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8-K - 8-K - MOHAWK INDUSTRIES INCa3q20148-kearningscoverpage.htm

Exhibit 99.1

NEWS RELEASE          ______________________________________________________________________________________________________                                
For Release:        Immediately            
Contact:         Frank H. Boykin, Chief Financial Officer (706) 624-2695
    
    
MOHAWK INDUSTRIES, INC. ANNOUNCES THIRD QUARTER EARNINGS

Record Adjusted EPS; 21% Increase Over PY
Adjusted Operating Income Up 110 bps

Calhoun, Georgia, October 30, 2014 - Mohawk Industries, Inc. (NYSE:MHK) today announced 2014 third quarter net earnings of $151 million and diluted earnings per share (EPS) of $2.06. Excluding unusual charges, net earnings were $179 million and EPS was $2.44, a 21% increase over last year’s third quarter adjusted EPS and the highest quarterly adjusted EPS in the company’s history. Net sales for the third quarter of 2014 were $1.99 billion, an increase of 1.5% versus the prior year’s third quarter or approximately 2% on a constant exchange basis. For the third quarter of 2013, net sales were $1.96 billion, net earnings were $119 million and EPS was $1.63; excluding unusual charges, net earnings were $147 million and EPS was $2.02.

For the nine months ending September 27, 2014, net sales were $5.9 billion, an increase of 8% versus the prior year. Net earnings and EPS for the nine-month period were $385 million and $5.25, respectively. Net earnings excluding unusual charges were $431 million and adjusted EPS was $5.88, an increase of 24% over the nine-month adjusted EPS results in 2013. For the nine months ending September 28, 2013, net sales were $5.4 billion, net earnings were $254 million and EPS was $3.53; excluding unusual charges, net earnings and EPS were $342 million and $4.76.

Commenting on Mohawk Industries’ third quarter performance, Jeffrey S. Lorberbaum, Chairman and CEO, stated, “During the period, we significantly increased our adjusted operating income by 12% compared to last year through productivity enhancements, cost containment and acquisition synergies. Ongoing initiatives to control our expenses and increase our productivity yielded our highest operating margins in 8 years. We delivered good results this period, even in an environment with sluggish demand, due to our market diversification and strong execution. We will continue investing into our business to support future growth and profitability. The $550 million in capital investments we will make this year are increasing our productivity, allowing us to further differentiate our products and improve our margins.”

Carpet segment net sales for the quarter were $779 million, up 1% over last year. Adjusted operating income for the segment rose approximately 20% over the prior year and the margin was up 170 basis points as a result of investments in new technology, increased productivity, cost reductions and improved quality. During the period, Mohawk’s participation in the more value-oriented polyester category increased due to the company’s proprietary Continuum fiber process that delivers superior post-consumer recycled carpet with outstanding stain and soil resistance as well as greater softness. Mohawk’s position in modular tile continues to grow and is enhanced by the introduction of new 12-by-36-inch plank carpet tiles that can be utilized to create stylish new designs for public spaces. The price increase on certain products announced in April was fully executed at the beginning of the quarter and helped to offset

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increased raw material prices and freight costs. To offset escalating transportation costs, an additional freight increase was implemented in July.

Ceramic segment net sales for the quarter were $780 million, up 2% over last year as reported or 3% at a constant exchange rate. The segment’s adjusted operating income grew 16% over the prior year due to increased productivity, better quality and improved pricing and mix. In the U.S., the integration of Marazzi into the company’s U.S. ceramic operations is substantially complete. Site work has begun for the new ceramic plant in Tennessee, which will make higher value technical porcelain products that the company historically has imported. To recoup higher freight and raw material costs, a price increase was announced for implementation in January. In Mexico, new larger sizes, planks and market-leading designs should fuel further sales growth and improve mix, margins and average selling price. In Russia, sales grew on a local basis as enhancements in design, value and service helped capture increased share in a slowing ceramic market. In Europe, sales were essentially flat, although margins grew due to reduced costs and improved mix as new higher value products replaced older ones.

Laminate and Wood segment net sales for the quarter were $463 million, up approximately 3% over last year as reported and at a constant exchange rate. Adjusted operating margin for the segment was 11.6% due to lower sales in laminate, higher costs in new products and equipment start-ups offset by acquisitions and productivity improvements. In the U.S., new residential construction strengthened wood flooring sales, although market pricing did not keep pace with higher material costs. The segment’s U.S. manufacturing facilities are aggressively implementing productivity improvements and cost reductions. In Europe, the Pergo product revision has upgraded the styling and performance of the brand, and the new Quick-Step laminate collection is being well received as a result of its luxurious appearance and distinctive texture. The segment’s insulation business continued to grow with operational and formula improvements offsetting pricing pressures. The segment’s European board business delivered top line growth due to a broad product offering and increased margins from productivity improvements and higher material yields.

Lorberbaum said, “We anticipate that growth in the U.S. economy and the flooring category will remain unchanged during the fourth quarter with residential remaining slow as commercial grows. Overall we expect improvement in our sales and operating margins compared to last year. However, due to the strengthening U.S. dollar, we anticipate foreign currency translation will reduce sales and profits as reported. Our performance will benefit from new products, productivity improvements, synergies from our acquisitions and cost containment initiatives. We remain confident in our ability to execute our business strategy within the prevailing economic conditions. With these factors, our guidance for fourth quarter earnings is $2.18 to $2.27 per share, excluding any restructuring charges. We foresee upside for the U.S. flooring industry over the medium to long term. The forecast for new home construction in the U.S. is for robust growth for the next several years, and we believe that stronger employment numbers and improving consumer confidence will result in increased home remodeling.”

ABOUT MOHAWK INDUSTRIES
Mohawk Industries is the leading global flooring manufacturer that creates products to enhance residential and commercial spaces around the world. Mohawk’s vertically integrated manufacturing and distribution processes provide competitive advantages in the production of carpet, rugs, ceramic tile, laminate, wood, stone and vinyl flooring. Our industry-leading innovation has yielded products and technologies that differentiate our brands in the marketplace and satisfy all remodeling and new construction requirements. Our brands are among the most recognized in the industry and include

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American Olean, Bigelow, Daltile, Durkan, Karastan, Lees, Marazzi, Kerama Marazzi, Mohawk, Pergo, Unilin and Quick-Step. During the past decade, Mohawk has transformed its business from an American carpet manufacturer into the world’s largest flooring company with operations in Australia, Brazil, Canada, China, Europe, India, Malaysia, Mexico, Russia and the United States.

Certain of the statements in the immediately preceding paragraphs, particularly anticipating future performance, business prospects, growth and operating strategies and similar matters and those that include the words “could,” “should,” “believes,” “anticipates,” “expects,” and “estimates,” or similar expressions constitute “forward-looking statements.” For those statements, Mohawk claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. There can be no assurance that the forward-looking statements will be accurate because they are based on many assumptions, which involve risks and uncertainties. The following important factors could cause future results to differ: changes in economic or industry conditions; competition; inflation in raw material prices and other input costs; energy costs and supply; timing and level of capital expenditures; timing and implementation of price increases for the Company’s products; impairment charges; integration of acquisitions; international operations; introduction of new products; rationalization of operations; tax, product and other claims; litigation; and other risks identified in Mohawk’s SEC reports and public announcements.


Conference call Friday, October 31, 2014 at 11:00 AM Eastern Time
The telephone number is 1-800-603-9255 for US/Canada and 1-706-634-2294 for International/Local. Conference ID # 10924357. A replay will be available until Friday November 14, 2014 by dialing 855-859-2056 for US/local calls and 404-537-3406 for International/Local calls and entering Conference ID # 10924357.


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MOHAWK INDUSTRIES, INC. AND SUBSIDIARIES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Statement of Operations
 
Three Months Ended
 
Nine Months Ended
(Amounts in thousands, except per share data)
 
September 27, 2014
 
September 28, 2013
 
September 27, 2014
 
September 28, 2013
 
 
 
 
 
 
 
 
 
Net sales
 
$
1,990,658


1,961,536


5,852,000


5,424,650

Cost of sales
 
1,434,236

 
1,444,646

 
4,239,411

 
4,016,638

    Gross profit
 
556,422

 
516,890

 
1,612,589

 
1,408,012

Selling, general and administrative expenses
 
342,729

 
340,987

 
1,045,913

 
1,012,069

Operating income
 
213,693

 
175,903

 
566,676

 
395,943

Interest expense
 
34,786

 
25,630

 
77,584

 
70,098

Other (income) expense, net
 
(2,374
)
 
1,168

 
961

 
6,458

    Earnings from continuing operations before income taxes
 
181,281

 
149,105

 
488,131

 
319,387

Income tax expense
 
30,021

 
28,993

 
102,957

 
62,965

    Earnings from continuing operations
 
151,260

 
120,112

 
385,174

 
256,422

Loss from discontinued operations, net of income tax benefit of $297 and $782, respectively
 

 
(553
)
 

 
(1,914
)
    Net earnings including noncontrolling interest
 
151,260

 
119,559

 
385,174

 
254,508

Net earnings (loss) attributable to noncontrolling interest
 
(6
)
 
491

 
77

 
373

    Net earnings attributable to Mohawk Industries, Inc.
 
$
151,266

 
119,068

 
385,097

 
254,135

 
 
 
 
 
 
 
 
 
Basic earnings per share attributable to Mohawk Industries, Inc.
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
2.08

 
1.65

 
5.29

 
3.59

Loss from discontinued operations, net of income taxes
 

 
(0.01
)
 

 
(0.03
)
Basic earnings per share attributable to Mohawk Industries, Inc.
 
$
2.08

 
1.64

 
5.29

 
3.56

Weighted-average common shares outstanding - basic
 
72,864

 
72,575

 
72,814

 
71,467

 
 
 
 
 
 
 
 
 
Diluted earnings per share attributable to Mohawk Industries, Inc.
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
2.06

 
1.64

 
5.25

 
3.56

Loss from discontinued operations, net of income taxes
 

 
(0.01
)
 

 
(0.03
)
Diluted earnings per share attributable to Mohawk Industries, Inc.
 
$
2.06

 
1.63

 
5.25

 
3.53

Weighted-average common shares outstanding - diluted
 
73,376

 
73,087

 
73,332

 
71,975

 
 
 
 
 
 
 
 
 
Other Financial Information
 
 
 
 
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
Net cash provided by operating activities
 
$
225,549

 
213,059

 
323,423

 
326,973

Depreciation and amortization
 
$
85,167

 
81,550

 
249,905

 
222,542

Capital expenditures
 
$
141,883

 
109,426

 
391,580

 
255,523

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

4


 
 
 
 
 
 
 
 
 
Consolidated Balance Sheet Data
 
 
 
 
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 27, 2014
 
September 28, 2013
ASSETS
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
    Cash and cash equivalents
 
 
 
 
 
$
105,569

 
63,580

    Receivables, net
 
 
 
 
 
1,209,557

 
1,154,368

    Inventories
 
 
 
 
 
1,640,487

 
1,612,696

    Prepaid expenses and other current assets
 
 
 
 
 
275,981

 
221,767

    Deferred income taxes
 
 
 
 
 
137,220

 
136,052

        Total current assets
 
 
 
 
 
3,368,814

 
3,188,463

Property, plant and equipment, net
 
 
 
 
 
2,772,722

 
2,683,984

Goodwill
 
 
 
 
 
1,668,520

 
1,713,883

Intangible assets, net
 
 
 
 
 
746,304

 
811,116

Deferred income taxes and other non-current assets
 
 
 
 
 
145,100

 
166,711

Total assets
 
 
 
 
 
$
8,701,460

 
8,564,157

LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Current portion of long-term debt and commercial paper
 
 
 
 
 
$
583,495

 
89,031

Accounts payable and accrued expenses
 
 
 
 
 
1,247,862

 
1,296,192

        Total current liabilities
 
 
 
 
 
1,831,357

 
1,385,223

Long-term debt, less current portion
 
 
 
 
 
1,806,821

 
2,257,391

Deferred income taxes and other long-term liabilities
 
 
 
 
 
486,764

 
587,910

        Total liabilities
 
 
 
 
 
4,124,942

 
4,230,524

Total stockholders' equity
 
 
 
 
 
4,576,518

 
4,333,633

Total liabilities and stockholders' equity
 
 
 
 
 
$
8,701,460

 
8,564,157

 
 
 
 
 
 
 
 
 
Segment Information
 
Three Months Ended
 
As of and for the Nine Months Ended
(Amounts in thousands)
 
September 27, 2014
 
September 28, 2013
 
September 27, 2014
 
September 28, 2013
 
 
 
 
 
 
 
 
 
Net sales:
 
 
 
 
 
 
 
 
    Carpet
 
$
778,849

 
772,751

 
2,234,083

 
2,238,953

    Ceramic
 
779,842


767,005


2,271,660


1,939,054

    Laminate and Wood
 
462,574


450,723


1,431,839


1,326,178

    Intersegment sales
 
(30,607
)
 
(28,943
)
 
(85,582
)
 
(79,535
)
        Consolidated net sales
 
$
1,990,658

 
1,961,536

 
5,852,000

 
5,424,650

 
 
 
 
 
 
 
 
 
Operating income (loss):
 
 
 
 
 
 
 
 
    Carpet
 
$
74,082

 
68,836

 
171,179

 
148,936

    Ceramic
 
101,254

 
75,908

 
268,320

 
152,188

    Laminate and Wood
 
44,768

 
39,020

 
149,730

 
119,075

    Corporate and eliminations
 
(6,411
)
 
(7,861
)
 
(22,553
)
 
(24,256
)
        Consolidated operating income
 
$
213,693

 
175,903

 
566,676

 
395,943

 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
    Carpet
 
 
 
 
 
$
2,016,109

 
1,830,869

    Ceramic
 
 
 
 
 
3,788,164

 
3,820,002

    Laminate and Wood
 
 
 
 
 
2,672,599

 
2,721,707

    Corporate and eliminations
 
 
 
 
 
224,588

 
191,579

        Consolidated assets
 
 
 
 
 
$
8,701,460

 
8,564,157


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Reconciliation of Net Earnings Attributable to Mohawk Industries, Inc. to Adjusted Net Earnings Attributable to Mohawk Industries, Inc. and Adjusted Diluted Earnings Per Share Attributable to Mohawk Industries, Inc.
(Amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
 
September 27,
2014
 
September 28,
2013
Net earnings attributable to Mohawk Industries, Inc.
$
151,266

 
119,068

 
385,097

 
254,135

Adjustments to net earnings:
 
 
 
 
 
 
 
Restructuring, acquisition and integration-related costs
14,013

 
24,431

 
36,907

 
75,608

Acquisition purchase accounting (inventory step-up)

 
12,297

 

 
31,041

Discontinued operations

 
851

 

 
2,696

Deferred loan cost
1,080

 
490

 
1,080

 
490

Legal Reserve
10,000

 

 
10,000

 

Bond Redemption
15,450

 

 
15,450

 

Interest on 3.85% senior notes

 

 

 
3,559

Income taxes
(12,792
)
 
(9,772
)
 
(17,412
)
 
(25,220
)
   Adjusted net earnings attributable to Mohawk Industries, Inc.
$
179,017

 
147,365

 
431,122

 
342,309

 
 
 
 
 
 
 
 
 
 
Adjusted diluted earnings per share attributable to Mohawk Industries, Inc.
$
2.44

 
2.02

 
5.88

 
4.76

Weighted-average common shares outstanding - diluted
73,376

 
73,087

 
73,332

 
71,975


Reconciliation of Net Sales to Net Sales on a Constant Exchange Rate
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
 
September 27,
2014
 
September 28,
2013
Net sales
 
$
1,990,658

 
1,961,536

 
5,852,000

 
5,424,650

Adjustment to net sales on a constant exchange rate
 
8,517

 

 
(16,100
)
 

    Net sales on a constant exchange rate
 
$
1,999,175

 
1,961,536

 
5,835,900

 
5,424,650


Reconciliation of Net Sales to Pro Forma Net Sales on a Constant Exchange Rate
(Amounts in thousands)
 
 
 
 
 
 
 
Nine Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
Net sales
 
$
5,852,000

 
5,424,650

2013 Acquisitions
 

 
333,994

Adjustment to net sales on a constant exchange rate
 
(16,100
)
 

    Pro forma net sales on a constant exchange rate
 
$
5,835,900

 
5,758,644


Reconciliation of Segment Net Sales to Segment Net Sales on a Constant Exchange Rate
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
Ceramic
 
Laminate and Wood
 
 
Three Months Ended
 
Three Months Ended
 
 
September 27, 2014
 
September 28, 2013
 
September 27, 2014
 
September 28, 2013
Net sales
 
$
779,842

 
767,005

 
462,574

 
450,723

Adjustment to segment net sales on a constant exchange rate
 
9,098

 

 
(581
)
 

Segment net sales on a constant exchange rate
 
$
788,940

 
767,005

 
461,993

 
450,723







6


Reconciliation of Gross Profit to Adjusted Gross Profit
(Amounts in thousands)
 
 
 
 
 
 
 
Three Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
Gross profit
 
$
556,422

 
516,890

Adjustments to gross profit:
 
 
 
 
Restructuring and integration-related costs
 
7,261

 
14,699

Acquisition purchase accounting (inventory step-up)
 

 
12,297

    Adjusted gross profit
 
$
563,683

 
543,886

Adjusted gross profit as a percent of net sales
 
28.3
%
 
27.7
%

Reconciliation of Selling, General and Administrative Expenses to Adjusted Selling, General and Administrative Expenses
(Amounts in thousands)
 
 
 
 
 
 
 
Three Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
Selling, general and administrative expenses
 
$
342,729

 
340,987

Adjustments to selling, general and administrative expenses:
 
 
 
 
Restructuring, acquisition and integration-related costs
 
(6,752
)
 
(9,712
)
Legal reserve
 
(10,000
)
 

    Adjusted selling, general and administrative expenses
 
$
325,977

 
331,275

Adjusted selling, general and administrative expenses as a percent of net sales
 
16.4
%
 
16.9
%

Reconciliation of Operating Income to Adjusted Operating Income
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Nine Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
 
September 27,
2014
 
September 28,
2013
Operating income
 
$
213,693

 
175,903

 
566,676

 
395,943

Adjustments to operating income:
 
 
 
 
 
 
 
 
Restructuring, acquisition and integration-related costs
 
14,013

 
24,411

 
36,907

 
75,588

Legal reserve
 
10,000

 

 
10,000

 

Acquisition purchase accounting (inventory step-up)
 

 
12,297

 

 
31,041

    Adjusted operating income
 
$
237,706

 
212,611

 
613,583

 
502,572

Adjusted operating margin as a percent of net sales
 
11.9
%
 
10.8
%
 
10.5
%
 
9.3
%

Reconciliation of Segment Operating Income to Adjusted Operating Income
 
 
 
 
 
 
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carpet
 
Ceramic
 
Laminate and Wood
 
 
Three Months Ended
 
Three Months Ended
 
Three Months Ended
 
 
September 27, 2014
 
September 28, 2013
 
September 27, 2014
 
September 28, 2013
 
September 27, 2014
 
September 28, 2013
Operating income
 
$
74,082

 
68,836

 
101,254

 
75,908

 
44,768

 
39,020

Adjustments to operating income:
 
 
 
 
 
 
 
 
 
 
 
 
Restructuring, acquisition and integration-related costs
 

 
1,570

 
4,248

 
3,070

 
9,015

 
19,246

Legal reserve
 
10,000

 

 

 

 

 

Acquisitions purchase accounting (inventory step-up)
 

 

 

 
12,297

 

 

  Adjusted operating income
 
$
84,082

 
70,406

 
105,502

 
91,275

 
53,783

 
58,266

   Adjusted operating margin as a percent of net sales
 
10.8
%
 
9.1
%
 
13.5
%
 
11.9
%
 
11.6
%
 
12.9
%


7


Reconciliation of Total Debt to Net Debt
(Amounts in thousands)
 
 
 
 
 
September 27, 2014
Current portion of long-term debt and commercial paper
 
$
583,495

Long-term debt, less current portion
 
1,806,821

Less: Cash and cash equivalents
 
105,569

    Net Debt
 
$
2,284,747


Reconciliation of Operating Income to Adjusted EBITDA
(Amounts in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Trailing Twelve Months Ended
 
 
 
December 31,
2013
 
March 29,
2014
 
June 28,
2014
 
September 27,
2014
 
September 27,
2014
Operating income
 
$
150,988

 
130,735

 
222,248

 
213,693

 
717,664

Other (expense) income
 
(2,656
)
 
(4,890
)
 
1,555

 
2,374

 
(3,617
)
Net (earnings) loss attributable to noncontrolling interest
 
(132
)
 
28

 
(111
)
 
6

 
(209
)
Depreciation and amortization
 
86,329

 
80,984

 
83,754

 
85,167

 
336,234

    EBITDA
 
234,529

 
206,857

 
307,446

 
301,240

 
1,050,072

Restructuring, acquisition and integration-related costs
 
37,812

 
11,725

 
11,169

 
14,013

 
74,719

Legal reserve
 

 

 

 
10,000

 
10,000

    Adjusted EBITDA
 
$
272,341

 
218,582

 
318,615

 
325,253

 
1,134,791

 
 
 
 
 
 
 
 
 
 
 
 
Net Debt to Adjusted EBITDA
 
 
 
 
 
 
 
 
 
2.0


Reconciliation of Earnings from Continuing Operations Before Income Taxes to Adjusted Earnings from Continuing Operations Before Income Taxes
(Amounts in thousands)
 
 
 
 
 
 
 
Three Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
Earnings from continuing operations before income taxes
 
$
181,281

 
149,105

Adjustments to earnings from continuing operations before income taxes:
 
 
 
 
Restructuring, acquisition and integration-related costs
 
14,013

 
24,431

Acquisition purchase accounting (inventory step-up)
 

 
12,297

Legal reserve
 
10,000

 

Bond redemption
 
15,450

 

Deferred loan cost
 
1,080

 
490

    Adjusted earnings from continuing operations before income taxes
 
$
221,824

 
186,323


Reconciliation of Income Tax Expense to Adjusted Income Tax Expense
(Amounts in thousands)
 
 
 
 
 
 
 
Three Months Ended
 
 
 
September 27,
2014
 
September 28,
2013
Income tax expense
 
$
30,021

 
28,993

Income tax effect of adjusting items
 
12,792

 
9,475

    Adjusted income tax expense
 
$
42,813

 
38,468

 
 
 
 
 
 
Adjusted income tax rate
 
19
%
 
21
%
 
 
 
 
 
 
The Company believes it is useful for itself and investors to review, as applicable, both GAAP and the above non-GAAP measures in order to assess the performance of the Company's business for the planning and forecasting in subsequent periods.  In particular, the Company believes excluding the impact of restructuring, acquisition and integration-related costs is useful because it allows investors to evaluate our performance for different periods on a more comparable basis.


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