances or otherwise. For a discussion of potential risks and uncertainties, please refer to the risk factors listed in the Company’s SEC filings. Copies of the Company’s filings are available from its Investor Relations department or from the SEC website, www.sec.gov.
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Statements of Operations |
(Unaudited) |
(In 000s, except per share amounts) | ||||||||
For the three months ended | ||||||||
March 31, 2013 | March 31, 2012 | |||||||
Net revenue | $ | 470,413 | $ | 492,008 | ||||
Operating costs and expenses: | ||||||||
Cost of revenue | 308,682 | 325,248 | ||||||
Research and development | 13,616 | 13,294 | ||||||
Selling, general and administrative | 38,254 | 38,579 | ||||||
Amortization of intangible assets and capitalized software | 33,386 | 36,126 | ||||||
Restructuring and special charges | 1,676 | 563 | ||||||
Total operating costs and expenses | 395,614 | 413,810 | ||||||
Profit from operations | 74,799 | 78,198 | ||||||
Interest expense | (24,135 | ) | (25,215 | ) | ||||
Interest income | 148 | 241 | ||||||
Currency translation (loss)/gain and other, net | (2,601 | ) | 4,173 | |||||
Income before taxes | 48,211 | 57,397 | ||||||
Provision for income taxes | 13,546 | 18,481 | ||||||
Net income | $ | 34,665 | $ | 38,916 | ||||
Net income per share: | ||||||||
Basic | $ | 0.19 | $ | 0.22 | ||||
Diluted | $ | 0.19 | $ | 0.21 | ||||
Weighted-average ordinary shares outstanding: | ||||||||
Basic | 177,936 | 176,766 | ||||||
Diluted | 181,522 | 181,505 | ||||||
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Statements of Comprehensive Income |
(Unaudited) |
($ in 000s) | ||||||||
For the three months ended | ||||||||
March 31, 2013 | March 31, 2012 | |||||||
Net income | $ | 34,665 | $ | 38,916 | ||||
Other comprehensive income/(loss), net of tax: | ||||||||
Net unrealized gain/(loss) on derivative instruments designated and qualifying as cash flow hedges | 8,607 | (160 | ) | |||||
Defined benefit and retiree healthcare plans | 454 | 125 | ||||||
Other comprehensive income/(loss) | 9,061 | (35 | ) | |||||
Comprehensive income | $ | 43,726 | $ | 38,881 | ||||
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Balance Sheets |
(Unaudited) |
($ in 000s) | ||||||||
March 31, 2013 | December 31, 2012 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 431,025 | $ | 413,539 | ||||
Accounts receivable, net of allowances | 287,348 | 258,114 | ||||||
Inventories | 172,020 | 176,233 | ||||||
Deferred income tax assets | 12,871 | 12,871 | ||||||
Prepaid expenses and other current assets | 38,937 | 33,923 | ||||||
Total current assets | 942,201 | 894,680 | ||||||
Property, plant and equipment, net | 327,007 | 328,199 | ||||||
Goodwill | 1,754,385 | 1,754,107 | ||||||
Other intangible assets, net | 580,845 | 603,883 | ||||||
Deferred income tax assets | 36,704 | 38,971 | ||||||
Deferred financing costs | 21,073 | 22,119 | ||||||
Other assets | 5,660 | 6,432 | ||||||
Total assets | $ | 3,667,875 | $ | 3,648,391 | ||||
Liabilities and shareholders’ equity | ||||||||
Current liabilities: | ||||||||
Current portion of long-term debt, capital lease and other financing obligations | $ | 212,867 | $ | 12,878 | ||||
Accounts payable | 165,445 | 152,964 | ||||||
Income taxes payable | 5,813 | 8,884 | ||||||
Accrued expenses and other current liabilities | 107,929 | 100,112 | ||||||
Deferred income tax liabilities | 3,525 | 3,525 | ||||||
Total current liabilities | 495,579 | 278,363 | ||||||
Deferred income tax liabilities | 279,679 | 271,902 | ||||||
Pension and post-retirement benefit obligations | 26,561 | 32,747 | ||||||
Capital lease and other financing obligations, less current portion | 51,073 | 43,425 | ||||||
Long-term debt, net of discount, less current portion | 1,566,566 | 1,768,352 | ||||||
Other long-term liabilities | 31,221 | 31,308 | ||||||
Total liabilities | 2,450,679 | 2,426,097 | ||||||
Total shareholders’ equity | 1,217,196 | 1,222,294 | ||||||
Total liabilities and shareholders’ equity | $ | 3,667,875 | $ | 3,648,391 | ||||
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Statements of Cash Flows |
(Unaudited) |
($ in 000s) | ||||||||
For the three months ended | ||||||||
March 31, 2013 | March 31, 2012 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 34,665 | $ | 38,916 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation | 13,044 | 14,844 | ||||||
Amortization of deferred financing costs and original issue discounts | 1,237 | 1,356 | ||||||
Currency translation (gain)/loss on debt | (77 | ) | 356 | |||||
Share-based compensation | 1,949 | 1,916 | ||||||
Amortization of intangible assets and capitalized software | 33,386 | 36,126 | ||||||
Loss/(gain) on disposition of assets | 656 | (723 | ) | |||||
Deferred income taxes | 7,147 | 13,232 | ||||||
Other non-cash items | 2,157 | (4,374 | ) | |||||
(Decrease)/increase from changes in operating assets and liabilities, net of effects of acquisitions | (9,342 | ) | 13,305 | |||||
Net cash provided by operating activities | 84,822 | 114,954 | ||||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment and capitalized software | (14,256 | ) | (15,934 | ) | ||||
Insurance proceeds | 1,400 | — | ||||||
Proceeds from sale of assets | — | 459 | ||||||
Acquisition payments | (411 | ) | — | |||||
Net cash used in investing activities | (13,267 | ) | (15,475 | ) | ||||
Cash flows from financing activities: | ||||||||
Proceeds from exercise of stock options and issuance of ordinary shares | 4,320 | 4,852 | ||||||
Payments on debt | (3,296 | ) | (3,249 | ) | ||||
Payments to repurchase ordinary shares | (55,093 | ) | — | |||||
Payments of debt issuance costs | — | (103 | ) | |||||
Net cash (used in)/provided by financing activities | (54,069 | ) | 1,500 | |||||
Net change in cash and cash equivalents | 17,486 | 100,979 | ||||||
Cash and cash equivalents, beginning of period | 413,539 | 92,127 | ||||||
Cash and cash equivalents, end of period | $ | 431,025 | $ | 193,106 | ||||
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Net Revenue by Business, Geography and End Market
(% of total net revenue) | Three months ended March 31, | |||||
2013 | 2012 | |||||
Sensors | 70.7 | % | 73.1 | % | ||
Controls | 29.3 | % | 26.9 | % | ||
Total | 100.0 | % | 100.0 | % | ||
(% of total net revenue) | Three months ended March 31, | |||||
2013 | 2012 | |||||
Americas | 37.4 | % | 36.8 | % | ||
Europe | 29.8 | % | 31.0 | % | ||
Asia | 32.8 | % | 32.2 | % | ||
Total | 100.0 | % | 100.0 | % | ||
(% of total net revenue) | Three months ended March 31, | |||||
2013 | 2012 | |||||
European automotive | 24.4 | % | 26.8 | % | ||
North American automotive | 15.6 | % | 16.6 | % | ||
Asian automotive | 20.4 | % | 20.4 | % | ||
Rest of world automotive | 1.0 | % | 0.8 | % | ||
Heavy vehicle off-road | 8.7 | % | 7.7 | % | ||
Appliance and heating, ventilation and air-conditioning | 10.6 | % | 9.5 | % | ||
Industrial | 9.0 | % | 8.3 | % | ||
All other | 10.3 | % | 9.9 | % | ||
Total | 100.0 | % | 100.0 | % | ||
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Non-GAAP Measures
Adjusted net income is a non-GAAP financial measure. The Company defines Adjusted net income as follows: net income before debt refinancing costs and other financing transactions, unrealized loss/(gain) on other hedges and loss/(gain) on currency translation on debt, net, amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets, deferred income tax and other tax expense, amortization of deferred financing costs, restructuring and special charges, and other costs. The Company believes Adjusted net income provides investors with helpful information with respect to the performance of the Company’s operations and management uses Adjusted net income to evaluate its ongoing operations and for internal planning and forecasting purposes. Adjusted net income is not a measure of liquidity. See the tables below which reconcile Net income to Adjusted net income and Projected GAAP earnings per share to Projected Adjusted net income per share.
The following unaudited table reconciles the Company’s Net income to Adjusted net income for the first quarter ended March 31, 2013 and 2012.
(In 000s, except per share amounts) | Three months ended March 31, | |||||||
2013 | 2012 | |||||||
Net income | $ | 34,665 | $ | 38,916 | ||||
Debt refinancing costs and other financing transactions | 602 | — | ||||||
Unrealized loss/(gain) on other hedges and loss/(gain) on currency translation on debt, net | 3,229 | (4,616 | ) | |||||
Amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets | 33,912 | 39,615 | ||||||
Deferred income tax and other tax expense | 7,672 | 13,629 | ||||||
Amortization of deferred financing costs | 1,237 | 1,356 | ||||||
Restructuring and special charges | 5,382 | 81 | ||||||
Total adjustments | $ | 52,034 | $ | 50,065 | ||||
Adjusted net income | $ | 86,699 | $ | 88,981 | ||||
Weighted average diluted shares outstanding used in Adjusted net income per share calculation | 181,522 | 181,505 | ||||||
Adjusted net income per share | $ | 0.48 | $ | 0.49 | ||||
The Company’s definition of Adjusted net income includes the current tax expense (benefit) that will be payable (realized) on the Company’s income tax return and excludes deferred income tax and other tax expense. As the Company treats deferred income tax and other tax expense as an adjustment to compute Adjusted net income, the deferred income tax effect associated with the reconciling items would not change Adjusted net income for each period presented. The theoretical current income tax associated with the reconciling items above would be as follows: Amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets: $0.3 million and $0.2 million for the three months ended March 31, 2013 and 2012, respectively; Restructuring and special charges: $1.3 million and $0.0 million for the three months ended March 31, 2013 and 2012, respectively.
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The following unaudited table identifies where in the Condensed Consolidated Statement of Operations the adjustments to reconcile Net income to Adjusted net income were recorded for the first quarter ended March 31, 2013 and 2012.
($ in 000s) | Three months ended March 31, | |||||||
2013 | 2012 | |||||||
Cost of revenue | $ | 4,275 | $ | 3,944 | ||||
Selling, general and administrative | 602 | — | ||||||
Amortization of intangible assets and capitalized software | 33,004 | 35,671 | ||||||
Restructuring and special charges | 2,015 | 81 | ||||||
Interest expense | 1,237 | 1,356 | ||||||
Currency translation loss/(gain) and other, net | 3,229 | (4,616 | ) | |||||
Provision for income taxes | 7,672 | 13,629 | ||||||
Total adjustments | $ | 52,034 | $ | 50,065 | ||||
The following unaudited table reconciles the Company’s Projected GAAP earnings per share to Projected Adjusted net income per diluted share for the second quarter ended June 30, 2013 and full year ended December 31, 2013. The amounts in the tables below have been calculated based on unrounded numbers. Accordingly, certain amounts may not add due to the effect of rounding.
Three months ended June 30, 2013 | Full year ended December 31, 2013 | |||||||||||||||
Low End | High End | Low End | High End | |||||||||||||
Projected GAAP earnings per diluted share | $ | 0.19 | $ | 0.23 | $ | 0.93 | $ | 1.12 | ||||||||
Debt refinancing costs and other financing transactions | 0.04 | 0.04 | 0.04 | 0.04 | ||||||||||||
Unrealized loss/(gain) on other hedges and loss/(gain) on currency translation on debt, net | — | — | 0.02 | 0.02 | ||||||||||||
Amortization and depreciation expense related to the step-up in fair value of fixed and intangible assets | 0.19 | 0.19 | 0.76 | 0.76 | ||||||||||||
Deferred income tax and other tax expense | 0.06 | 0.06 | 0.22 | 0.22 | ||||||||||||
Amortization of deferred financing costs | 0.01 | 0.01 | 0.03 | 0.03 | ||||||||||||
Restructuring and special charges | 0.01 | 0.01 | — | — | ||||||||||||
Projected Adjusted net income per diluted share | $ | 0.50 | $ | 0.54 | $ | 2.00 | $ | 2.20 | ||||||||
Weighted average diluted shares outstanding used in Adjusted net income per share calculation (in 000s) | 178,600 | 178,600 | 179,400 | 179,400 | ||||||||||||
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SENSATA TECHNOLOGIES HOLDING N.V.
Notes to unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows
Basis of Presentation
The accompanying unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. This information should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Estimates used may change as new events occur or additional information is obtained. Actual results could differ from those estimates.
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