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8-K - 8-K - Euramax Holdings, Inc.a8-kq22013.htm

EURAMAX HOLDINGS, INC.
SECOND QUARTER 2013 FINANCIAL RESULTS

Norcross, Georgia, August 9, 2013 – Euramax Holdings, Inc., a leading international producer of metal and vinyl products sold to the residential repair and remodel, commercial construction and recreational vehicle (RV) markets primarily in North America and Europe, today announced financial results for the second quarter of 2013. Net sales, operating income, and adjusted EBITDA for the second quarter of 2013 were $229.9 million, $9.9 million, and $20.8 million, respectively. Net sales, operating income, and adjusted EBITDA for the first half of 2013 were $402.4 million, $2.5 million, and $26.1 million, respectively.

President and CEO Mitchell B. Lewis commented, “We are pleased with our strong operating performance for the second quarter of 2013 which included increases in net sales, operating income and adjusted EBITDA compared to the prior year quarter. Operating results benefited from the release of pent up demand in our U.S. Residential Products Segments resulting from longer and more severe winter weather conditions during the 1st quarter of 2013. Broader improvements in the North American residential repair and remodel sector also contributed to higher demand from distributors of our roof drainage products and for our vinyl window and patio offerings. Our European segments were able to achieve marginal increases in net sales, despite continued market challenges, as a result of successful ongoing business development initiatives."

Second Quarter 2013 Financial Summary
Net sales increased $6.1 million, or 2.7%, to $229.9 million in the second quarter of 2013 compared to $223.8 million in the second quarter of 2012. Total net sales for the Company's U.S. and European segments increased $5.1 million and $1.0 million, respectively, over the prior year quarter. Net sales in the U.S. Residential Products Segment increased due to higher demand for products in both the home center and distributor markets. Sales of these products benefited from the release of pent up demand resulting from longer and more severe winter weather conditions during the 1st quarter of 2013. Improvements in net sales of our vinyl window and patio offerings were driven by broader recovery in the residential repair and remodel sector. Increases in net sales were offset by lower selling prices in the U.S. Commercial Products segment associated with declines in metal raw material costs. Despite lower end market demand in Western Europe, net sales for the Company's European segments increased over the prior year quarter. These increases reflect higher demand for specialty coated coils and panels used in architectural and industrial projects as a result of ongoing business development initiatives primarily in emerging markets. Foreign currency translation did not have a significant impact on net sales during the quarter.
Income from operations increased $1.8 million to $9.9 million in the second quarter of 2013 compared to $8.1 million for the second quarter of 2012. Income from operations increased primarily as a result of higher demand in the U.S. Residential Products segment and due to customer and product profitability initiatives in Europe. These increases, were partially offset by net sales declines in the U.S. Commercial Products segment. Income from operations in the second quarter of 2013 was also negatively impacted by non-recurring other operating charges totaling $1.1 million, compared to $0.9 million recorded in the second quarter of 2012. Other operating charges in the second quarter of 2013 were primarily related to restructuring initiatives in the European Engineered Products segment including the relocation from multiple plant facilities in the UK into one operating location.
Adjusted EBITDA is a significant operating measure used by the Company to measure its operating performance and liquidity. Adjusted EBITDA was $20.8 million in the second quarter of 2013 compared to $19.2 million in the second quarter of 2012, an increase of $1.6 million, or 8.3%.

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Conference Call
The Company will host an investor conference call regarding its second quarter 2013 financial results at 2:00 p.m. Eastern Time on Tuesday, August 13, 2013. The call can be accessed through the following dial-in numbers: US/Canada: 866-952-1907; International: 785-424-1826: Conference ID: Euramax Financial Results Call. A replay of the conference call will be available through Tuesday, August 27, 2013. The replay may be accessed using the following dial-in information: US: 800-723-0479; International: 402-220-2650.

Contact Information
Euramax Holdings, Inc.
R. Scott Vansant, (770) 449-7066
Senior Vice President and Chief Financial Officer
Email: svansant@euramax.com

Forward Looking Statements
Certain statements contained in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to statements related to plans for future business development activities, anticipated costs of revenues, product mix, research and development and selling, general and administrative activities, and liquidity and capital needs and resources. When used in this report, the words “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “estimate,” and similar expressions are generally intended to identify forward-looking statements. You should not place undue reliance on these forward-looking statements, which only speak as of the date of this press release. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements.
GAAP Versus Non-GAAP Presentation
The Company presents Adjusted EBITDA in this press release as additional information regarding the Company’s operating results. Adjusted EBITDA is defined as net loss plus (i) provision (benefit) for income taxes, (ii) interest expense and (iii) depreciation and amortization, as further adjusted to exclude the effects of certain income and expense items that management believes make it more difficult to assess the Company’s actual operating performance. The Company’s calculation of Adjusted EBITDA is consistent with the calculation of Consolidated Cash Flow in the Indenture governing the Notes, excluding certain pro forma items. Adjusted EBITDA is not a measure of financial performance under accounting principles generally accepted in the U.S., and should not be considered an alternative to net income as a measure of operating performance or cash flows from operating, investing and financing activities as a measure of liquidity.
The Company believes Adjusted EBITDA is helpful to investors in highlighting trends because Adjusted EBITDA excludes the results of certain decisions of operating management that can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. The Company also believes Adjusted EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. Investors use Adjusted EBITDA, among other things, to assess the Company’s period-to-period operating performance and to gain insight into the manner in which management analyzes operating performance.
A reconciliation of the Company’s Adjusted EBITDA to net income (loss) is included in the supplemental information attached to this release.

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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

 
June 28,
2013
 
December 31,
2012
ASSETS
(unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
5,101

 
$
10,024

Accounts receivable, less allowances of $2,439 and $2,751, respectively
106,664

 
73,876

Inventories, net
100,998

 
89,294

Income taxes receivable
1,198

 
1,527

Deferred income taxes
905

 
907

Other current assets
6,568

 
4,789

Total current assets
221,434

 
180,417

Property, plant and equipment, net
130,831

 
141,208

Goodwill
197,126

 
199,375

Customer relationships, net
47,119

 
54,589

Other intangible assets, net
7,373

 
7,475

Deferred income taxes
85

 
68

Other assets
9,726

 
11,290

Total assets
$
613,694

 
$
594,422

LIABILITIES AND SHAREHOLDERS’ DEFICIT
 
 
 
Current liabilities:
 
 
 
Accounts payable, including cash overdrafts of $5,144 and $0, respectively
$
80,920

 
$
55,883

Accrued expenses and other current liabilities
27,228

 
30,667

Accrued interest payable
9,006

 
9,017

Current portion of long-term debt
3,333

 

Deferred income taxes
835

 
847

Total current liabilities
121,322

 
96,414

Long-term debt
539,869

 
516,674

Deferred income taxes
20,350

 
20,419

Other liabilities
46,432

 
46,907

Total liabilities
727,973

 
680,414

Shareholders’ deficit:
 
 
 
Common stock
189

 
189

Additional paid-in capital
723,431

 
721,869

Accumulated loss
(848,527
)
 
(818,855
)
Accumulated other comprehensive income
10,628

 
10,805

Total shareholders’ deficit
(114,279
)
 
(85,992
)
Total liabilities and shareholders’ deficit
$
613,694

 
$
594,422



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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands)
(unaudited)


 
Three months ended
 
Six months ended
 
June 28,
2013
 
June 29,
2012
 
June 28,
2013
 
June 29,
2012
Net sales
$
229,861

 
$
223,792

 
$
402,406

 
$
422,475

Costs and expenses:
 
 
 
 
 

 
 

Cost of goods sold (excluding depreciation and amortization)
190,461

 
185,135

 
339,631

 
351,700

Selling and general (excluding depreciation and amortization)
19,940

 
21,039

 
39,380

 
43,920

Depreciation and amortization
8,450

 
8,633

 
17,043

 
17,314

Other operating charges
1,126

 
920

 
3,900

 
1,762

Income from operations
9,884

 
8,065

 
2,452

 
7,779

Interest expense
(13,854
)
 
(13,861
)
 
(27,452
)
 
(27,397
)
Other income (loss), net
2,111

 
(8,863
)
 
(4,234
)
 
(2,819
)
Loss before income taxes
(1,859
)
 
(14,659
)
 
(29,234
)
 
(22,437
)
(Benefit) provision for income taxes
(303
)
 
933

 
438

 
1,275

Net loss
$
(1,556
)
 
$
(15,592
)
 
$
(29,672
)
 
$
(23,712
)






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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)


 
Six months ended
 
June 28,
2013
 
June 29,
2012
Net cash used in operating activities
$
(33,383
)
 
$
(21,387
)
Cash flows from investing activities:
 
 
 
Proceeds from sales of assets
2,186

 
1,233

Capital expenditures
(4,958
)
 
(2,647
)
Net cash used in investing activities
(2,772
)
 
(1,414
)
Cash flows from financing activities:
 
 
 
Net borrowings on ABL Credit Facility
22,953

 
17,635

Changes in cash overdrafts
5,144

 
3,027

Net borrowings on Dutch Revolving Credit Facility
3,333

 

Debt issuance costs
(175
)
 
(47
)
Net cash provided by financing activities
31,255

 
20,615

Effect of exchange rate changes on cash
(23
)
 
(240
)
Net decrease in cash and cash equivalents
(4,923
)
 
(2,426
)
Cash and cash equivalents at beginning of period
10,024

 
14,327

Cash and cash equivalents at end of period
$
5,101

 
$
11,901



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EURAMAX HOLDINGS, INC. AND SUBSIDIARIES
ADJUSTED EBITDA RECONCILIATION
(in thousands)
(unaudited)

Reconciliation of net loss to Adjusted EBITDA is as follows:
 
Three months ended
 
Six months ended
 
June 28,
2013
 
June 29,
2012
 
June 28,
2013
 
June 29,
2012
Net loss
$
(1,556
)
 
$
(15,592
)
 
$
(29,672
)
 
$
(23,712
)
 
 
 
 
 
 
 
 
Add:
 
 
 
 
 
 
 
Interest expense
13,854

 
13,861

 
27,452

 
27,397

Depreciation and amortization (a)
8,450

 
8,845

 
17,043

 
17,643

(Benefit) provision for income taxes
(303
)
 
933

 
438

 
1,275

 
 
 
 
 
 
 
 
Adjustments:
 
 
 
 
 
 
 
Other loss (income), net (b)
(2,111
)
 
8,863

 
4,234

 
2,819

Plant closure, severance, relocation and one-time compensation costs
1,447

 
863

 
2,960

 
1,204

Stock compensation expense
794

 
773

 
1,562

 
1,527

Long term incentive plan
172

 
557

 
487

 
1,113

Non-recurring consulting, legal and professional fees
28

 
57

 
43

 
558

Loss on asset held for sale (c)

 

 
1,594

 

Adjusted EBITDA
$
20,775

 
$
19,160

 
$
26,141

 
$
29,824

(a)
Depreciation and amortization for the first half of 2012 included amortization attributable to royalty payments under a minimum purchase agreement entered into in connection with our acquisition of a product line in 2005, which was being recognized in net sales. The royalty agreement was fully amortized as of September 28, 2012.
(b)
Other (income), net for the quarter ended June 28, 2013 is primarily comprised of translation gains of approximately $(2.2) million on intercompany obligations, offset by losses of $0.1 million on forward foreign currency contracts. Other loss, net for the six months ended June 28, 2013 is primarily comprised of translation losses of approximately $4.8 million on intercompany obligations, offset by gains of $(0.5) million as a result of favorable legal settlements and $(0.1) million of forward foreign currency contracts. Other loss, net for the three months ended June 29, 2012 included translation losses on intercompany obligations of approximately $9.2 million, offset by gains of $(0.3) million on forward foreign currency contracts. Other loss, net for the six months ended June 29, 2012 included translation losses on intercompany obligations of approximately $3.5 million, partially offset by a $(0.5) million gain on the sale of assets related to the exit of our RV door product line and gains of $(0.1) million on forward foreign currency contracts.
(C)
Loss on assets held for sale for the six months ended June 28, 2013 includes the sale of land and buildings as part of restructuring activities in the European Engineered Products segment related to the consolidation and relocation of multiple plant facilities into one location.


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